1997-049T \WPDOCS\ORD\CALLAHAN ORD
ORDINANCE NO. ~ ~--~
AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY
MANAGER TO EXECUTE A REAL ESTATE CONTRACT BETWEEN THE CITY OF
DENTON AND ROBERT W. CALLAHAN, JAMES E CALLAHAN AND ANN C STARK
RELATING TO THE PURCHASE OF PROPERTY IN THE VICINITY OF THE CITY'S
WASTEWATER TREATMENT PLANT; AUTHORIZING THE EXPENDITURE OF FUNDS;
AMD PROVIDING AN EFFECTIVE DATE.
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
~ That the City Manager is hereby authorized to
execute a real estate contract between the City of Denton and
Robert W. Callahan, James E. Callahan and Ann C Stark relating to
the purchase of property in the vicinity of the City's Wastewater
Treatment Plant, a copy of such contract is attached hereto and
Incorporated herein by reference.
SECTION II. That the City Manager hereby authorizes the
expenditure of funds in the manner and amount as specified in the
agreement.
SECTION III. That this ordinance shall become effective
immediately upon its passage and approval
PASSED AND APPROVED this the /~ day of ~, 1997
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM:
HERBERT L. PROUTY, CITY ATTORNEY
REAL ESTATE CONTRACT
STATE OF TEXAS
COUNTY OF DENTON
THIS CONTRACT OF SALE iS made by and between Robert W
Callahan, Ann C Stark, and James E Callahan (hereinafter referred
to as "Seller") and CITY OF DENTON, TEXAS, a home rule municipali-
ty, of Denton, Denton County, Texas, (hereinafter referred to as
"Purchaser"), upon the terms and conditions set forth herein
PURCHASE AND SALE
1 Seller hereby sells and agrees to convey, and Purchaser hereby
purchases and agrees to pay for, the tract of land containing ap-
proximately 245 acres of land situated in Denton County, Texas,
being illustrated by Exhibit "A" attached hereto and incorporated
herein by reference for all purposes together with all and singular
the rights and appurtenances pertaining to the property, including
any right, title and interest of Seller ~n and to adjacent streets,
alleys or rights-of-way (all of such real property, rights, and
appurtenances being hereinafter referred to as the "Property"),
together with any improvements, fixtures, and personal property
situated on and attached to the Property, for the consideration and
upon and subject to the terms, provisions, and conditions hereinaf-
ter set forth
2 However, it is expressly understood that the seller shall have
the right to harvest the Pecan trees within the purchasers tracts
until December 31, 1999
3 Seller and Purchaser acknowledge that cattle are currently
grazing on the property purchased by Purchaser, (illustrated on
Exhibit "A" attached - tracts A & B) hereunder as well as on the
property adjacent to that being purchased by Purchaser which is
also owned by Seller (illustrated on Exhibit "A" attached - tracts
1, 2, 3 and 4) The Parties agree that the cattle can continue to
graze on tracts until Purchaser constructs a fence upon tracts A &
B or portions thereof The Seller agrees to maintain that portion
of the fence in existence at the execution of this contract that
deteriorates from normal wear and tear or unknown causes The
Purchaser agrees to pay all costs associated with the construction
of that portion of the fence erected by Purchaser subsequent to the
execution of this contract needed to separate the tracts City
shall, as a minimum, when installing the common boundary fencing,
construct a steel T-Post fencing with 4 strands of barbed wire
appropriately braced If any portion of the fence in either tracts
are damaged by the negligence of agents or lnvltees of a party to
this contract then such party, its successors and assigns will be
responsible for the repair to such portion of the fence damaged by
such party's agents or lnvltees Any damage to common boundary
fencing of the parties resulting from wear and tear or unknown
causes shall be shared 50-50 by the parties If perimeter fences
on the property being purchased by purchaser become in such a state
of disrepair as to be unuseable, then Seller may elect to notify
Purchaser to construct the common boundary fencing and Purchaser
shall complete such fence construction within 180 days of such
notification
4 Seller shall be responslble for any damage or claim based on
injury or death to person and damage to property arising by reason
of Seller's maintenance of cattle or l~vestock on any of the
subject tracts and Seller agrees to ~ndemnlfy and hold Purchaser
harmless from any claims or damages filed against Purchaser by
reason of Seller's negligence
5 Seller, for clarification purposes, agrees th~s contract
assigns, conveys and/or transfers to Purchaser all leases or other
legal r~ghts Seller has including, without l~mltatlon, leases or
legal r~ghts to wells presently being utilizes by Lone Star Gas
Company on the subject property
6 Seller, for clarification purposes, agrees th~s contract
assigns, conveys and/or transfers to Purchaser all water, irriga-
tion and flowage rights Seller has in the subject property and ~n
particular any rights conveyed to Seller by the Texas Natural
Resource Conservation Commission
7 Seller shall grant an ~ngress and egress easement to Purchaser,
along, over, and across the 30 foot road illustrated on attached
Exhibit "A" This easement will terminate if Seller provides
another ingress and egress easement in a different location or
dedicates a public road that allows purchaser access, if such new
easement or road is approved by purchaser and such approval may not
be unreasonably withheld
PURCHASE PRICE
1 Amount of Purchase Prlc~ The purchase price for the
Property shall be the sum of $57b,000 00 .
