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HomeMy WebLinkAbout1985-05-02 / BZA1985-09A Brodsky1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 TRANSCRIPT OF PROCEEDINGS of the BOARD OF ZONING ADJUSTMENT of the CITY OF GRAPEVINE, TEXAS at the COUNCIL CHAMBERS - 413 MAIN STREET GRAPEVINE, TEXAS MAY 2, 1985 - 6:00 p.m. In re: CLAIM OF VESTED RIGHTS by MR. FREDERICK BRODSKY ow — DAVID CHANCE - CERTIFIED SHORTHAND RFPORTRR 618 COPPER RIDGE - RICHARDSON, TEXAS 75080 214-234-0110 or 231-9723 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 2 P R E S E N T Board of Zoning Adjustment: Mr.. Doug Lamb, Chairman Mr. Gary Tischler Mr. Ron Troy Mr. Bill Waldrip City Staff: Ms. Joy Carroll, Planning and Zoning Administrator Mr. Tommy Hardy, Director of Community Development Ms. Adrienne Leonard, Assistant City Attorney s^fir. John Boyle, City Attorney Also Present: Mr. Arthur Anderson Geary, Stahl & Spencer Counsel to the Applicant Mr. Fred Brodsky, Applicant 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 3 MR. LAMB: Under old business, Board of Zoning Adjustments to consider application BZA 85-09 submitted by Mr. Fred Brodsky relative to waiving Section 69-L, vested rights, which reads as follows, any person, firm or corporation claiming a vested right to commence and complete a specific proposed development who does not file an application for a determination under this Section 69 within six months of the effective date of an amendatory ordinance .rezoning his property so as to prohibit his proposed development shall be deemed to have waived his right to seek such a determination. Mr. Brodsky, you are here. Would you, or your attorney, like to start off? MR. BRODSKY: Basically we have been -- MR. LAMB: Excuse me, would you step around here? We have a Court Reporter here and it would make it a little easier if you would come over here to this podium so it would make it easier for him to hear you and to make notes. MR. BRODSKY: Sure. The request was made, primarily, because we were not aware of the six month limitation, but, too, and I think more importantly, we have been in constant negotiations and discussions with the city at all levels to 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 4 attempt to work out resolutions to a. variety of situations affecting the 131 acres that I own. At the time we were going through these negotiations it was our hope that we could have these finalized. These were going on throughout the six month period. As we got further into it it became more complicated because of the utilities situations and because of the 2499 proposed right-of-way, it was actually at the suggestion of the City of Grapevine that we made application under vested rights, and at the time we took that out we were not aware of the vested rights provisions and made our application and only found out subsequently that we had exceeded the time limit. So, I am respectfully requesting that this be waived so that we can then be enabled to go ahead and proceed with the vested rights procedure. MR. LAMB: When exactly did the city suggest to you that you file under your vested rights? MR. BRODSKY: I would say that it was about three weeks prior to the actual application. As a. matter of fact, I waited for that meeting in which the Mayor would be involved and the City Manager was involved and the Director of Public Works and Dr. Wilkerson who is also in attendance who was at 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 5 that meeting, I waited and picked up the application that afternoon and submitted it promptly, as far as the procedure was concerned. MR. LAMB: Tommy, do you have a date on that meeting? MR. HARDY: No, sir, but I can recall the meeting I was in attendance at that meeting. I'm sure that those there didn't realize the deadline clause in the ordinance. It never came up for discussion in the body of the ordinance. The case was filed soon after that. MR. TROY: Prior to that meeting was there discussion concerning the vested rights issue or the ordinance? MR. BRODSKY: No, sir, not as far as vested rights were concerned. Again, we were proceeding under the ordinance and, as a matter of fast, at the request, again of the city, I was asked to draft a different zoning ordinance for my property and the Rosewood property because we were jointly trying to resolve differences because of the new zoning laws and we did that and submitted it to the city and that was then under review. If I remember correctly, and Tommy if you remember the dates you can correct me, we submitted 1 2 3 4 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 I that around August of last year. MR. HARDY: Uh-huh. MR. BRODSKY: It took somewhere until the latter part of the year, about two or three months until we received comments back from the reviewing parties, Tony Wiles and the city staff, and that was the bulk of the delay during the period of time. We prepared the ordinance after discussions with different elements of the city staff and in accordance with what we thought. at the time was the intent of the city staff as far as that property was concerned. This was done, again, very timely. The delay really occurred because the review process of the ordinance that was prepared, and I don't remember the exact date that we got. the comments back, but it was somewhere in the area of two or three months after we submitted the zoning ordinance. MR. LAMB: Tommy, I ask again, is that delay of two or three months, we're trying to determine actual factual issues here, the delay of two or three months, did it in fact occur after the ordinance was submitted for review, as far as you can tell? I'm asking you as a representative of the city staff, do you have a recollection in that area? MR. HARDY: John, were you at that meeting? 