HomeMy WebLinkAboutItem 06 - GolfMEMO TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: ROGER NELSON, CITY MANAGER go
MEETING DATE: JULY 31, 2000
SUBJECT: APPROVAL OF A LEASE OF CERTAIN PROPERTY AND
EASEMENT AND SUBLEASE ADDENDUM APPROVAL
RECOMMENDATION:
City Council to consider the following items:
• approve a lease on certain property and an easement for the purpose of golf course
construction and operation
• approve addendum Number 1 to the Amended and Restated Sublease, previously
approved by the City Council, to Grapevine Golf Club, L.P. a Texas limited partnership
• authorize the City Manager to execute said lease and addendum on behalf of the City
of Grapevine
• authorize the City Manager to take appropriate administrative action, including minor
lease modifications as necessary to implement said lease and addendum to the
sublease.
FUNDING SOURCE:
Funds are generated from rentals paid to the City for use of the property referred to in the
Amended and Related Sublease Agreement.
BACKGROUND:
On September 21, 1999 the City Council approved a sublease agreement which
authorized Evergreen Alliance Golf Limited (EAGL) to construct and operate an 18 hole
golf course (the Dallas Cowboys Golf Course) on approximately 159 acres out of a 620
acre tract that the City has leased from the U.S. Army Corps of Engineers. In addition to
July 27, 2000 (10:07AM)
land described in the original sublease, EAGL needs use of an additional parcel of land
(the Brown Tract) and an easement on another parcel (the Carter Tract easement).
This agenda item also includes addendum Number 1 to the sublease which includes the
land for the driving range. The driving range was not included in the original sublease
because it was part of the tract being leased from the Corps of Engineers for the Opryland
project and was not available for sublease at the time the original sublease was approved.
All the land and easements required for the Cowboys Golf project are now owned or
controlled by the City. This action is necessary to finalize the lease arrangements with
EAGL (Grapevine Golf Club, L.P.). Following approval by the City Council, Addendum
Number 1 will be forwarded to the Corps of Engineers for their approval.
Staff recommends approval.
WAG/cjc
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July 26, 2000 (11:54AM)
LEASE AGREEMENT
STATE OF TEXAS
KNOW ALL MEN BY THESE PRESENTS:
COUNTY OF TARR.ANT
THIS LEASE AGREEMENT (this "Lease") is made at Tarrant County, Texas, between the CITY
OF GRAPEVINE, TEXAS, a Texas municipal corporation ("Lessor"), and Grapevine Golf Club, L.P. a
Delaware Limited Partnership authorized to do business in the State of Texas ("Lessee").
WHEREAS, Lessor previously executed an Amended and Restated Sublease Agreement with Lessee on
September 21, 1999 (the "Subease Agreement"), which is incorporated herein by reference.
WHEREAS, Lessor desires to lease to Lessee that certain parcel of land described in the attached Exhibit
"A", which is incorporated herein by reference, as a supplement to the land which is the subject of the
Sublease Agreement.
WHEREAS, Lessee desires to lease from Lessor that land described in Exhibit A, under the same
principal terms and conditions as the land subject to the Sublease Agreement.
WHEREAS, Grapevine Golf Club, L.P. has the legal authority to consent to and execute this
Lease Agreement.
NOW THEREFORE, THIS LEASE AGREEMENT (the "Agreement") is hereby made and
entered into by the Lessor and Lessee for the mutual consideration stated herein:
ARTICLE I
DEMISE AND DESCRIPTION OF PROPERTY
Section 1.0. Lessor leases to Lessee and Lessee leases from Lessor that certain property located
in Tarrant County, Texas, and described in Exhibit A, attached hereto and incorporated herein by reference
(the "Leased Premises"). The Leased Premises will be the area allowed to be built on or improved by
Lessee, pursuant to Lessor's review and approval of any and all construction plans as required by Article
IX of this Agreement.
ARTICLE II
Section 2.0. The term of this Lease shall be for a period of twenty-five (25) years, beginning on
September 21, 1999, and ending on October 4, 2049 (the "Lease Term"). The term of this Lease shall be
renewed automatically upon the renewal of the Master Lease for a term equal to that for which the Master
Lease is renewed, and such renewal will be pursuant to the same terms and conditions of this Lease. Lessor
agrees to utilize reasonable efforts to pursue the renewal of the Master Lease, provided the Lessee is not
in default of the Lease. Notwithstanding the foregoing, this Lease may be terminated by Lessor upon the
t occurrence of any one, or more, of the following events:
a. the occurrence of any one, or more, events of default as provided for in Article XI; or
b. subject to the terms of Article XII, the relinquishment, revocation or other earlier termination
of the Master Lease.
Section 2.1. On or before the date of expiration of this Lease or its relinquishment by Lessee,
Lessee shall vacate the Leased Premises, remove its personal property, other than buildings and other
similar structures (the "Property"), therefrom, and deliver and restore the Leased Premises to Lessor in
a state of good repair and condition reasonably satisfactory to Lessor. If this Lease is terminated by Lessor
prior to its expiration due to an event of default by Lessee, Lessee shall immediately vacate the Leased
Premises, remove its personal Property therefrom, and deliver and restore the Leased Premises as aforesaid
within such time as Lessor reasonably may designate but, in no event less than forty-five (45) days from
notice of default. In either event, if Lessee shall fail or neglect to remove its personal Property within the
required time period, then Lessee's Property which has not been removed shall become the property of
Lessor or Lessor's agents without compensation therefor, and no claim for damages against Lessor or its
officers, employees, or agents shall be created by or made on account thereof. Further, in either event, if
Lessee shall fail or neglect to deliver and restore the premises as aforesaid within the required time period,
Lessor may restore the Leased Premises and demand reimbursement from Lessee for the reasonable costs
and expenses incurred by Lessor in restoring the Leased Premises. Lessee shall reimburse Lessor within
thirty (30) days after completion of such restoration and receipt of such demand.
ARTICLE III
RENT
Section 3.0. For the term of this Lease, Lessee will pay to Lessor as rent for the Leased Premises
for an entire Lease Term, the sum of $10.00 on the date hereof. Notwithstanding the foregoing, when
Lessor and Lessee calculate the amount of rent due to Lessor under Section 3.0 of the Sublease Agreement,
all gross revenue derived from the Leased Premises described in this Lease shall be included in the gross
revenue described in Section 3.0 of the Sublease Agreement, as if the Leased Premises were included as
a part of the Subleased Premises (as defined in the Sublease Agreement).
ARTICLE IV
USE OF PREMISES
Section 4.0. The Leased Premises may be used by Lessee for the operation of a public golf course
and related uses including clubhouse, parking, pro shop, maintenance facilities, food and beverage services
on the golf course as well as in the clubhouse (including alcoholic beverages, provided Lessor, on behalf
of Lessee, or Lessee is able to obtain all necessary licenses or permits), and golf school facilities, and for
no other purpose. Lessee may specify a separate entity to apply for and hold all liquor licenses.
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SECTION 4. 1. UNLESS CAUSED BY THE NEGLIGENCE OR INTENTIONAL ACTS OR OMISSIONS OF
LESSOR, ITS OFFICERS, EMPLOYEES, AGENTS OR CONTRACTORS, LESSEE SHALL INDEMNIFY, RELEASE,
AND HOLD HARMLESS LESSOR FROM ANY AND ALL CLAIMS FOR DAMAGES TO PROPERTY, OR INJURIES TO
ANY LESSEE INVITEE, GUEST OR LICENSEE, INCLUDING DEATH, ARISING FROM OR INCIDENT TO ANY FLOOD
CONTROL WORK OR ACTIVITIES OR THE FLOODING OF THE LEASED PREMISES BY A FEDERAL, STATE OR
LOCAL GOVERNMENT OR FLOODING FROM ANY OTHER CAUSE. As of the date hereof, Lessor has no
knowledge of any action, inaction, or planned action on the part of any federal, state, or local government,
or other individual or entity that would trigger Lessee's indemnification obligations under Section 4.1.