2 Payment of Purchase Price The full amount of the Purchase
Price shall be payable in cash at the closing
PURCHASER'S OBLIGATIONS
The obligations of Purchaser hereunder to consummate the trans-
actions contemplated hereby are subject to the satisfaction of each
of the following conditions any of which may be waived in whole or
· n part by Purchaser at or prior to the closing
1 Prellmznarv Title Report w~thln fzve (5) days after the
date hereof, Purchaser, at Purchaser's sole cost and expense, shall
have caused the Tztle Company (hereinafter defmned) to issue a pre-
PAGE 2
AEE00801
lzmznary tztle report (the "Tztle Report") accompanmed by copies of
all recorded documents relatmng to easements, rmghts-of-way, etc ,
affectzng the Property Purchaser shall gmve Seller wrmtten notmce
on or before the expzratmon of fave (5) days after Purchaser re-
ceaves the Tatle Report that the condmtmon of tmtle as set forth mn
the tatle bmnder is or as not satisfactory, and mn the event Pur-
chaser states the condataon as not satmsfactory, Seller shall, at
Seller's optaon, promptly undertake to elmmanate or modafy all
unacceptable matters to the reasonable satmsfactmon of Purchaser
In the event Seller ms unable to do so wmthan fare (5) days after
receapt of wrmtten notice, thas Agreement shall thereupon be null
and voad for all purposes and the Escrow Deposit shall be forthwmth
returned by the Tatle Company to Purchaser, otherwmse, thas con-
dataon shall be deemed to be acceptable and any ob]ectaon thereto
shall be deemed to have been wamved for all purposes
2 Survey Purchaser shall, at Purchaser's sole cost and
expense, obtaan a current survey of the Property, prepared by a
duly lacensed Texas land surveyor acceptable to Purchaser The
survey shall be staked on the ground, and shall show the locataon
of all mmprovements, hmghways, streets, roads, railroads, rmvers,
creeks, or other water courses, fences, easements, and rmghts-of-
way on or ad]acent to the Property, af any, and shall contaan the
surveyor's certafacatlon that there are no encroachments on the
Property and shall set forth the number of total acres comprasang
the Property, together with a metes and bounds descrmptaon thereof
Purchaser wmll have fave (5) days after recempt of the survey
to revaew and approve the survey In the event the survey as
unacceptable, then Purchaser shall wmthan the fmve (5) day peraod,
gmve Seller wratten notace of thms fact Seller shall, at Seller's
optmon, promptly undertake to elmmlnate or modafy the unacceptable
portaons of the survey to the reasonable satasfactaon of Purchaser
In the event Seller as unable to do so wmthmn fmve (5) days after
receipt of written notace, Purchaser may termmnate thms Agreement,
and the Agreement shall thereupon be null and vomd for all purposes
and the Escrow Deposit shall be returned by the Tmtle Company to
Purchaser Purchaser's faalure to gmve Seller thzs wrmtten notmce
shall be deemed to be Purchaser's acceptance of the survey
3 Seller's Complaance Seller shall have performed, ob-
served, and complied wmth all of the covenants, agreements, and
condatmons requzred by thms Agreement to be performed, observed,
and complmed wmth by Seller prmor to or as of the closang
REPRESENTATIONS AIqD WARRANTIES OF SELLER
Seller hereby represents and warrants to Purchaser as follows,
whach representataons and warrantaes shall be deemed made by Seller
to Purchaser also as of the closang date
AEE00801 PAGE 3
1 There are no parties in possession of any port~on of the
Property as lessees, tenants at sufferance, or trespassers
2 Except for the prior actions of Purchaser, there is no
pending or threatened condemnation or similar proceeding or asses-
sment affecting the Property, or any part thereof, nor to the best
knowledge and belief of Seller is any such proceeding or assessment
contemplated by any governmental authority
3 Seller has complied with all applicable laws, ordinances,
regulations, statutes, rules and restrictions relating to the
Property, or any part thereof
4 (a) There are no toxic or hazardous wastes or materials on
or within the Property Such toxic or hazardous wastes or
materials include, but are not limited to, hazardous materials or
wastes as same are defined by the Resource Conservation and
Recovery Act (RCRA), as amended, and the Comprehensive Environmen-
tal Response Compensation and Liability Act (CERCLA), as amended
(b) The C~ty of Denton assumes the risk of and agrees to
indemnify and hold Seller harmless, and to defend Seller against
and from all claims, costs, liabilities, expenses (including
without limitation court costs and attorney's fees), or demands of
whatsoever nature or source for any defects or Environmental
Problems, latent or obvious, discovered or undiscovered, in the
real and chattel property to be conveyed hereunder, causing per-
sonal ln3ury to or death of persons whomsoever (~nclud~ng without
l~m~tatlon employees, agents or contractors of the City of Denton,
Seller or any third party), or causing property damage or destruc-
tion of whatsoever nature or contamination to the environment
(including without limitation property of the City of Denton or
Seller, or property in its or their care, custody, or control, and
third party property), arising out of acts, omissions or events
occurring after Closing
(c) Seller assumes the risk of and agrees to indemnify and
hold the City of Denton harmless, and to defend the City of Denton
against and from all claims, costs, l~ab~lltles, expenses (includ-
ing without limitation court costs and attorney fees), or demands
of whatsoever nature or source for any defects or Environmental
Problems, latent or obvious, discovered or undiscovered, in the
real and chattel property to be conveyed hereunder, causing per-
sonal injury to or death of persons whomsoever (including without
limitation employees, agents or contractors of Seller, the City of
Denton or any third party), or causing property damage or destruc-
tion of whatsoever nature or contamination to the environment
(Including without limitation property of Seller or the City of
Denton, or property in its or their care, custody, or control, and
third party property), arising out of acts, omissions or events
occurring before Closing, except for problems caused by the use of
the Purchaser's adjoining property
PAGE 4
AEE00801
.Environmental Problems" means any cause or action under the
federal Comprehensive Environmental Response Compensation and
Liability Act of 1980 (as amended) and any cause or action arising
from similar federal, state or local legislation or other rules of
law, and private causes of action of whatever nature which ar~se
from environmental damage, toxic wastes or other similar causes
MISCELLkNEOUS OBLIGATIONS OF PARTIES
CLOSING
The closing shall be held at the off~ce of First American
Title Insurance Company of Texas Title Company, Denton, Texas, on
or before March 14, 1997, or at such title company, time, date.