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 MR. BOYLE: No. MR. HARDY: First of all, let me kind of dive you the status of all that has occurred with Mr. Brodsky's case, all that. I can recall. During the rezoning process his tract was reheard. again, as were some thirty -odd tracts were at the request of property owners, and I think even the city readvertised some because of problems encountered in the public hearings. The best that I can recall, the comments to Mr. Brodsky on redrafting another ordinance, and I believe that Tony Wiles was the one that made the suggestion that the tract was big enough that possibly it needed an ordinance of its own, and that's where the ordinance that you submitted, not the ordinance, but. the requirements, that you submitted evolved from, and Mr. Wiles reviewed those things and he wasn't in favor of what was written at all and neither was Planning & Zoning, to the best of my recollection. After we met with Mr. Brodsky some months ago it was very soon after that he came and filed his case. As a matter of fact, if I remember correctly, within a week or two weeks. MR. BRODSKY: That's right. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 I MR. HARDY: He took an application with him and was back very quickly after the last meeting we had with him, Mr. Hancock, and I think the Mayor sat in on part of it. MR. BRODSKY: Yes, sir. MR. LAMB: Do you have something? MR. ANDERSON: Yes, we have the date that it was returned from Tony Wiles as November 6th and the date of submission being July 2nd. MR. TISCHLER: The date of submission of the ordinance? MR. ANDERSON: Yes, to Tony Wiles. MR. BRODSKY: It was four months, three -and -a - half months, even longer than I thought. MR. TISCHLER: Would you repeat the dates? MR. HARDY: The date of the memo, the memo is date stamped November 6th, 1584, but there is not. a date on the memo from Mr. Wiles. MS. CARROLL: That date is the date it was received in our office. MR. TROY: November 6th? MS. CARROLL: Correct. MR. HARDY: So I .really don't know what the date of the memo was. What was the date that I sent it, Tommy? 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 MR. HARDY: July 2nd. MR. TROY: Who is Tony Wiles? MR. HARDY: He is the professional planner that the city hired from Rustin, Virginia. He is the one that helped us all through the rezoning process and is still a consultant to us. MR. BOYLE: Mr. Chairman, I would like to suggest to Mr. Hardy that the record clearly reflects the date that the ordinance was passed zoning the subject property and the ordinance number and a certified copy of the ordinance. Then, the record reflects the date the application was filed under Section 69 relative to vested rights in the zoning ordinance. Then, I was just a little confused about the amendatory ordinance. I think it just needs to be clear as to what that was in relation to, was that in relation to some.discussions where there were some discussions with the city about the possibility of amendment to the existing ordinance that actually zoned their property, just so the record clearly reflects actually what each of these are. MR. LAMB: Okay, we can do that. Do you have a copy of the ordinance? MS. CARROLL,: Yes, a certified copy of the 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 10 ordinance will be entered into the record, and the date of that ordinance zoning this property was June 7, 1984, and I have the application. MR. BOYLE: The number? MS. CARROLL: The number of the ordinance is 84-31, and the date that he submitted the applica- tion for vested rights, the vested rights case, is February 6th, 1985. 