ARTICLE V
ASSUMPTION AGREEMENT AND COVENANTS
Section 5.0. To the extent that the provisions of the Sublease Agreement do not conflict with
specific provisions contained in this Lease, all terms of the Sublease Agreement are fully incorporated into
this Lease.
ARTICLE V_I
INSURANCE AND INDEMNIFICATION
Section 6.0. Lessee, its contractors and subcontractors will be required at their own expense to
maintain in effect at all times during the Lease Term and performance of the work, insurance coverages
with limits not less than those set forth below, with insurers licensed to do business in the State of Texas,
and under forms of policies reasonably satisfactory to Lessor. It shall be the responsibility of Lessee,
its contractors and subcontractors to maintain adequate insurance coverages and to assure that all
contractors and subcontractors are adequately insured at all times during the Lease Term. Failure of
Lessee, its contractors and subcontractors to maintain adequate coverage shall not relieve Lessee of any
contractual responsibility or obligation.
a. Comprehensive General Liability: This insurance shall be an occurrence type policy written
in comprehensive form and shall protect Lessee and its contractors and the additional insureds
against all claims arising from bodily injury, sickness, disease or death of any person other
than Lessee's employees or damage to property of Lessor or others arising out of the act or
omission of Lessee or its contractors or their agents, employees or subcontractors. This policy
shall also include protection against claims insured by usual personal injury liability coverage,
products liability, contractual liability, broad form property coverage, premises/operations and
independent contractors.
Bodily Injury and. Property Damage - $1,000,000 Combined Single Limit or the limits of the
Texas Tort Claims Act, whichever is greater.
b. Legal Liquor Liability: Legal Liquor Liability shall be in the amount of $1,000,000 or the
limits of the Texas Tort Claims Act, whichever is greater.
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c. Comprehensive Automobile Liability: This insurance shall be written in the comprehensive
form and shall protect Lessee and its contractors and the additional insureds against all claims
for injuries to members of the public and damage to property of others arising from the use
of motor vehicles, and shall cover operation on and off the site of all motor vehicles licensed
for highway use, whether they are owned, non -owned or hired. The liability shall not be less
than:
Bodily Injury and Property Damage - $1,000,000 Combined Single Limit or the limits of the
Texas Tort Claims Act, whichever is greater.
d. Workers' Compensation and Employers' Liability:
This insurance shall protect Lessee and its contractors and the additional insureds against
all claims under applicable state workers' compensation laws. The insured shall also be
protected against claims for injury, disease, or death of employees which, for any reason, may
not fall within the provision of a workers' compensation law. This policy shall include an all -
states endorsement.
Section 6.1. Upon commencement of this Lease, and on each anniversary date thereafter, Lessee
shall provide Lessor with certificates of insurance as evidence that the policies providing the required
coverages and limits of insurance are in full force and effect. The certificates of insurance shall state
Lessor as an additional insured where applicable. The certificates shall provide that any company issuing
an insurance policy for the work under this Lease shall provide not less than thirty (30) days' advance
notice in writing of cancellation, non -renewal or material change in the policy of insurance. In addition,
Lessee shall immediately provide written notice to Lessor and the Risk Management Department (at the
address listed below) upon receipt of notice of cancellation of an insurance policy or a decision to terminate
or alter any insurance policy. All certificates of insurance shall clearly state that all applicable
requirements have been satisfied including certification that the policies are of the "occurrence" type.
Certificates of insurance for Lessee and contractors -furnished insurance and notices of any cancellations,
terminations or alterations of such policies shall be mailed to: Risk Management, City of Grapevine, P.O.
Box 95104, Grapevine, Texas 76051.
Section 6.2. Unless caused by the negligent or intentional acts or omissions of Lessor, its
officers, employees, agents or independent contractors, as and to the extent provided under the Texas Tort
Claims Act, Lessee shall defend, indemnify and hold harmless Lessor, its officers, employees and agents
from any claims, obligations, damages, suits, liability, losses, judgments, costs and expenses (including
reasonable attorneys' fees), of whatever kind or nature, whether for bodily injury, including death, or
property damage, arising out of or incident to Lessee's possession of and operations and activities on the
Leased Premises.
ARTICLE VII
OPERATIONS OF LESSEE
Section 7.0. Lessor shall have the right to approve, within 30 days after receipt of a fee schedule
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from Lessee, all green fees and cart rental fees charged in connection with Lessee's operations on the
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Leased Premises. No greens fee or cart fee schedule or rates shall be instituted by Lessee without the prior
review and written approval of same by Lessor. Lessor agrees its approval shall not be unreasonably
withheld in light of market demand, fees, prices and charges imposed by other comparable public golf
courses in the general area, expense of operations and other factors affecting the successful operations of
Lessee on the Leased Premises.
Section 7.1. Lessee shall promptly pay all utilities, including, but not limited to, water, sewer,
gas, electric, telephone and cable television, and all ad valorem, sales, and other federal, state and local
taxes assessed against the Leased Premises and assessed in connection with the operations and activities
of Lessee thereon. However, if Lessee deems any tax imposed against or in connection with the Leased
Premises excessive or illegal, Lessee may, if allowed by and in accordance with federal, state or local law,
defer payment of such tax as long as the validity or the amount thereof is contested by Lessee in good faith.
Section 7.2. Lessee shall operate the golf course and related facilities at least during the same
operating hours as the Grapevine Municipal Golf Course located at 3800 Fairway Drive, Grapevine, Texas
76051.
Section 7.3. The golf course and related facilities operated under this Lease shall not be operated
in any manner that would create or maintain a nuisance on the Leased Premises or to surrounding areas.
Section 7.4. Lessee agrees that in the event archeological material is encountered during
construction, work in such area shall be temporarily suspended to allow experts to evaluate the discovery,
and shall not be recommenced prior to the receipt of written approval by Lessor. Work on other areas of
the Leased Premises will not need to be suspended.
Section 7.5. Lessee shall keep the Leased Premises and facilities thereon maintained, including
mowing, garbage removal, and repairs, in a first class condition in all respects.
Section 7.6. Lessor hereby represents that it has complied with all federal, state and local pollution
control regulations in the use and operation of the Leased Premises and facilities thereon, including the
disposal of pesticides, oil, and hazardous or toxic substances. Lessor shall cure, and hold harmless Lessee,
to the extent allowed by law, from any conditions on the Leased Premises which shall be deemed in
violation of any federal, state or local environmental law or regulation that were caused by Lessor. Lessee
shall comply with all federal, state and local pollution control regulations in the operation of the Leased
Premises and facilities thereon, including the use or disposal of pesticides, oil, and hazardous or toxic
substances. Lessee agrees to indemnify Lessor and hold it harmless from any claim, obligation,
liability, loss, damage or expense, of whatever kind or nature, known or unknown, incurred or imposed
or based on any provision of federal, state or local law or regulations or common law, pertaining to health,
safety or environmental protection and arising after the commencement of the Lease Term out of the use,
control or operation by Lessee of the Leased Premises.
Section 7.7. In the event alcoholic beverages are to be possessed, served, sold or stored on the
Leased Premises, Lessee shall obtain or have obtained on its behalf, at Lessee's sole cost and expense, all
necessary federal, state or local permits.
Section 7.8. Lessee shall have the right to erect such signs as it deems proper and necessary;
provided, however, all signs must (i) comply with the ordinances, rules and regulations of the City of
Grapevine, Texas, and (ii) be approved by the appropriate authorities of the City of Grapevine.
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Section 7.9. All equipment, tools and other materials used in connection with the operation of the
Leased Premises and facilities thereon shall be owned or leased by Lessee unless otherwise specifically
approved in writing by Lessor.
Section 7.10. Lessee shall provide Lessor with vehicular access to the Leased Premises at all
times in a location and manner approved by Lessor.