and place as Seller and Purchaser may mutually agree upon (which
date ~s here~n referred to as the "closing date")
CLOSING REQUIREMENTS
1 Seller's Requirements At the closing Seller shall
A Deliver to Purchaser a duly executed and acknowledged
General Warranty Deed conveying good and marketable t~tle
in fee simple to all of the Property, free and clear of any
and all liens, encumbrances, conditions, easements, asses-
sments, and restrictions, except for the following
1 General real estate taxes for the year
of closing and subsequent years not yet
due and payable,
2 i~ny exceptions approved by Purchaser
pursuant to Purchaser's Obllqatlons here-
of, and
3 Any exceptions approved by Purchaser
in writing
B Deliver to Purchaser a Texas Owner's Title Policy at
Purchaser's sole expense, issued by First American Title
Insurance Company of Texas, (the "T~tle Company"), or such
t~tle company as Seller and Purchaser may mutually agree
upon, in Purchaser's favor ~n the full amount of the
purchase price, lnsurln~ Purchaser's fee simple t~tle to
the Property subject only to those t~tle exceptions l~sted
in Closlnq Requirements hereof, such other exceptions as
may be approved ~n writing by Purchaser, and the standard
printed exceptions contained ~n the usual form of Texas
Owner's Title Policy, provided, however
PAGE 5
AEE00801
1 The boundary and survey exceptions
shall be deleted if required by Purchaser
and if so required, the costs associated
with same shall be borne by Purchaser,
2 The exception as to restrictive cove-
nants shall be endorsed "None of Record",
3 The exception for taxes shall be
llmlted to the year of closing and shall
be endorsed "Not Yet Due and Payable", and
4 The exception as to l~ens encumbering
the Property shall be endorsed "None of
Record"
C Deliver to Purchaser possession of the Property on the
day of closing
2 Purchaser's Requirements Purchaser shall pay the full
cash purchase price to Seller at Closing in immediately available
funds
3 Closln Costs Through the date of Closing, Seller shall
pay all taxes assessed by any tax jurisdiction through the date of
Closing
Ail other costs and expenses of closing in consummating the
sale and purchase of the Property not specifically allocated herein
shall be paid by Purchaser
REAL ESTATE COMMISSION
Any real estate commissions occasioned by the consummation of
this Agreement shall be the sole responsibility of Seller, and
Seller agrees to indemnify and hold harmless Purchaser from any and
all claims for these commissions
BREACH BY SELLER
In the event Seller shall fall to fully and timely perform any
of its obligations hereunder or shall fall to consummate the sale
of the Property except Purchaser's default, Purchaser may either
enforce specific performance of th~s Agreement or terminate this
Agreement
AEE00801 PAGE 6
BREACH BY PURCHASER
In the event Purchaser should fall to consummate the purchase
of the Property, the conditions to Purchaser's obligations set
forth in PURCHASER'S OBLIGATIONS having been satisfied and
Purchaser being in default Seller may either enforce speclflc
performance of this Agreement, or terminate this Agreement
MISCELLANEOUS
1 Assignment of Aqreement This Agreement may not be
assigned by Purchaser without the express written consent of
Seller
2 Survival of Covenants Any of the representations, war-
rantles, covenants, and agreements of the part~es, as well as
any rights and benefits of the parties, pertaining to a period of
time following the closing of the transactions contemplated hereby
shall survive the closing and shall not be merged therein
3 Notice Any notice required or permitted to be delivered
hereunder shall be deemed received when sent by United States mall,
postage prepaid, certified mall, return receipt requested, addres-
sed to Seller or Purchaser, as the case may be, at the address set
forth beneath the signature of the party
4 Texas Law to Apply This Agreement shall be construed
under and in accordance with the laws of the State of Texas, and
all obligations of the parties created hereunder are performable
Denton County, Texas
5 Parties Bound Thls Agreement shall be binding upon and
inure to the benefit of the parties and their respective heirs,
executors, administrators, legal representatives, successors and
assigns where permitted by this Agreement
6 Leqal Construction In case any one or more of the pro-
visions contained in this Agreement shall for any reason be held to
be invalid, illegal, or unenforceable in any respect, said
validity, illegality, or unenforceablllty shall not affect any
other provision hereof, and this Agreement shall be construed as
the invalid, illegal, or unenforceable provision had never been
contained herein
7 Prior Aqreements Supersede~ This Agreement constitutes
the sole and only agreement of the part~es and supersedes any prior
understandings or written or oral agreements between the parties
respecting the within subject matter
8 Time of Essence Time is of the essence in this Agreement
AEE00801 PAGE 7
9 Gender Words of any gender used in this Agreement shall
be held and construed to include any other gender, and words in the
singular number shall be held to ~nclude the plural, and v~ce
versa, unless the context requires otherwise
10 Memorandum of Contract Upon request of e~ther party,
both parties shall promptly execute a memorandum of this Agreement
suitable for filing of record
11 ComDllance In accordance w~th the requirements of the
Texas Real Estate License Act, Purchaser is hereby advised that it
should be furnished with or obtain a policy of title insurance or
Purchaser should have the abstract covering the Property examined
by an attorney of Purchaser's own selection
12 Time L~mlt In the event a fully executed copy of this
Agreement has not been returned to Purchaser within five (5) days
after Purchaser executes this Agreement and delivers same to Sel-
ler, Purchaser shall have the right to terminate this Agreement
upon written notice to Seller
DATED this /~ day of .-~--'~. , 1997
/
SELLER PURCHASER
THE CITY OF DENTON, TEXAS
IndlvldL~y 215 E McKlnney Street
~mes E Callahan,
~g~orney ~n fac~
Ann C ~ -
~ames 8 Cai~ahan,
~t~orne7 ~n fact ~or
Rober~ ~
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY A~ORNEY
//
AEE00801 PAGE 8
STATE OF
COUNTY OF ~
Thls~ /~nstrument was acknowledged before me on this /..~ day
of ~~ , 1997 by James E Callahan
STATE OF TE~S . No~
CO~TY OF
on
of ~~ , 1997 by James E Callahan, Attorney zn fact
for ~n C ~ark
STATE OF TE~S/ ~[k~J MyC6mm~i~l~?