1 mean -- yes, sir, February 6th. MR,, LAMB: Now, the two pieces of paper that you have in front of you are? MR. HARDY: I guess that basically what Mr. Boyle wants into the record is that before the zoning the property is Il, light. industrial? MS. CARROLL: Correct. MR. HARDY: And the city rezoned the tract to HCO, Hotel Corporate Office, and the submission by Mr. Brodsky, there was never a classification put on that. It was just -- to the best. of my recollec- tion, and correct me, Mr. Brodsky, if I am wrong, it was a new ordinance that was drafted up with various requirements that differed tremendously from the HCO ordinance adopted. MR. BOYLE: This is a matter of discussion, a proposal by Mr. Brodsky in information that was 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 submitted under date of November of 1984, is that correct, a proposed, either amendments to the HCO, or -- MR. HARDY: No, sir. MR. BOYLE: -- a new category? MR. HARDY: A new category. MR. BOYLE: And then a possibility of their property being zoned under the new category, is that just about -- MR. BRODSKY: Yes, sir. It was suggested to us that. it would be more appropriate because of the location of the property and the combination of both Rosewoods property and mine being a. critical mass of about 262 or 263 acres, that it would be appropriate that consideration of a different classification be given to that location because it was proximate to the airport. As a matter of fact, the ordinance that we proposed was entitled AMU, which was Airport Mixed Use, to reflect a. different character from a downtown character of the city itself_. So, I might point out that we were rezoned in June, June 7th, and I submitted my modification, proposed modificatia less than thirty days after we were rezoned. Then, it. took four months for Tony Wiles to come back with I 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 12 his comments. So, during the time frame that we would have ordinarily come back with another alterna- tive, we were in discussions with the city to try to work out the differences, the bulk of that time being taken up by a review process of what we had in fact submitted, again, at the suggestion of the city. I might also ad.d, if I may, just for some background, that we have been working with the City of Grapevine for in excess of three years in order to accomplish something that is mutually beneficial and satisfactory, as far as my property is concerned. I have owned the property for one month less than five years. So, this is not something that is very new or that I am trying to accomplish in a very short period of time. We have been working with the city and have had meetings at all levels with the city for over a three year period of time in order to get something that you are comfortable with and that we are too, and that was just a continuation of this entire process. MR. HARDY: One point I want to bring out. To my knowledge, there was no city input, no city staff input, into your proposed zoning district, that I can recall. It was drafted by your staff. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 13 MR. BRODSKY: Not directly, that's right. The people who drafted that however, Tommy, were the HOK planning group, which in fact had done a sixteen month feasibility study for us on the property and during that study had certainly discussed at length with city staff a variety of alternatives as far as planning the property was concerned. You are right, there was no direct input into that., that was done, really, by my own people, but those people had been part of the planning process over a fifteen or sixteen month period of time, during which they had received the input of the city staff. But there was no direct input into the creation of that, other than the meetinq where we had certain general guidelines laid out, that's right. MR. WALDRIP: Mr. Br.odsk_v, I think that you stated that in this meeting that you had with the city that the city was the one that suggested to you that you file for vested rights. I'm interested in knowing some background about why it was suggested and, you know, where did that basis come from? MR. BRODSKY: Perhaps Dr. Wilkerson might be able to answer that a little bit better than I can, but I will do the best that I can. There is, 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 14 certainly in the process that the City of Grapevine has gone through rezoning your entire community, a lot of different opinions, I would say, on the best way to proceed in different areas. We were having some very philosophical discus- sions in terms of the fact that there is no residential property around this property at all, the fact that the transportaion infrastructure is highly developed with the extension of 635 and of 114 and with the development of 121 and with some long range plans .for Anderson -Gibson Road, or Thweatt Road, in addition. The idea was to create a viable commercial area which would be of benefit to the City of Grapevine from a tax base point of view which wouldn't interfere with the interests of the home owners associations and home owners groups. That triggered, to my understanding and background, a lotof the rezoning that actually took place, but these properties are located out near the airport. and away from any residential areas, totally. There are none within, I don't know what the distance would be, but certainly a good ways, and it is buffered by the flood plain, the country club and by 121 on the eastern boundary. So, we found our. s 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 15 in these discussions dealing with a variety of alternatives because the zoning ordinance is more specific now than it was under the old zoning ordinance where light industrial Il