Section 7.11. Lessee shall have the right to obtain such financing or refinancing as may be
necessary during the Lease Term (as it may be extended pursuant to the terms of Section 2.0 hereof) so
long as the terms of this Lease will not be violated in any respect and provided that Lessee shall not cause
or allow any liens to be affixed to the Leased Premises with the exception of a Deed of Trust which is filed
pursuant to Lessee's funding arrangements. Lessor shall timely execute, upon request, an Estoppel
Certificate and a Subordination Agreement as may be required by any of Lessee's lenders (individually,
a "Lender" and collectively, the "Lenders"), in order to obtain such financing or refinancing, so long as
the terms expressed therein are consistent with the goals and terms of this Lease and the Master Lease, and
provided that Lessor has had a reasonable period of time to review the terms of such financing or
refinancing. Lessor shall provide one (1) Estoppel Certificate pursuant to this subsection free of charge,
and any other requested Estoppel Certificates will provided for a fee of not more than one hundred fifty
dollars ($150.00). In the event Lessee shall default on any loan obtained from a Lender, Lessee's Lender
shall have the right, but not the obligation, to assume Lessee's rights and obligations under this Lease
and/or assign such rights and obligations to a third.party, and thereafter Lessee's Lender shall have the
right to assume operation of the golf course operation and the related facilities contained on the Leased
Premises (the "Loan Default Option"). In the event Lessee's Lender chooses not to exercise the Loan
Default Option, then the Lessor shall have the right to assume the obligations of Lessee under said loan.
Section 7.12. The Lessee shall not discriminate against any person or persons or exclude from
participation in the Lessee's operations, programs or activities conducted on the Leased Premises, because
of race, color, religion, sex, age, handicap, national origin or place of residency. The Lessee, by
acceptance of this Lease, hereby gives assurance that it will comply with the provisions of Title VI of the
Civil Rights Act of 1964 as amended (42 U.S.C. 2000d); the Age Discrimination Act of 1975 (42 U.S.C.
6102); the Rehabilitation Act of 1973, as amended (29 U.S.C. 794); and all requirements imposed by or
pursuant to the Directive of the Department of Defense (32 CFR Part 300) issued as Department of Defense
Directive 5500.11, May 21, 1971. This assurance shall be binding on the Lessee, its agents,
successors, transferees, Lessees and assignees.
Section 7.13. Lessee shall promptly repair or replace to the satisfaction of Lessor any property
of Lessor damaged or destroyed by Lessee incident to operations or activities under this Lease.
ARTICLE VIII
COOPERATIVE EFFORTS
Section 8.0. Lessee and Lessor agree to pursue all reasonable opportunities for joint efficiencies,
cost savings and other mutually beneficial activities in the operation of the golf course and related facilities
under this Lease and the Grapevine Municipal Golf Course.
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Section 8. 1. Lessor may evaluate the operation and performance of the golf course constructed
on the Leased Premises, which evaluation shall be solely advisory in nature. The evaluation shall occur
concurrently with the preparation of the annual budget for the golf course operations for the ensuing year.
Lessee shall compile and provide to Lessor all reasonably necessary information to conduct said
evaluation.
ARTICLE IX
DESIGN AND CONSTRUCTION
Section 9.0. Lessee shall submit to Lessor for approval, which approval shall not be unreasonably
withheld or delayed, a description and design plan of the golf course and all facilities to be constructed or
erected on the Leased Premises. Lessee agrees and commits to construct or have constructed on the Leased
Premises a portion of an eighteen (18) hole golf course pursuant to the golf course plans prepared by Jeff
Brauer. Lessee further agrees and commits to construct or have constructed on the Subleased Premises
and/or the Leased Premises a clubhouse pursuant to the plans prepared by the Jeff Compton Company. The
final description and design plans, as described herein, shall be made a part of this Lease. Lessee agrees
and commits that the construction budget for the improvements to the Subleased Premises and/or the
Leased Premises and all other costs related to the development of the improvements on the Subleased
Premises and/or the Leased Premises will be at least eleven million dollars ($11,000,000.00).
Section 9.1. Construction plans for the golf course and all facilities to be constructed or erected
on the Leased Premises shall be submitted to Lessor for approval, which approval shall not be unreasonably
withheld or delayed by Lessor, prior to construction. No approval of plans and specifications by the Lessor
shall be construed as representing or implying that improvements built in accordance therewith shall be free
of defects. Any such approvals shall in no event be construed as representing or guaranteeing that any
improvements built in accordance therewith will be designed or built in a good and workmanlike manner.
Neither the Lessor nor its elected officials, officers, employees, contractors, and/or agents shall be
responsible or liable in damages or otherwise to anyone submitting plans and specifications for approval
by the Lessor for any defects in any plans or specifications submitted, revised, or approved, any loss or
damages to any person arising out of approval or disapproval or failure to approve or disapprove any plans
or specifications, any loss or damage arising from the noncompliance of such plans or specifications with
any governmental ordinance or regulation, nor any defects in construction undertaken pursuant to such
plans and specifications. Lessee agrees that all work and improvements conducted by Lessee on the Leased
Premises will be done in a good and workmanlike manner and maintained in good condition. Lessee shall
install and maintain the improvements provided for in the design plans and shall maintain any and all
improvements that it erects on the Leased Premises for the term of this Lease, pursuant to the terms of the
Specifications.
Section 9.2. Lessee agrees that representatives of Lessor shall be included in all planning
discussions throughout the process of designing the golf course and all facilities to be constructed or erected
on the Leased Premises.
Section 9.3. Lessee shall obtain, at Lessee's sole cost and expense, all construction and operating
permits and licenses.
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Section 9.4. Lessee shall obtain or require from each contractor or subcontractor performance,
payment, and maintenance bonds, in a form acceptable to Lessor, on any and all work to be conducted on
the Leased Premises as part of this Lease.
RIGHT OF FIRST REFUSAL AND ASSIGNMENT
Section 10.0. In the event Lessee should ever desire to assign or sublet the Leased Premises,
except as otherwise provided in this article, Lessee shall first notify Lessor in writing of its intention to do
so, whereupon Lessor shall have forty-five (45) days from receipt of such notice to notify Lessee in writing
of Lessor's intent to assume operation of the golf course and the facilities related thereto (the "Right of
First Refusal"). If Lessor fails to exercise such Right of First Refusal, Lessee shall have the right to assign
or sublet the Leased Premises and its interest in this Lease to a third party, subject to the provisions of this
article.
This Lease shall not be assigned or further sublet without the prior approval of Lessor, which
approval (in the case of an attempted assignment) shall not be unreasonably withheld or delayed. Lessee
shall provide Lessor with all legal and financial information reasonably deemed necessary by Lessor
concerning the assignee or new Lessee. Before any assignment or further subletting can be effective, the
assignee or new Lessee shall agree in writing to all of the terms and conditions of this Lease. Use by the
Lessee of a separate entity or entities to hold liquor licenses and any corresponding concession or service
agreements will not constitute an assignment requiring Lessor's consent.
Section 10.1. Lessee may, from time to time, in its sole discretion and without the consent of
Lessor, sell or assign its interest in this Agreement to the following: (i) any Entity of which New
Westbrook EAGL Holdings, L.L.C. ("Westbrook EAGL"), or any Affiliate of Westbrook EAGL,
continues to control no less than fifty percent (50 %) of the voting and economic interests, or (ii) a publicly
traded real estate investment trust or other publicly traded Entity, or to an Entity that Westbrook EAGL
or an Affiliate of Westbrook EAGL intends to take public.
As used herein, the term "Entity" means any person, corporation, partnership (general or limited),
joint venture, limited liability company, association, joint stock company, trust or other business entity or
organization. The term "Affiliate" means with respect to any Entity, an Entity that directly or indirectly
controls, is controlled by, or is under common control with such Entity, whether by contract or otherwise,
including, without limitation, any Entity that directly or indirectly owns, controls or holds with power to
vote ten percent (10%) or more of the outstanding voting securities or other voting ownership interests of
such Entity, or any Entity ten percent (10%) or more of whose outstanding voting securities or other voting
ownership interests are directly or indirectly owned, controlled, or held with power to vote by such Entity.