CO~TY OF ~
Th)s,lnstrument was acknowledged before me on this /~ day
of ~~ , 1997 by James E Callahan, Attorney in fact
for Rober~ Callahan
STATE O~
· h~s ~nserumon~ ~s acknowledged beTU~e me, ~n Cn~s /~e~ day
o~ ~~ , ~7 By Ted Benav~des C~y ~ana~er,
C~y of Denton, a mun~c~pa~ corpora~on~ known ~o me
person and officer whose name ~s subscribed r~ Che
~nsCrumen~ and acknowled~od go me ~hat ~he same was the ac~
sa~d C~ty of Denton, Texas, a municipal corporation, that he was
duly authorized to perform the same by appropriate ordinance of the
C~ty Councml of the Cmty of Denton and that he executed the same as
the act of the said City for purposes and consideration therein
expressed, and zn the capacity there~n stated
f~~~
",",1., ]~ ~y P~l~ln and for Texas
AEE00801 PAGE 9
3o' R.aod
PROPOSED CITY ACQUISITION
Tract A - 154.0 acres
Tract B - 91.0 acres
Sub total 245.0 acres
CALLAHAN'S TO RETAIN
Tract I - 41.0 acres
Tract 2 - 12.6 acres
Tract 3 - 37.4 acres
Tract 4 - 21.0 acres
Sub total 112.0 acres
Total as*.0 aor., ~xMI~'r'"A"
FIRST AMERICAN TITLE INSURANCE COMPANY OF TEXAS
+ 1612 SUMMIT AVENUE, SUITE 100
FORT WORTH, TEXAS 76102
(817) 335-8333 metro (214) 949-2565 fax no. (817) 338-1316
April 2, 1997
CITY OF DENTON
215 E MCKINNEY STREET
DENTON, TEXAS 76201
RE Our F~le No 96-4161DN/KP
Dear Homeowners
Enclosed ~s your Owner Pohcy of T~tle Insurance Th~s pohcy contains ~mportant information about
the real estate transaction you have just completed, ~t ~s your guarantee of ownership Please read ~t and
retain It w~h your other valuable papers
A complete and permanent file of the records concermng your transaction will be maintained In our
office under the above assigned file number These records w~ll assure prompt processing of future t~le
orders and save valuable t~me should you w~sh to sell or obtmn a loan on your property V~s~t or call any
one at our offices and simply give them your personal file number
We appreciate the opportumty of serving you and w~ll be glad to assist you m any way ~n regard
to your future escrow or title service needs
It Is your responsibility to render your property to the respective taxing authont~es to obtain
appropriate exemptions, If any, assure proper marling of future tax notices
Again, thank you
Sincerely,
FIRST AMERICAN TITLE INSURANCE COMPANY OF TEXAS
Cindy McFarland, Escrow Officer
Policy Department
Enclosure
CM/TMG
First American Title Insurance Company
of Texas
4 3 9 8 3 4 O ow~..o',xcv o~ T~TLE I~S~-ANCE
Issued by
FIRST AMERICAN TITLE INSURANCE COMPANY
OF TEXAS
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED
IN SCHEDULE B AND THE CONDITIONS ~ND STIPULATIONS, BIRST AMERICAN TITLE INSURANCE
COMPANY OF TEXAS , a Texas corporaUon, hereto called the Company, insures, as of Date of Policy shown m
Schedule A, against loss o~ damage, not exceeding the Amount of Insurance stated tn Schedule A, sustained or ~ncurred
by the ~nsured by re/~son of
Tttle ~0 the estate or interest desc~ib, ed tn Schedule A being yested other than as stated theretn,
2 Any defect mOt/hen or encumbrance on the mir,
3 An4S, tat~to~? c, on~tttuAon~3'mechamc's' contractor's, or matenalman's hun for labor or material havtng
its ~,pt~on on oi' before Date of P03~ey,
4 Lack of a right of access to and from tha land,
hie t tl~
5 Lack of go~/ld nl~lefel~st
The Company also will pay ~h~ ~osts~ attorney fees and exp~nses mc~rred m Xtefense of the uric, as tnsured,
but only to the extent provtded tn the Condmons ~ Supulatlo~ns
IN WITNESS HEREOF, the FIRST AMERICAN TITLE INSURANCE COMPANY OF TEXAS has caused th~s
pohcy to be executed by ~ts President under the seal of the Company, but this pohcy ts to be vahd only when tt bears an
anthonzed eountemgnature, as of the date set forth m Schedule A
~rst Am~rm~n T~tle lnsur~rme Company
of Texes
~e~retary,
FORM TI OWNER POLICY OF TITLE INSURANCE (EFFECTIVE I I 93)
not thereby concede habthty or waive any provision of this pohcy If the Company t~me of payment and which the Company is obhgated to pay
or prowde for the defense of any action or pwceethns the insured shell ~cure to the 7 DETERMINATfON EXTENT OF LIABfLITY AND COINSURANCE
calculating the amount of the loss or damage If the Company is prejuthced by the Date of Pohcy or
claim 9 LIMITATION OF LIABILITY