was really a broad based category that would enable me to do almost anything with very few restrictions on the property. We were having difficulty sorting through all of the varieties and all of the alternatives and possibilities. So, in order to solve two problems which are very much linked together, perhaps, but in my mind they very much were at the time, how do we help 2499 proceed, which I felt was in everybody's interest and in the area's interest also, and not have the details of a particular zoning request which had tremendous possibilities in terms of variety associated with it as a stumbling block. If memory serves me right, after going through a lot of these discussions with Tony Wiles, Jim Hancock, Maytor Tate, it was Mayor Tate at that time who suggested that a way around this, in order to consider it at a different level, would be through the vested rights process. I felt that that was a very positive move to get us off of talking about. all of the many possibilities that 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 16 existed with two different philosophical interpre- tations and get on with us going ahead and then presenting to the city aplan, which we would have to come in for in any case at the time that we actually wanted to go ahead and develop the property, get off the detail, if you will, of AMU versus HCO, and then allow the studies to proceed as far. as 2499. That's my recollection of how this all evolved during the course of this one particular meeting. Tommy, is that -- MR. HARDY: That is exactly how I remember it, but there is only one point.. I don't recall a plan being required under Il Light Industrial requirement. MR. BRODSKY: Well, my recollection of part of our discussion was that we would in fact, you know, submit a master plan for the site because we were willing to put on certain restrictions as to the development of the site, again, that the city would be comfortable with. Again, my recollection is that we talked about a one-to-one coverage ratio in terms of the buildings themselves as being part and parcel of that. In other words, that 131 acres consists of about. 5.1 million square feet and we wanted the 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 17 right to build buildings, exclusive of parking, of just a one-to-one ratio and we would go ahead and present that to the city for their approval. Anyway, that is my recollection of how the whole thing came about. MR. TROY: What was the date of this, approximate date of this, meeting? MR. BRODSKY: It would have probably been three weeks prior to the submission of that, because it took us about three weeks to develop the ordinance itself. So, I would assume the latter part of June, right after the actual zoning ordinance was passed. MR. TROY: No. Referring to the meeting where Mayor Tate suggested that you filed under the vested rights. MR. BRODSKY: Yes, sir, I think it would have been, again, the latter part of June. MR. HARDY: It would have been, I know, no more than three weeks prior, closer than. one or two weeks. He was back very quickly with the zoning case. MR. TISCHLER: They are talking about, probably, January. This is from the November meeting. MR, BRODSKY: Unless I'm getting confused, we 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 18 submitted the AMU, or our proposed zoning ordinance, if I remember the date right., in July. So, it would have been about three weeks prior to that that this meeting took place at which time we talked about -- you're right, I am confused. It would have been about -- MR. HARDY: I can explain why such a long period of time elapsed from the time that he submitted his proposed zoning district until the time that Mr. Wiles came up with a. recommendation. During that time we were going through a lot of massive changes, a lot of work as far as tying up loose ends on zoning cases and what have you, amend- ments to districts that we had. P&Z said at that tim that it would be interested in looking at what Mr. Brodsky submitted but that they had other work that was going to take priority but it had to be done before they could get to that. They were satisfied with the HCO district but if he wanted to submit that they would look at it after they got through with everything else. It. wasn't that it sat on a desk, they just had a lot to do at that time. MR. TROY: But shortly after someone suggested to you that you file under vested rights, you filed 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 19 under vested rights? MR. BRODSKY: Yes, Sir. It was rather prompt. MR. TROY: It was Sometime in June? MR. BRODSKY: Yes. MR. TISCHLER: Prior to that time you were not aware of the six month requirement? MR. BRODSKY: No, Sir, we were not. MR. TISCHLER: If I remember correctly, you stated that at the time that the ordinance was originally passed, which was July -- June 7th, you received a certified letter or were given a. copy of the new ordinance at that time? MR. BRODSKY: I don't remember to be honest with you. I'm sure we did. MR. HARDY: I would be surprised if you