Upon any sale or assignment of Lessee's interest in this Agreement, Lessee will provide written
notification of said sale or assignment to Lessor within five (5) days of the execution of the sale or
assignment.
Section 10.2. This Lease shall be binding on and inure to the benefit of the parties and
their respective successors and assigns except as otherwise expressly provided in this Lease. Before any
sale or assignment can be effective, the assignee or purchaser shall agree in writing to all of the terms and
conditions of this Agreement.
ARTICLE XI
DEFAULT
Section 11.0. Lessor may terminate this Lease only if Lessee defaults under the Sublease
Agreement and such default is not cured within the time permitted under the Sublease Agreement.
Section 11.1. Upon any default by Lessee under the terms and provisions of this Lease, Lessor
may, without prejudice to any other remedy which it may have for possession or arrearages, and subject
to the rights of the lender under Section 7. 11, enter upon and take possession of the Leased Premises by
any legal and reasonable means necessary, without being liable for any claim for damages.
Notwithstanding any termination by Lessor, the liability of Lessee for the rents and charges due under this
Lease or the indemnification by Lessee as contained in Sections 4.1 and 6.2, shall not be relinquished,
diminished, or extinguished. Any property belonging to Lessee or to any persons holding by, through, or
under Lessee, may be removed and stored in any public warehouse at the cost of and for the account of
Lessee. If Lessee should abandon, vacate, or surrender the Leased Premises or be dispossessed by process
of law, any personal property left on the Leased Premises may be deemed abandoned after a reasonable
period of time not to exceed 30 days, at the option of Lessor.
Section 11.2. Subject to the terms of Section 11.4, in the event of any default by Lessee which
has not been cured by Lessee within the applicable cure period, Lessor may immediately or at any time
thereafter, without notice to Lessee, cure the default for the account and at the expense of Lessee. If Lessor
at any time, by reason of the default, is compelled to pay, or elects to pay, any sum of money or do any
act which will require the payment of any sum of money, or is compelled to incur any expense, including
reasonable attorney's fees, in instituting or prosecuting any action or proceeding to enforce Lessor's rights
under this Lease, the sums so paid by Lessor, with interest thereon at the maximum rate allowed by law
per annum from the date of payment, shall be deemed to be additional rent and shall be due from Lessee
to Lessor on the first day of the month following the payment of the respective sums or expense.
Section 11.3. Should Lessor be in default under the terms of this Lease, Lessor shall have thirty
(30) days after Lessor receives written notice of such default, or such longer period of time as is reasonably
necessary, to cure the same. If Lessor does not cure its default within the applicable cure period stated
herein, Lessee may cure such default and, provided (and to the extent) that such default was not caused
by any action or inaction on the part of Lessee, Lessee may demand reimbursement from Lessor for the
reasonable costs and expenses incurred by Lessee in curing such default. Lessor shall reimburse Lessee
within ten (10) days thereafter or such other period of time as is reasonably necessary. Further, at Lessee's
option (and in addition to any other rights or remedies Lessee may have) Lessee may deduct any amounts
advanced by Lessee as provided above from all subsequent amounts payable by Lessee to Lessor, including
payment of rent as hereinbefore provided, in lieu of seeking reimbursement from Lessor.
Section 11.4. If a Lender shall have given prior notice to Lessor that it has entered into a loan
with Lessee pursuant to Section 7.11 hereof, and such notice includes the address of that Lender, then
Lessor shall give to said Lender notice simultaneously with any notice given to Lessee to correct any
default of Lessee hereunder. The Lender shall have the right, but not the obligation, within thirty (30) days
after receipt of said notice, to correct or remedy such default before Lessor may take any action under this
Lease by reason of such default. Any notice of default given Lessee shall be null and void unless
simultaneous notice has been given to said Lender.
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Section 11.5. All rights and remedies of the parties enumerated in this Lease shall be cumulative
Of and shall not exclude any other right or remedy allowed by law. These rights and remedies may be
exercised and enforced concurrently, whenever and as often as necessary.
ARTICLE XII
NOTICES
Section 12.0. Unless otherwise provided in this Lease, any notice, tender or delivery to be given
by either party to the other may be effected by personal delivery in writing or by mail. If notice is to be
delivered by mail, such notice shall be deemed received when the same is deposited in an official United
States Post Office box, postage prepaid, return receipt requested, registered or certified mail. Notices
shall be delivered to the following addresses unless ten (10) days prior written notice of a change of address
is given:
TO LESSOR:
City Manager
City of Grapevine
P.O. Box 95104
Grapevine, Texas 76099
WITH A COPY TO:
John F. Boyle, Jr., Esq.
Boyle & Lowry, L.L.P.
4201 Wingren, Suite 108
Irving, Texas 75062-2763
and
The United States Department of the Army
Corps of Engineers
P.O. Box 17300
Fort Worth, Texas 76102
Attention: CESWF-RE-MM
TO LESSEE:
Grapevine Golf Club, L.P.
8650 Freeport Parkway S.Suite 200
Irving, Texas 75063
Attn: President
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Director of Administrative Services
City of Grapevine
F.O. Box 95104
Grapevine, Texas 76099
WITH A COPY TO:
Addison Law Firm
14901 Quorum Drive, Suite 650
Dallas, Texas 75240
Attn: Randolph D. Addison
ARTICLE XIII
MISCELLANEOUS PROVISIONS
Section 13.0. In case any one or more of the provisions contained in this Lease shall for any
reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality or
unenforceability shall not affect any other provision and this Lease shall be construed as if such invalid,
illegal or unenforceable provision had never been included.
Section 13.1. This Lease shall be enforceable in Tarrant County, Texas, and if legal action is
necessary by either party with respect to the enforcement of any or all terms or conditions of this Lease,
venue for the same shall lie in Tarrant County, Texas.
Section 13.2. This Lease constitutes the sole agreement of the parties and supersedes any prior
understandings or written or oral agreements between the parties respecting this subject matter.
Section 13.3. This Lease and all other copies of this Lease, insofar as they relate to the rights,
duties, and remedies of the parties, shall be deemed to be one agreement. This Lease may be executed
concurrently in one or more counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.
Section 13.4. Each party represents and warrants to the other party that the representing party has
full power and authority to enter into this Lease, and that upon execution hereof by the person signing this
Lease on behalf of such representing party, this Lease shall be binding on and fully enforceable against
such representing party and each party's respective successors or assigns.
Section 13.5. This Lessee shall comply with all Occupational Safety and Health Act (OSHA)
Standards and any other federal, state or local rules and regulations applicable to construction and/or
maintenance activities in the State of Texas.
Lessor's safety personnel or any supervisor may, but are not required to, order that the work be
stopped if a condition of immediate danger is found to exist. Nothing contained herein shall be construed
to shift responsibility or risk of loss for injuries or damage sustained as a result of a violation of this Section
from the Lessee to the Lessor. The Lessee shall remain solely and exclusively responsible for compliance
with all safety requirements and for the safety of all persons and property at the project site.
The parties hereto expressly agree that the obligation to comply with applicable safety provisions
is a material provision of this Lease and a duty of Lessee. Lessor reserves the right to require
demonstration of compliance with the safety provisions of this Lease upon reasonable request. In the event
Lessee is unable to demonstrate compliance with the safety provisions of this Lease, the parties agree that
11
such failure is deemed to be a material breach of this Lease and the Lessee agrees that upon such breach,
all work pursuant to this Lease shall terminate until demonstration to Lessor that the safety provisions of
this Lease have been complied with. In no event shall action or failure to act on the part of the Lessor be
construed as a duty to enforce the safety provisions of this Lease nor shall it be construed to create liability
for Lessor for any act or failure to act in respect to the safety provisions of this Lease.