6 OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS (a) If the Company estabhsbes the title or removes the alleged defect lien or
whtch the Company la obhgated to pay
the insured under thin policy other than ~o make the payment required shall (c) The Company shall not be hable for loss or damage m any insured for
(b) To Pay or Otherwise Setde W[th Parties Other than the Insured or W~th the
OWNER G F NO 96-4161DN/KP
POLICY
SERIAL PREMIUM(S) $4,096 00
NUMBER 439834 O RATE RULE(S) 1000
DATE OF POLICY MARCH 27, 1997 AT 3 11PM
PROPERTY TYPE 4
ISSUED WITH NO NONE
$ 575,OOO 00
AMOUNT OF INSURANCE
SCHEDULE A
I NAME OF INSURED CITY OF DENTON, TEXAS
2 THE ESTATE OR INTEREST IN THE LAND THAT IS COVERED BY THIS POLICY IS
FEE SIMPLE
3 TITLE TO THE ESTATE OR INTEREST IN THE LAND IS INSURED AS VESTED IN
CITY OF DENTON, TEXAS
4 THE LAND REFERRED TO IN THIS POLICY IS DESCRIBED AS FOLLOWS
SEE CONTINUATION SHEET, SCHEDULE A, A'FI'ACHED HERETO AND MADE A PART HEREOF FOR ALL
PURPOSES
FIRST AMERICAN TITLE INSURANCE COMPANY
OF TEXAS
COUNTERSIGNED BY
C~ndy McFarland Escrow Officer
ON AND AS OF THE DATE HEREOF
THIS POLICY NOT VALID UNLESS DULY COUNTERSIGNED BY AGENT
GF NO 96-4161DN/KP
OTP NO 439834 O ISSUED W/MTP NO NONE
SCHEDULE A
CONTINUED
All that certain tract or pemel of land lying and being situated In the G~deon Walker Survey Abstract 1330 and the
Moreau Forrest Survey Abstract 417, Denton County, Texas and being part of the same (called) 430 14 acre tract
as described in a deed from Felix W Callahan, et ux to Ann C Stark, Robert W Callahan and James E Callahan
on the 5th day of October, 1979, recorded In Volume 979, Page 103, Deed Records of Denton County Texas and
being more particularly described as follows
COMMENCING at an iron rod at the southwest corner of said 430 140 acre tract in Mayhill Road, at a point which
Is 19 0 feet west of a fence corner post, said corner also being the southwest corner of the M Forrest Survey and
the northwest corner of the G Walker Survey,
THENCE North 02 degrees 53 minutes 00 seconds East w~th the west hne of the M Forrest Survey ~n Mayh~ll Road,
a distance of 550 09 feet to a 1/2 Inch Iron rod set at the Point of Beginning of the here~n described tract
THENCE North 02 degrees 53 minutes 00 seconds East with the west hne of the M Forrest Survey ~n sa~d Mayh~ll
Road, a distance of 1550 90 feet to a 1/2 Inch iron rod set for corner,
THENCE South 87 degrees 25 m~nutes 07 seconds East a d~stance of 212 84 feet to a 1/2 ~nch ~ron rod set for
corner,
THENCE South 59 degrees 24 minutes 33 seconds East a d~stance of 102 67 feet to a 1/2 inch ~ron rod set for
corner,
THENCE South 34 degrees 56 minutes 12 seconds East a distance of 149 73 feet to a 1/2 tach ~ron rod set for
corner,
THENCE South 49 degrees 19 minutes 26 seconds East a distance of 86 24 feet to a 1/2 inch ~ron rod set for corner,
THENCE South 73 degrees 54 m~nutes 29 seconds East a d~stance of 97 96 feet to a 1/2 inch ~ron rod set for corner,
THENCE South 33 degrees 39 minutes 13 seconds East e d~stance of 228 91 feet to a 1/2 tach iron rod set for
corner,
THENCE South 08 degrees 45 minutes 41 seconds East a d~stance of 277 17 feet to a 1/2 tach ~ron rod set for
corner,
THENCE South 39 degrees 54 minutes 01 seconds East a d~stance of 227 84 feet to a 1/2 ~nch ~ron rod set for
corner,
THENCE South 56 degrees 00 minutes 20 seconds East a distance of 195 33 feet to a 1/2 ~nch iron rod set for
corner,
THENCE South 69 degrees 28 minutes 00 seconds East a d~stance of 251 46 feet to a 1/2 ~nch iron rod set for
corner,
THENCE South 51 degrees 16 minutes 18 seconds East a distance of 299 57 feet to a 1/2 inch ~ron rod set for
corner,
THENCE North 76 degrees 36 minutes 28 seconds East a distance of 44 61 feet to a 1/2 inch ~ron rod set for corner,
THENCE North 16 degrees 07 minutes 37 seconds East a distance of 200 08 feet to a 1/2 ~nch ~ron rod set for
corner,
SEE CONTINUATION SHEET, SCHEDULE A, ATTACHED HERETO AND MADE A PART HEREOF FOR ALL
PURPOSES
GF NO 96-4161DN/KP
OTP NO 439834 0 ISSUED W/MTP NO NONE
SCHEDULE A
CONTINUED
THENCE North 09 degrees 20 minutes 37 seconds West a distance of 72 01 feet to a 1/2 inch iron rod set for
corner,
THENCE North 04 degrees 58 minutes 19 seconds East a distance of 99 43 feet to a 1/2 ~nch ~ron rod set for corner
THENCE North 28 degrees 53 m~nutes 27 seconds East a d~stance of 86 01 feet to a 1/2 inch ~ron rod set for corner,