did. MR. WALDRIP: But it was available for public review? MR. HARDY: Yes. We don't send out copies. MR. TISCHLER: I have the impression that it was sent out by a certified copy, or was sent out to the people. So, at that time you would have not known. about vested rights, unless somebody notified you about that? MR. BRODSKY: That's right, and the first time that I became aware of it was when it was suggested 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 to me at the meeting, because I had no prior knowledge of it. So, I plead ignorance, actually. MR. WALDRIP: I would like to hear Mr.Boyle's comments, counsel comments, about what type of precedent could be set by amending this six month requirement. MR. LAMB: Or, are we waiving it in this case? MR. BOYLE: Yes. I will address that and respond to it. I would like to point out that the basic ordinance that you are dealing with was amended I believe, in April of '84, wasn't it, Tommy? MR. HARDY: Yes, sir, I believe it was. MR. BOYLE: Keep in mind that when that was amended that was when the HCO category was cretaed, April of '84, and Section 69 relative to the determination of vested rights was created within. the same ordinance. So, when the city went to rezone the properties including Mr. Brodsky's under the amended ordinance, when the notices wentt out., they went out to Mr. Brodsky and every other owner in the city, it stated what the category was, and in order to apprise yourself of what that contained within the category i was necessary for you to review the basic ordinance as amended thatcontained the HCO. That same 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is is 17 18 19 20 21 22 23 24 25 21 ordinance contained the requirements relative to vested rights. So, from the standpoint. of not only just public, general public awareness, or being knowledge- able of something just as a matter of law because it was passed, when your property is zoned for a substantial period of time and is being rezoned to a particularized category, such as HCO, I would suggest that any previuos owner would review the ordinance for the opportunity to make any testimony or make any comments. Now, the ordinance itself, Section 69, one other point, it was mentioned concerning the specified plan, and Mr. Hardy is correct that the Ordinance Il does not require that. However, under Section 69 and the question on the substance of this matter that you will be required to address, reques- ted to address, is whether or not, one, is there a vest:�d right, and if you find a vested right you have the ability to authorize by an action of this Board the issuance of a building permit for a specific proposed development. That is out of Section 69. So, in order for you all to act under this, if you are going to grant positive relief, if you are going to so find, then it. would be necessary 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 22 for you to make a motion for the issuance of a building permit for a specified and specific proposed development so that you would have that in front. of you. That is the essence of it. Now, if you -- MR. WALDRIP: One other thing before you get. past that. Isn't there a specified time period that we can grant that, that building permit? MR. BOYLE: You would have the ability to place that into -- MR. WALDRIP: I was thinking that there was a time limit restriction under which that building per- mit would only be good for, a limited amount of time. MR. TISCHLER: That is not the problem tonight, though. MR. WALDRIP: I understand that. MR. BOYLE: I don't see that, I don't recall that in Section 69. Tommy, do you recall if there is any such provision? MR. HARDY: I think that there is in the Zoning Board of Adjustments if you look back into the jurisdiction. MR. BOYLE: That it would have to be exercised within? MR. HARDY: Yes, sir, yes, sir. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 23 MR. WALDRIP: Yes, sir. MR. TROY: Under Section K? MR. WALDRIP: That was what I was referring t. o . MR. BOYLE: Thank you. That's right, it would be necessary to commence within the one year period. MR. TROY: But that's it. MR. BOYLE: What? MR. TROY: That's it, it's open-ended. All you have to do is start, just start. MR. BOYLE: According to this. I believe that within your authority in making a decision on this you would have the ability, when it talks about specific proposed development, to put reasonable parameters in there, in addition to that. Concerning the question before you, it is my judgment that L, and I have reviewed this with Marlon Smith, special zoning counsel, and Mr. Wiles who has worked with the city on the whole rezoning process, that L essentially calls for you to make a decision based on the facts presented. If you make a decision that the applicant waived then this provision L would be applicable. Now, it is my judgment, and I would at least suggest that you have the ability to hear this, to hear all of the 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 24 evidence presented by the applicantand by the city staff and by any other