Section 13.8. Lessee shall be responsible for the safety equipment to be used by its employees
and/or all of its subcontractors working on Leased Premises. This equipment will include, but may not
be limited to, hard hats, safety belts or harnesses, eye, face, hand, ear or hearing protection. Sport or
athletic type shoes are not considered suitable work shoes on any construction site.
Section 13.9. The parties acknowledge and agree that in the event Lessee is unable to obtain the
financing described in Article VII, Section 7.11 hereof, Lessee shall have the right to terminate this Lease,
without penalty, by written notice to Lessor, whereupon this Lease shall be deemed null and void.
Section 13.10. This Lease shall be governed by and construed in accordance with the laws of
the State of Texas and applicable federal law.
Executed this
ATTEST:
M
day of , 2000.
Linda Huff
City Secretary
APPROVED AS TO FORM:
By:
City Attorney
Ifa
LESSOR:
CITY OF GRAPEVINE, TEXAS,
�0
Roger Nelson
City Manager
LESSEE:
Grapevine Golf Club Limited, L.P.
A Delaware Limited Partnership
By: Grapevine Golf, L.L.C., its General -
-Partner
0
L490) Z409) U#Tj RD) 11106 1 W V
The State of Texas
County of Tarrant
Larry Corson, President
Before me, the undersigned, on this day personally appeared Roger
Nelson, City Manager, known to me to be the person whose name is subscribed
to the foregoing instrument and acknowledged to me that he executed the same
for the purposes and consideration therein expressed. Mr. Nelson furthermore
attested that he is signing this Lease in his capacity as City Manager of the City
of Grapevine, and that such capacity makes his signature valid to bind the
City of Grapevine.
Seal:
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this _ day of
'2000
My Commission Expires:
Notary Public in and for the State of Texas
13
CORPORATE ACKNOWLEDGMENT:
The State of Texas
County of
Before me, the undersigned, on this day personally appeared Larry
Corson, President of Grapevine Golf, L.L.C., known to me or proved to me
through the presentation of a valid Driver=s License to be the person whose
name is subscribed to the foregoing instrument and acknowledged to me that
he executed the same for the purposes and consideration therein expressed.
Mr. Corson furthermore attested that he is signing this Lease in his capacity as
President of Grapevine Golf, L.L.C., and that such capacity makes his
signature valid to bind the companies, Grapevine Golf, L.L.C., and Grapevine
Golf Club, L.P.
Seal:
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of
, 2000
My Commission Expires:
Notary Public in and for the State of Texas
D:\Grapevine\GV Golf Course Sublease\GV EAGL Lease of Brown tract 7 18 OO.doc
7/25/00 9:38 AM
14
WALKER & AssociATESSURVEYING, INC.
1920 SYBIL LANE
TYLER, TEXAS 75703
OFFICE: 903-534-9000 FAX: 903-534-9616
Dennis H. Walker R.P.L.S. 2117
Jack W. Glibert R.P.L.S. 4475
A. S. "Bubba" Geisendorfi, Jr. R.P.L.S. 4474
Louisiana P.L.S. 4763
HILTON GOLF COURSE
RESIDUE 4.9827 ACRE TRACT
A. ANDERSON SURVEY
ABSTRACT 26
TARRANT COUNT', TEXAS
April 12, 1999
LEGAL DESCRIPTION of a 4.9827 acre tract situated in the A. Anderson :Survey,
Abstract 26, Tarrant County, Texas and being the residue of a called 96.25 acre tract more
particularly described in a deed from Lola Buckaloo to Berdie Elizabeth Brown dated
December 7, 1934 and recorded in Volume 1238, Page 372, Second Tract, Tarrant
County Deed Records,
Note: Bearings are based on the most Southerly gest line of a called 19.809 acre
tract more particularly described irr a deed to Curtis Rex Carter, Jr. dated April
9, 1986 acrd recorded in f'oh nre 8695, Page 1582, 7arrarrt County Deed Records
tract as being S 04'25'14 " ff`;
BEGINNING at a'/2" iron rod found at the Southwest corner of said called 19.809 acre
tract and in the North line of a called 8.3128 acre tract more particularly described in a
deed to Whittlesey Investments, Inc, dated June 6, 1982 and recorded in Volume 7333,
Page 1383, Tarrant County Deed Records, same being the Southeast corner of said tract
herein described;
THENCE N 87°43'31" W along and with the North line of said called 8.3128 acre tract a
distance of 164.12 feet to a t/z" iron set at the Northwest corner of said called 8.3128 acre
tract and in a Easterly line of a called 1976.353 acre Corp of Engineers tract more
particularly described in Case No. 1461 Civil Proceedings, Northern District Court, Fort
Worth Division as Tract A - IA, same being the West line of said called 96.25 acre tract
and the Southwest corner of said tract herein described;
THENCE N 00004'36" E along and with said Easterly line of said Tract A-lA and said
West line of said called 96.25 acre tract a distance of 979.00 feet to a 4" square concrete
monument with a brass cap found at the Southwest corner of a Corp of Engineers tract
designated Tract A -3A, same being the Northwest corner of said tract herein described;
PAGE 2
THENCE S 8805432" E along and with the South line of said Tract A -3A a distance of
262.70 feet to a'/z" iron rod found at the Northwest corner of said called 19.809 acre tract
and at the Northeast corner of said tract herein described;
THENCE along and with the West line of said called 19.809 acre tract as follows:
S 04°24'13" E a distance of 245.89 feet to a'/z" iron rod set;
S 16°10'07" W a distance of 303.64 feet to a t/2" iron rod set;
S 04°25'14" W a distance of 445.03 feet to the POINT OF BEGINNING of said
tract herein described containing or 4.9827 acres more or less.
The tnulersigned does hereby certify that this Legal Description accurately represents a
boundary surrey made under my direct supervision orr April 9. 1999 is being submitted
along with a plat of said tract herein described
Alton S. Geisendorff, JV
Registered Professional Land Surveyor
State of Texas No. 4474
7121
NOTE: THE \RE NO APPARENT EASEMENTS
OF RECORD — VISIBLE THAT AFFECT I Carp of (ngineers
THIS TRACT ( 7rocl A -3A
Corp o/ Engineers
Called 1976.353 Acres
Case No. 1461 Civil
11/29/1948
Northern District Court
Fort Worth Division
7roct A—IA
O DENOTES RECORD CORNER FOUND
A
'w— o —t. 262.70' vz—
eM .11h rod bund
m broft cop
bond
Lola Buckoloo
To N
Berdie Elizabeth Brown 'n
Called 96.25 Acres co
V01. 1238, Pg. 372
12/7/1934
Torron t Co. D.R.
Second Tract
1/• ko
rod bund
Surveyed -4.9827 Acres
Residue Acreage
M
w
w �
io o
Curtis Rex Carter, Jr.
o
Called 19.809 Acres
P P,
/)
Vol. 8695, Pg. 1582
o 0
04/09/1986
1/2* „a„
Tarrant Co. D.R.
Z d found
ro
h
3 Lr�
in o
o `r 1
a
v
0
U1j
v
m
�A 4
��oc ad?.Qe
46` 4ya
N 87'43'31" W
164.12'
Whittlesey Investments, Inc.
Called 8..3128 Acres
V01. 73.33 Pg. 1383
06/30/1982
Tarrant CO. D. R.
PLAT SHOWING
THE
C.R. BROWN RESIDUE 4.9827 ACRE TRACT
A. ANDERSON SURVEY, A-26
TARRANT COUNTY, TEXAS
SCALE 1" = 100'
The undersigned does hereby certify that this plot
accurately represents an on the ground survey made
under my direct supervision on April 9, 1999,
and is being submittedolong with o field note description.
Alton S. Gelsendorff, JI -11
Registered Professional Land Surveyor
State of Texas No. 4474
WALKER & ASSOCIATES SURVEYING. INC.