THENCE South 72 degrees 16 minutes 53 seconds East a d~stance of 28 55 feet to a 1/2 tach ~ron rod set for corner
THENCE South 10 degrees 06 m~nutes 40 seconds East a d~stance of 44 50 feet to a 1/2 inch ~ron rod set for corner,
THENCE South 88 degrees 18 minutes 08 seconds East a distance of 102 70 feet to a 1/2 ~nch ~ron rod set for
corner on the west line of a tract described in a deed to Ediberto Rodr~quez, recorded in Volume 3142, Page 161,
Real Property Records of Denton County, Texas,
THENCE South 02 degrees 40 m~nutes 41 seconds West w~th the west hne of sa~d Rodr~quez tract along and near
a fence, a distance of 461 72 feet to a 1/2 inch iron rod set at a fence corner post at the southwest corner of sa~d
Rodriquez tract,
THENCE South 87 degrees 27 minutes 44 seconds East with the South hne of sa~d Rodrlquez tract along and near
a fence, a distance of 219 01 feet to a 1/2 ~nch iron rod found at a fence corner post, at the southeast corner of sa~d
Rodriquez tract and the southwest corner of a 24 156 acre tract deeded to Jesse M Lawrence, Jr, recorded in
County Clerks Number 94-R0039609, Real Property Records of Denton County, Texas
THENCE South 86 degrees 51 m~nutes 12 seconds East with the South hne of said Lawrence tract along and near
a fence, a distance of 159 19 feet to a 1/2 tach iron rod set at a fence corner post an ~nner corner of said Lawrence
tract,
THENCE South 03 degrees 23 minutes 54 seconds West along and near a fence on the West line of said Lawrence
tract, a distance of 798 23 feet to a 1/2 inch iron rod set at a fence corner post at a southwest corner of sa~d 24 156
acre Lawrence tract,
THENCE South 87 degrees 11 minutes 00 seconds East along and near a fence on the south line of said Lawrence
tract, a distance of 1153 81 feet to a 1/2 inch ~ron rod set for corner,
THENCE South 07 degrees 28 minutes 56 seconds East a distance of 192 73 feet to a 1/2 inch ~ron rod set for
corner,
THENCE South 01 degrees 02 minutes 51 seconds East a distance of 229 80 feet to a 1/2 ~nch ~ron rod set for
corner,
THENCE South 30 degrees 47 m~nutes 50 seconds East a d~stance of 87 16 feet to a 1/2 inch ~ron rod set for corner
THENCE South 76 degrees 37 minutes 23 seconds East a d~stance of 97 09 feet to a 1/2 ~nch iron rod set for corner
THENCE North 65 degrees 27 minutes 17 seconds East a d~stance of 73 32 feet to a 1/2 ~nch ~ron rod set for corner
THENCE South 57 degrees 46 minutes 17 seconds East a distance of 52 93 feet to a 1/2 ~nch ~ron rod set for corner
THENCE South 28 degrees 25 minutes 09 seconds East a distance of 123 22 feet to a 1/2 inch ~ron rod set for
corner,
SEE CONTINUATION SHEET, SCHEDULE A, A~-I'ACHED HERETO AND MADE A PART HEREOF FOR ALL
PURPOSES
GF NO 96-4161DN/KP
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SCHEDULE A
CONTINUED
THENCE South 17 degrees 47 minutes 21 seconds West a distance of 199 96 feet to a 1/2 ~nch ~ron rod set for
corner,
THENCE South 47 degrees 28 m~nutes 31 seconds East a distance of 62 74 feet to a 1/2 ~nch ~ron rod set for corner
THENCE South 20 degrees 26 minutes 44 seconds West a distance of 97 33 feet to a 1/2 ~nch iron rod set for
corner,
THENCE South 31 degrees 49 m~nutes 43 seconds West a d~stance of 21 63 feet to a t/2 tach ~ron rod set for
corner,
THENCE South 83 degrees 15 minutes O0 seconds East a distance of 69 t 4 feet to a 1/2 inch ~ron rod set for corner,
THENCE South 88 degrees 52 minutes 30 seconds East a distance of 145 50 feet to a 1/2 ~nch iron rod set for
corner,
THENCE North 75 degrees 17 minutes 33 seconds East a distance of 212 90 feet to a 1/2 inch ~ron rod set for
corner,
THENCE South 87 degrees 58 minutes 10 seconds East a d~stance of 295 20 feet to a 1/2 tach ~ron rod set for
corner,
THENCE South 86 degrees 59 minutes 04 seconds East a d~stance of 533 87 feet to a 1/2 ~nch iron rod set for
corner,
THENCE South 88 degrees 14 minutes 30 seconds East a d~stance of 295 20 feet to a 1/2 inch iron rod set for
corner,
THENCE South 01 degrees 45 minutes 30 seconds West a distance of 129 58 feet to a 1/2 ~nch iron rod set for
corner,
THENCE South 88 degrees 14 m~nutes 30 seconds East a distance of 636 01 feet to a 1/2 inch ~ron rod set on the
East line of said Callahan tract, and the west hne of a tract deeded to Khosrow Sadegh~an tract, recorded m County