44 1920 SYBIL LANE - TYLER, TEXAS 75703
PRONE: 903-534-9000 FAX: 003-534-9618
GOLF COURSE RESTRICTED USE EASEMENT
.=: STATE OF TEXAS
COUNTY OF TARRANT
KNOWN ALL MEN BY THESE PRESENTS THAT I, Curtis x Cajer, Jr.,
("Grantor") for and in consideration of the sum of one Dollar ($ � .0gcash to us,:in
F; hand paid by the City of Grapevine, Texas ("Grantee"), a hofne=rule r�znicipal
!r corporation of the County of Tarrant, State of Texas, and other gmod arzd
valuable consideration including the benefits that will accrue to GranteOry
property, the receipt and adequacy of which is hereby acknowledged d4 hereby
GIVE, GRANT, and EXTEND to said Grantee, its successors aq, assigns, � t1�ie
exclusive right to use, restrict the use on, under, and across; thF rig1L to
construct and perpetually maintain a golf course cart trail and appurtenant
facilities including landscaping, and the right to otherwise preserve and
perpetually maintain as a golf course fairway safety zone on the land described
in Exhibit A, attached hereto and made a part hereof for all purposes, to which
reference is here made for a more particular description of said property. The
easement described on the attached Exhibit "A" (the "Easement Area") is a part of
a certain tract of land recorded by deed of record as shown in Volume 8695,
Page(s) 1582, Deed Records of Tarrant County, State of Texas.
Grantee shall have the right and privilege to remove and dispose of, on-site
trees, brush, debris, excess excavated material, and all other similar material
in the Easement Area, that would interfere with access to the Easement Area
and that would interfere with the said golf course restricted use Easement.
TO HAVE AND TO HOLD, all singular, the privileges aforesaid to it, the said City
of Grapevine, Texas, its successors and assigns forever, together with the
exclusive right and privilege, at any and all times to enter said Easement Area or
any part thereof, for the purpose of constructing and perpetually maintaining
said golf course cart trail together with necessary appurtenances and preserving
and perpetually maintaining the area in a natural state except as otherwise
provided herein; all upon the condition that the City of Grapevine, Texas, will at
all times, after entering upon said Easement Area and/or doing any work in
connection with the construction, maintenance or repair of said golf course cart
trail, restore said Easement Area to a like condition in which same were found
before such entry and/or work was undertaken, including repair of all fences
that might be disturbed or damaged in entering and/or performing said work,
and further upon the condition that in the use of the aforesaid rights and
privileges herein granted, the City of Grapevine, Texas, will not create a nuisance
or do any act that will be detrimental to said Easement Area and that said
Easement Area will not be used by said City of Grapevine, Texas, for any other
1-j
46
01
purpose under this grant, except herein provided.
WITNESS
OX1110101
The State of
County of
THIS
'r
Before me 3dal-y. Rt 2�I I -, on this day personally appeared
02-2al-12, C-A6--E:L?, known to me (or proved to me on the oath of
or through -DPjVb25
(description of identity card or other document) to be the person whose name is
subscribed to the foregoing instrument and acknowledged to me that he
executed the same for the purposes and consideration therein expressed.
Given under my hand and seal of office this1 day of
A.D. 2000.
o: \forms \CARTTRAI1,-OBZONE.eas
Reviewed by City Attorney &
Revised 3-16-00
A
WALKER & ASSOCIATES SURVEYING, INC.
1920 SYBIL LANE
TYLER, TEXAS 75703
I
OFFICE: 903-534-9000 FAX: 903-534-9616
f�
COWBOYS/HILTON GOLF CLUB
RESTRICTED USE EASEMENT
ANDERSON SURVEY, A-26
P
TARRANT COUNTY, TEXAS
March 24, 2000
LEGAL DESCRIPTION for a 0.991 acre easement situated in the A. Anderson Survey, A-26,
Tarrant County, Texas and being part of that certain Curtis Rex Carter, Jr. called 19.809 acre tract,
as recorded in Volume 8695, Page 1582 of the Deed Records of Tarrant County, Texas. Said 0.991
acre easement being more particularly described by metes and bounds as follows: -
Note: Bearings are based on True North, as determined by 'Texas State Plane Coordinate
System, North Central Zone.
BEGINNING at a '/z" iron rod found for the Northwest corner of said called 19.809 acre tract, said
point being the Northeast corner of that certain called 4.9827 acre tract surveyed by Alton S.
Geisendorff, Jr., dated April 12, 1999, said point also being in the South line of that certain Corp
of Engineers Tract A -3A and being South 89°15'54" East a distance of 262.70 feet from COE
monument "A-23 1963" found for the Northwest corner of said called 4.9827 acre tract and the
Southwest corner of said Tract A -3A, said point being in the East line of that certain Corp of
Engineers Tract A -IA;
THENCE South 89°15'54" East along and with the North line of said called 19.809 acre tract and the
South line of said Tract A -3A a distance of 6.13 feet to a `/2" iron rod set for corner;
THENCE South 14°43'14" East a distance of 181.74 feet to a'/z" iron rod set for corner,
THENCE South 06°35'53" East a distance of 182.79 feet to a'/z" iron rod set for corner;
THENCE South 20'24'10" West a distance of 226.36 feet to a'/2" iron rod set for corner;
THENCE South 02°10'39" West a distance of 142.44 feet to a'/2" iron rod set for corner;
THENCE South 11'42'45" West a distance of 46.89 feet to a '/z" iron rod set for corner-,
Page I of 2
a
THENCE South 38°51'01" West a distance of 100.50 feet to a'/2" iron rod set for comer in the West
line of said called 19.809 acre tract and the East line of said called 4.9827 acre tract, said point
being North 04°03'52" East a distance of 145.35 feet from a '�/i" iron rod found for the Southwest
corner of said called 19.809 acre tract and the Southeast corner of said called 4.9827 acre tract;
THENCE along and with the West line of said called 19.809 acre tract and the East line of said called
4.9827 acre tract as follows:
North 04°03'52" East a distance of 299.68 feet to a'/2" iron rod found for corner;
North 15°48'45" East a distance of 303.64 feet to a'/z" iron rod found for corner;
North 04°45'35" West a distance of 245.89 feet back to the PLACE OF BEGINNING, and
containing 0.591 acres of land, more or less.
I, Dennis H. Walker, do hereby certify that this Legal Description accurately represents an on the
ground survey made under my direct supervision on March 20, 2000, and is being submitted along
with a plat of said easement herein described.
Dennis H. Walker ;, .�`�`'17
"
YY <,
Registered Professional Land Surveyor
Gth;l
State of Texas No. 2117 {�= ' H. t',w.L% "
c
7238(Easement) ; °'� 2117
`� �l a °'*-►+.:+` ;�.. �
Page 2 of 2
Corp of Engineers
Cal/ed 1976.353 Ac.
Case No. 1461 CMJ
11/29/1948
Northern Dlstrlct Court
Fart Worth DIw'slon
Tract A -1A
NUMBER BEARING
DISTANCE
T1 S 89'15'54' E
6.13'
T2 S 11'42'45" W
46.89'
T3 S 38'51'01' W
100.50'
Go/loo a.JIYa Ac.
0 Denotes 112' Iron rod set, excapt as sho6n. lral. 7333, Pg. 1363
'ole: Bearings are based on 'True North' as determined by
'exas Stale Plane Coord/nale System, North Central Zone.
PLAT OF SURVEY
"GOLF COURSE RESTRICTED USE EASEMENT"
A. ANDERSON SURVEY, A-26
TARRANT COUNTY, TEXAS
SCALE: 1" = 100'
tIIR V N 10" - AMIX In3ame
1920 Sybil 1— / T7ier, T...e 76703
Phone: 903-634-9000 / F— 903-634-9616
E—m.11i..nken 1,1e..ne1
Dom, Walker, do hereby cert/fy that this plat
ocu �reprrsents an on the ground survey made
nder my direct supervlslon on March 20, 2000, and
0 F
�St `ST rf+
Rfa �j
a b�e/ng�submitted al1ong wllh o fiedld no description.