Clerks instrument number 96-R0026345, Real Property Records of Denton County, Texas
THENCE South 01 degrees 42 minutes 64 seconds West w~th the west hne of sa~d Sadegh~an tract, a d~stance of
242 54 feet to a found Iron rod at the northeast corner of a 6 89 acre tract leased to Lone Star Gas company,
recorded in Volume 545, Page 31, Deed Records of Denton County, Texas,
THENCE South 01 degrees 46 minutes 30 seconds West w~th the west line of sa~d Sadeghlan tract and the east line
of said 6 89 acre tract, a distance of 600 O0 feet to an iron rod found at the southeast corner of said 6 89 acre tract,
THENCE South 01 degrees 49 minutes 02 seconds West, along and near a fence, w~th the west hne of said
Sadeghlan tract and the east hne of said Callahan tract, a d~stance of 2796 33 feet to a corner ~n the rn~ddle of Pecan
Creek,
THENCE Northwesterly with the middle of Pecan Creek the following bearings and d~stances,
I South 79 degrees 33 minutes 02 seconds West 124 48 feet,
2 South 76 degrees 14 minutes 08 seconds West 78 78 feet,
3 North 39 degrees 22 minutes 59 seconds West 62 97 feet,
4 South 76 degrees 31 minutes 10 seconds West 123 16 feet,
SEE CONTINUATION SHEET, SCHEDULE A, A'I-rACHED HERETO AND MADE A PART HEREOF FOR ALL
PURPOSES
96-4161DN/KP
NO 439834 O ISSUED W/MTP NO NONE
SCHEDULE A
CONTINUED
5 North 86 degrees 18 minutes 57 seconds West 152 57 feet,
6 North 11 degrees 42 minutes 56 seconds West 431 80 feet,
7 North 22 degrees 47 minutes 34 seconds West 220 43 feet,
8 North 51 degrees 39 minutes 14 seconds West 116 70 feet,
9 South 54 degrees 12 minutes 16 seconds West 85 46 feet,
10 North 39 degrees 11 minutes 52 seconds West 212 03 feet,
11 North 25 degrees 34 minutes 58 seconds West 77 51 feet,
12 North 58 degrees 16 minutes 38 seconds West 151 60 feet,
13 South 02 degrees 37 minutes 29 seconds West 271 76 feet,
14 North 83 degrees 58 minutes 52 seconds West 196 49 feet,
15 South 82 degrees 36 minutes 11 seconds West 154 19 feet,
16 North 62 degrees 09 minutes 45 seconds West 166 50 feet,
17 North 24 degrees 38 minutes 40 seconds East 81 08 feet,
18 North 44 degrees 26 minutes 10 seconds East 102 17 feet,
19 North 70 degrees 47 minutes 22 seconds West 132 85 feet
20 North 56 degrees 54 minutes 56 seconds West 112 48 feet,
21 North 07 degrees 57 minutes 43 seconds East 180 49 feet,
22 North 43 degrees 45 minutes 37 seconds East 74 22 feet,
23 North 31 degrees 35 minutes 30 seconds East 220 38 feet,
24 North 64 degrees 02 minutes 55 seconds East 62 98 feet,
25 North 03 degrees 54 minutes 38 seconds West 97 44 feet,
26 North 20 degrees 21 minutes 58 seconds East 222 29 feet,
27 North 45 degrees 23 minutes 33 seconds East 150 10 feet,
28 North 39 degrees 28 minutes 31 seconds East 96 18 feet,
29 North 18 degrees 28 minutes 38 seconds West 15490 feet,
30 North 58 degrees 02 minutes 15 seconds West 116 12 feet,
31 North 42 degrees 51 minutes 30 seconds West 303 10 feet,
32 North 79 degrees 56 minutes 52 seconds West 53 17 feet,
33 South 76 degrees 20 minutes 28 seconds West 118 12 feet,
34 North 38 degrees 58 minutes 17 seconds West 299 39 feet,
35 North 07 degrees 47 minutes 00 seconds West 229 65 feet,
36 North 65 degrees 08 minutes 55 seconds West 437 71 feet,
37 South 73 degrees 44 minutes 34 seconds West 652 78 feet,
38 North 22 degrees 43 minutes 38 seconds West 89 12 feet,
39 North 79 degrees 00 minutes 47 seconds West 76 25 feet,
40 North 74 degrees 28 minutes 13 seconds West 104 73 feet,
41 North 34 degrees 43 minutes 23 seconds West 232 66 feet,
42 North 08 degrees 36 minutes 19 seconds West 226 13 feet,
43 North 02 degrees 05 minutes 49 seconds East 135 26 feet,
44 North 46 degrees 12 minutes 59 seconds West 125 69 feet,
45 North 03 degrees 24 minutes 10 seconds West 274 48 feet,
46 North 02 degrees 05 minutes 25 seconds West 100 49 feet,
47 North 41 degrees 02 minutes 20 seconds East 164 76 feet,
45 North 23 degrees 54 minutes 42 seconds West 60 76 feet,
49 North 77 degrees 48 minutes 56 seconds West 109 53 feet
50 North 41 degrees 44 minutes 59 seconds West 174 18 feet,
51 North 74 degrees 09 minutes 58 seconds West 139 32 feet,
52 North 17 degrees 02 minutes 49 seconds West 152 60 feet,
53 North 56 degrees 36 minutes 53 seconds West 104 88 feet,
54 North 07 degrees 03 m~nutes 35 seconds East 197 61 feet to a corner on the south line of the M Forrest