��°f
DENNIS H. WALKER
.s 9or,21170�� O
)arils H. Walker
SUflvi.
Zeglstered Professlonal Land Surveyvr
;tate of rexas No. 2117
tIIR V N 10" - AMIX In3ame
1920 Sybil 1— / T7ier, T...e 76703
Phone: 903-634-9000 / F— 903-634-9616
E—m.11i..nken 1,1e..ne1
STATE OF TEXAS
COUNTY OF TARRANT
CITY OF GRAPEVINE
WHEREAS, the City of Grapevine ("Sublessor") and Grapevine Golf Club, L.P.
("Sublessee") previously executed an Amended and Restated Sublease Agreement dated
September 21, 1999 (the "Sublease"); and
WHEREAS, the parties to the Sublease mutually desire to amend the Sublease to increase
the area of the Subleased Premises.
NOW THEREFORE, the City of Grapevine and the Grapevine Golf Club, L.P., for good and
valuable consideration, the receipt and adequacy of which is hereby acknowledged, do hereby
covenant and agree as follows:
All matters stated in the preamble are found to be true and correct, and all are
incorporated into the body of this Addendum as if copied in their entirety.
II Exhibit B of the Sublease is hereby replaced in its entirety with the attached Exhibit "1 ".
III. Section 2.0 of the Sublease is amended and replaced in its entirety with the following:
"Section 2.0. The term of this Sublease shall be for a period beginning on September 21, 1999, and ending
on October 4, 2049 (the "Lease Term"). The term of this Sublease shall be renewed automatically upon the
renewal of that certain lease, Contract No. BACW 63-1-94-0082 (the "Master Lease"), executed to be
effective March 18, 1994, between Sublessor and the Secretary of the Army ("Master Lessor") for a term
equal to that for which the Master Lease is renewed, and such renewal will be pursuant to the same terms
and conditions of this Sublease. Sublessor agrees to utilize reasonable efforts to pursue the renewal of the
Master Lease, provided the Sublessee is not in default of the Sublease. A copy of the Master Lease is
attached hereto as Exhibit D. Notwithstanding the foregoing, this Sublease may be terminated by Sublessor
upon the occurrence of any one, or more, of the following events:
a. the occurrence of any one, or more, events of default as provided for in Article XI; or
b. subject to the terms of Article XII, the relinquishment, revocation or other earlier termination
of the Master Lease."
IV. This Addendum shall be attached as an exhibit to the Sublease and incorporated therein.
IV. The Sublease and its terms remain unchanged, except as otherwise provided herein.
Executed this
ATTEST:
day of ,2000.
Linda Huff
City Secretary
APPROVED AS TO FORM:
IL
By:
City Attorney
CITY OF GRAPEVINE, TEXAS,
Roger Nelson
City Manager
LESSEE:
Grapevine Golf Club Limited, L.P.
A Delaware Limited Partnership
By: Grapevine Golf, L.L.C., its General -
-Partner
IM
Larry Corson, President
The State of Texas
County of Tarrant
Before me, the undersigned, on this day personally appeared Roger Nelson, City
Manager, known to me to be the person whose name is subscribed to the foregoing instrument
and acknowledged to me that he executed the same for the purposes and consideration therein
expressed. Mr. Nelson furthermore attested that he is signing this Lease in his capacity as City
Manager of the City of Grapevine, and that such capacity makes his signature valid to bind the
City of Grapevine.
Seal:
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this __._ day of , 2000
My Commission Expires:
Notary Public in and for the State of Texas
CORPORATE ACKNOWLEDGMENT:
The State of Texas
County of
Before me, the undersigned, on this day personally appeared Larry Corson, President of
Grapevine Golf, L.L.C., known to me or proved to me through the presentation of a valid
Driver's License to be the person whose name is subscribed to the foregoing instrument and
acknowledged to me that he executed the same for the purposes and consideration therein
expressed. Mr. Corson furthermore attested that he is signing this Lease in his capacity as
President of Grapevine Golf, L.L.C., and that such capacity makes his signature valid to bind the
companies, Grapevine Golf, L.L.C., and Grapevine Golf Club, L.P.
Seal:
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this _ day of , 2000
My Commission Expires:
Notary Public in and for the State of Texas
EXHIBIT 1
WALKER & ASSOCIATES SURVEYING, INC.
1920 SYBIL LANE
TYLER, TEXAS 75703
OFFICE: 903-534-9000 FAX: 903-534-9616
COWBOYS/HILTON GOLF CLUB
296.036 ACRE TRACT
A. ANDERSON SURVEY, A-26
J. ROBERTS SURVEY, A-1300
J. GIBSON SURVEY, A-587
MORGAN HOOD SURVEY, A-699
TARRANT COUNTY, TEXAS
March 07, 2000
LEGAL DESCRIPTION for a 296.036 acre tract of land situated in the A. Anderson Survey, A-26,
the J. Roberts Survey, A-1300, the J. Gibson Survey, A-587, and the Morgan Hood Survey, A-699,
Tarrant County, Texas and being part of the U.S. Government property lying East of Grapevine
Lake, Tarrant County, Texas;
Note: Hearings are based on True North, as determined by Texas State Plane Coordinate
System, North Central Zone.
BEGINNING at a '/z" iron rod set for corner in the Northwest line of Highway No. 26, said point
being the South corner of that certain City of Fort Worth called 21.360 acre tract described as
"Parcel 1083" as recorded in Volume 5154, Page 549 of the Deed Records of Tarrant County,
Texas, said point also being South 00°35'03" East a distance of 111.35 feet from COE monument
"A-26 1963";
THENCE South 42°26'57" West along and with the Northwest line of said Highway No. 26 a
distance of 622.17 feet to a ''/z" iron rod set at the most southerly corner of this tract;
THENCE North 47°33'03" West a distance of 948.33 feet to a''/z" iron rod set for corner;
THENCE North 20'36'17" East a distance of 926.80 feet to an existing power pole for corner, said
point being North 51°07'23" West a distance of 2.00 feet from a'/z" iron rod set for reference;
THENCE North 51°07'23" West a distance of 80.28 feet to a %z" iron rod set in the East edge of
Fairway Drive;
THENCE North 19°27'48" East along and with the East edge of said Fairway Drive a distance of
268.41 feet to a %z" iron rod set in the North line of said Morgan Hood Survey, said point also
being in the South line of said A. Anderson Survey;
THENCE South 68°39'58" East a distance of 77.99 feet to a '/z" iron rod set for corner, said corner
being the beginning of a non -tangent curve to the left, said curve having a radius of 1079.55 feet, a
central angle of 21°30'20" and a chord which bears North 10030'51" East a distance of 402.83
feet;
THENCE along and with said non -tangent curve to the left a distance of 405.20 feet to a ''/z" iron rod
set for corner;
THENCE North 00'14'19" West a distance of 1895.97 feet to a''/" iron rod set for corner;
Page I of 5
THENCE North 02°27'56" West a distance of 293.41 feet to a %" iron rod set for corner;
THENCE North 14'10'55" East a distance of 263.00 feet to a'/2" iron rod set for corner;
THENCE North 55'07'17" East a distance of 879.54 feet to a'/2" iron rod set for corner;
THENCE North 53°38'48" East a distance of 307.22 feet to a'/2" iron rod set for corner;
THENCE North 49'00'13" East a distance of 94.62 feet to a'/2" iron rod set for corner;
THENCE North 36°23'52" East a distance of 94.80 feet to a'/2" iron rod set for corner;
THENCE North 27056'58" West a distance of 67.58 feet to a''/2" iron rod set for comer;
THENCE North 19032'16" East a distance of 160.40 feet to a'/2" iron rod set for corner;
THENCE North 17°20'03" West a distance of 126.96 feet to a'/2" iron rod set for corner;
THENCE North 06°26'52" West a distance of 50.78 feet to a'/2" iron rod set for corner;