Survey and the north line of the G Walker Survey and being the northeast corner of a tract deeded to
Frederick A Beardsley recorded in Volume 1054, Page 889, Deed Records of Denton County, Texas
CONTINUATION SHEET, SCHEDULE A, A3-]'ACHED HERETO AND MADE A PART HEREOF FOR ALL
PURPOSES
GF NO 96-4161DN/KP
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SCHEDULE A
CONTINUED
THENCE North 88 degrees 16 minutes O0 seconds West along and near a fence, w~th the south hne of sa~d Callahan
tract and the north line of said tract and being the south Ime of the M Forrest Survey and the North hne of the G
Walker Survey, a distance of 324 63 feet to a 1/2 inch iron rod set for corner,
THENCE North 38 degrees 14 minutes 17 seconds East a distance of 54 95 feet to a 1/2 inch ~ron rod set for corner,
THENCE North 11 degrees 30 minutes 21 seconds East a d~stance of 101 50 feet to a 1/2 tach iron rod set for
corner,
THENCE North 34 degrees 37 minutes 59 seconds West a d~stance of 165 83 feet to a 1/2 tach ~ron rod set for
corner,
THENCE North 83 degrees 18 m~nutes 02 seconds West a distance of 159 50 feet to a 1/2 ~nch ~ron rod set for
corner,
THENCE South 84 degrees 28 minutes 38 seconds West a d~stance of 245 59 feet to a 1/2 tach iron rod set for
corner,
THENCE North 73 degrees 28 minutes 49 seconds West a d~stance of 15,5 28 feet to a 1/2 ~nch ~ron rod set for
corner,
THENCE South 71 degrees 20 minutes 05 seconds West a distance of 145 34 feet to a 1/2 tach ~ron rod set for
corner,
THENCE North 47 degrees 37 minutes 34 seconds West a distance of 579 63 feet to a 1/2 ~nch ~ron rod set for
corner,
THENCE South 75 degrees 47 minutes 15 seconds West a d~stance of 262 16 feet to the Point of Begmmng and
Containing in all 245 00 acres of land
NOTE The Company is prohibited from insuring the area or quantity of the land described here~n Any statement
m the above legal description of the area or quantity of land ~s not a representation that such area or quantity ~s
correct, but is made only for informational and/or ident~hcation purposes and does not overr~de Item 2 of Schedule
B hereof
GF NO 96-4161DN/KP
OTP NO 439834 O ISSUED W/MTP NO NONE
SCHEDULE B
EXCEPTIONS FROM COVERAGE
THIS POLICY DOES NOT INSURE AGAINST LOSS OR DAMAGE (AND THE COMPANY WILL NOT PAY COSTS
ATTORNEY'S FEES OR EXPENSES) THAT ARISE BY REASON OF THE TERMS AND CONDITIONS OF THE LEASES
OR EASEMENTS INSURED, IF ANY, SHOWN IN SCHEDULE A AND THE FOLLOWING MATTERS
..... I~.l.,~ ~ ~.~l .... (th ~, ........... , ....~.~. t-~ .... .~.~
Thc ~ ~=.. ,~..~.c .................... c .....~..~ .............
1 ~11~,,,1~ · ........ "~ * ~ ..... ~ '*~ ........ F .......
rc~.~:;~ ~ ...................... ,
2 ANY~REPANCIES, CONFLICTS, OR SHORTAGES IN AREA OR BOUNDARY LINES, OR ANY
ENCROACHMENTS OR PROTRUSIONS, OR ANY OVER~PPING OF IMPROVEMENTS
3 HOMESTEAD OR COMMUNI~ PROPERTY OR SURVIVORSHIP RIGHTS, IF ANY, OF ANY SPOUSE OF
ANY INSURED
4 ANY TITLES OR RIGHTS ASSERTED BY ANYONE, INCLUDING BUT NOT LIMITED TO, PERSONS, THE
PUBLIC, CORPORATIONS, GOVERNMENTS OR OTHER ENTITIES
A TO TIDE~NDS, OR ~NDS COMPRISING THE SHORES OR BEDS OF NAVIGABLE OR
PERENNIAL RIVERS AND STREAMS, ~KES, BAYS GULFS, OR OCEANS OR
B TO ~NDS BEYOND THE LINE OF THE HARBOR OR BULKHEAD LINES AS ESTABLISHED OR
CHANGED BY ANY GOVERNMENT, OR
C TO FILLED-IN-~NDS, OR ARTIFICIAL IS~NDS, OR
D TO STATUTORY WATER RIGHTS, INCLUDING RIPARIAN RIGHTS, OR
E TO THE AREA E~ENDING FROM THE LINE OF MEAN LOW TIDE TO THE LINE OF VEGETATION,
OR THE RIGHTS OF ACCESS TO THAT AREA OR EASEMENT ALONG AND ACROSS THAT AREA
5 STANDBY FEES, T~ES AND ASSESSMENTS BY ANY T~ING AUTHORI~ FOR THE YEAR 1997 AND
SUBSEQUENT YEARS, AND SUBSEQUENT T~ES AND ASSESSMENTS FOR PRIOR YEARS DUE TO
CHANGE IN ~ND USAGE OR OWNERSHIP
6 THE FOLLOWING MA~ERS AND ALLTERMS OF THE DOCUMENTS CREATING OR OFFERING EVIDENCE
OF THE MA~ERS ~E MUST INSERT MA~ERS OR DELETE THIS EXCEPTION )
SEE CONTINUATION SHEET, SCHEDULE B, A~ACHED HERETO AND MADE A PART HEREOF FOR ALL
PURPOSES
GF NO 96-4161DN/KP
OTP NO 439834 0 ISSUED W/MTP NO NONE
SCHEDULE B
CONTINUATION
7 Rights of parties ~n possession, rights of tenants m possession, under any unrecorded lease or rental
agreements
8 Visible and apparent easements over and across said property, the existence of which do not appear of
record