THENCE North 47010'06" East a distance of 89.86 feet to a Record Green Ash tree (48") for comer;
THENCE South 88°01'06" East a distance of 165.73 feet to a'/�" iron rod set for comer;
THENCE North 68°30'23" East a distance of 94.92 feet to a'/2" iron rod set for corner;
THENCE North 28°57'06" East a distance of 163.67 feet to a %2' iron rod set for corner;
THENCE North 04°02'41" East a distance of 308.93 feet to a'/2" iron rod set for corner;
THENCE North 16°04'26" East a distance of 514.93 feet to a'h" iron rod set for corner;
THENCE North 7711'59" West a distance of 647.52 feet to a'/z" iron rod set for comer;
THENCE North 18'10'46" West a distance of 868.27 feet to a'/2" iron rod set for corner;
THENCE North 00°27'59" East a distance of 59.50 feet to a %2" iron rod set for corner;
THENCE North 06'27'16" West a distance of 368.84 feet to a'/2" iron rod set for corner;
THENCI's North 09'09'16" East a distance of 162.96 feet to a'ii" iron rod set for corner;
THENCE North 26°04'22" East a distance of 151.54 feet to a'/2" iron rod set for corner;
THENCE North 13°36'22" East a distance of 235.71 feet to a'/2" iron rod set for comer;
THENCE North 07°42'53" West a distance of 98.41 feet to a'/2" iron rod set for corner;
THENCE North 13°23'24" West a distance of 243.42 feet to a'/2" iron rod set for corner;
THENCE North 29°49'48" East a distance of 369.44 feet to a'/2" iron rod set for corner;
THENCE North 41029'20" East a distance of 421.69 feet to a'/2" iron rod set for comer;
THENCE South 86'16'16" East a distance of 267.68 feet to a'/2" iron rod set for corner;
THENCE North 82°09'28" East a distance of 256.42 feet to a'/2" iron rod set for comer;
THENCE North 74°48'45" East a distance of 92.20 feet to a'/2" iron rod set for corner;
Page 2of5
THENCE South 87°12'55" East a distance of 99.37 feet to a'/2" iron rod set for corner;
TIiENCE North 56°52'37" East a distance of 890.31 feet to a'/:" iron rod set for corner;
THENCE North 17°47'32" East a distance of 108.60 feet to a'/2" iron rod set for corner;
THENCE North 16°51'48" East a distance of 126.48 feet to a'h" iron rod set for corner;
THENCE South 64007'45" East a distance of 582.10 feet to a'/�" iron rod set for corner;
THENCE South 75°43'04 East at 265.10 feet passing a '/2" iron rod set, and continuing a total
distance of 340.40 feet to a point for corner in the centerline of Denton Creek, said point being in a
Northwest line of a called 108.724 acre tract out of Tract 1A conveyed to IVA Grapevine Joint
Venture in a Deed as recorded in Volume 11635, Page 02042 of the Deed Records of Tarrant
County, Texas;
THENCE along and with the centerline of said Denton Creek and its meanders and also with the
Northwest line of said 108.724 acre tract as follows:
South 38°24'41" West a distance of 191.01 feet;
South 16°44'54" West a distance of 48.88 feet;
South 14°00'37" West a distance of 182.01 feet;
South 14°15'36" East a distance of 91.46 feet;
South 22°55'50" East a distance of 90.65 feet;
South 07°04'34" West a distance of 125.99 feet;
South 14°47'59" West a distance of 195.81 feet;
South 37°32'04" West a distance of 201.89 feet;
South 43°59'24" West a distance of 89.57 feet;
South 21°14'54" West a distance of 95.85 feet;
South 17°42'29" West a distance of 194.98 feet;
South 14°56'32" West a distance of 90.38 feet;
South 29°33'45" West a distance of 106.02 feet;
South 37°34'27" West a distance of 125.75 feet;
South 09°16'42" West a distance of 185.63 feet;
South 07°2422" West a distance of 133.32 feet,
South 38°39'35" West a distance of 84.43 feet;
THENCE South 00°46'21" West leaving the centerline of said Denton Creek at 95.07 feet passing
COE monument "A-19 1963" found and continuing for a total distance of 1029.94 feet to COE
monument "A-20 1963" found for corner, said corner also being an inside ell comer of said
108.724 acre tract;
Page 3 of 5
THENCE North 89°0I'56" West a distance of 692.90 feet to COE monument "A-21 1963" found for
comer, said corner being the Southwest corner of the J. Gibson Survey, A-587, the Northwest
corner of the H. Suggs Survey, A-1415, the Northeast corner of the A. Anderson Survey, A-26 and
the Southeast corner of the J. Roberts Survey, A-1300;
TIIENCE South 01'29'19" West along and with the East line of the A. Anderson Survey, A-26 and
the West line of the li. Suggs Survey, A-1415 a distance of 1773.62 feet to COE monument "A-22
1963" found for comer,
THENCE North 89°20'35" West a distance of 937.33 feet to COE monument "A-23 1963" found for
confer, said corner also being the Northwest corner of a certain called 4.9827 acre tract surveyed
by Alton S. Geisendorff, Jr. dated April 12, 1999;
THENCE South 00°13'50" East along and with the West line of said 4.9827 acre tract and the West
line of a certain called 41.147 acre tract conveyed to D & P Investments, in a deed dated June 1,
1977, and recorded in Volume 6247, Page 45 of the Deed Records of Tarrant County, Texas, a
distance of 2136.04 feet to COE monument "A-24 1963" found for corner;
TIIENCE South 44°40'35" West a distance of 942.68 feet to COE monument "A-25 1963" found for
comer;
THENCE South 00°35'03" East at 751.01 feet passing a 6" "Airport" monument found for a
Northwest corner of the DFW Airport property, and continuing for a total distance of 2100.69 feet
to the PLACE OF BEGINNING, and containing 296.036 acres of land.
SAVE AND EXCEPT a 8.350 acre tract of land leased by the City of'Grapevine from the Corp of
Engineers, and being more fully described as follows;
BEGINNING at an existing chain link fence corner at the most Easterly Southeast corner of the
herein described save & except tract, said fence corner being North 13°3VI0" East a distance of
852.13 feet from COE monument "A-25 1963", and also being North 71°09'33" West a distance
of 489.84 feet from COE monument "A-24 1963';
TIIENCE South 89°47'43" West a distance of 142.10 feet to a `/z" iron rod set for corner in an
existing chain link fence;
TIIENCE South 00'12'17" East a distance of 175.00 feet to a'/2" iron rod set for corner,
THENCE South 89°47'43" West a distance of 175.00 feet to a'/2" iron rod set for corner;
TIIENCE North 00°12'I7" West a distance of 175.00 feet to a'/2" iron rod set for corner in an
existing chain link fence;
THENCE South 89°47'43" West a distance of 99.06 feet to an existing chain link fence corner;
THENCE North 00'16'40" West a distance of 339.25 feet to an existing chain link fence corner;
THENCE North 85°24'25" West a distance of 45.71 feet to an existing chain link fence corner;
THENCE North 00°54'45" West a distance of 490.60 feet to a 5/8" iron rod found at an existing
chain link fence corner;
THENCE North 89°1 IT I" East a distance of 208.88 feet to an existing chain link fence corner;
THENCE South 01°04'52" East a distance of 144.55 feet to an existing chain link fence comer;
THENCE North 89°31'31" East a distance of 252.28 feet to an existing chain link fence corner;
Page a of 5
THENCE South 00°36'21" East a distance of 692.54 feet to the PLACE OF BEGINNING, and
containing 8.350 acres of land.
LEAVING A NET ACREAGE OF 287.686 ACRES.
The undersigned does hereby certify that this Legal Description accurately represents a boundary
survey made under my direct supervision on Septemberl3, 1999 is being submitted along with a plat
of said tract herein described.
Dennia tL Wafker
Registered Professional Land Surveyor
State of Texas No. 2117 tai DE�iI-0 tl. WALKER C,,�
7233(8oimdary) c
Page 5 of 5
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