interested party, and then withhold a final judgment on that decision until you have heard the whole case. At such time as you have heard the whole case then you can make a final decision on L, that portion of it, was there a waiver. The question here is not can you waive. I see nothing here, and I'm not prepared tonight to give you a legal opinion, but I cannot find anything in the ordinance that gives you any authority to waive, you the authority to waive the process, but you are sitting in a quasi judicial. position or capacity and you have the ability to make a decision on this just as you do on all of the balance of this information and all of the balance of these ,questions that are posed to you. It would be my suggestion and recommendation for you to consider, you wouldn't have to do it this way, but one way you could do it is and the way that I would recommend, and Mr. Smith agrees, that you do hear this out and you hear it in its entirety and then you reserve any findings or any final decision or opinion on this until you have heard the -- MR. LAMB: The facts of the case? MR. BOYLE: -- the facts of the case, and then 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 25 you essentially make one, as in a court of law, one judgment. In the one paragraph you address this question and in the other paragraph you find that there is or is not in your findings a vested right. Through this method, and assuming that for the sake of discussion, nothing more, not of a threaten- ing nature, assume that the party, the applicant, is dissatisfied with your decision, that goes directly into District Court and appeals all your decisions, which you all are aware of, goes directly into District Court. If it goes into District Court with a full development of all the facts you don't get it over there and then have them saying well, fine, but we disagree with your findings on L, or we find it invalid or unconstitutional and we remand it back to you to have a full hearing. All you have done there, in my opinion, is incorporate a potential lengthy delay. If you heard both aspects of it and then that is appealed in court then the Court can look at it and agree with you on L, assuming for a moment that you concluded that the applicant waived. If they didn't or they found it illegal and you went on to say, you wouldn't be in court if the city found a vested right., but assuming that they found no vested rights, you could go through and say that 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is is 17 18 19 20 21 22 23 24 25 0%. we have heard the case on the merits and we have concluded that there are no vested rights. Then you have the whole case there and it can be heard at the same time. So, that would be my recommendation. That. is not the only way you can do it, you. could do it the other way, just go forward and make a decision on this. I think that from a precedent standpoint, in response to your question, the Zoning Board of Adjustment case stands totally and completely on its own merits. Keep in mind that this is a method authorized under the law where a non elected, non legislative body makes decisions of essentially a nonlegislative character and this is why the authority is significant. The courts will look only and precisely at the facts before them. Whether you have made the right decision or the wrong decision on the last eight cases -- In other words, if you allowed him to go forward on this it is possible that if you allowed it to be heard and found no waiver this indicates that you waive but you found, for whatever reason, that. you exercised equitable powers like a court of law, but you found no waiver and even if the Court disagreed with you, for the next eight cases this 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 27 would cause you no legal problems. You will get it heard, it will be reargued to you, I can assure you that, but it doesn't constitute any legal precedent thatyou would be bound on. MR. WALDRIP: That was my question. MR. LAMB: Marlon had talked to us about carrying this along with the case, and if I under- stand that is the same thing, in fact on Sections L and K and J of the ordinance, as we go through the case, not to make a determination tonight and leave out. the rest of the fact circumstances. MR. BOYLE: That would be our recommendation, yes, sir. MR. ANDERSON: Chairman Lamb, could I follow up on what Mr. Boyle said? MR. LAMB: Surely. MR. ANDERSON: I agree with part of what he said and disagree with part of what he said, and I agree with John on the precedential value. I would also like to point out that that from my understanding the entire city was rezoned in June and there haven't been. any rezonings by the city on property since that time. There is one tract, Tommy, correct me if I am wrong, but there is still one tract to be rezoned by the city, and this is the 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 28 only vested rights application submitted to date. So, if any in the future come in I think it is going to be that much more difficult under the equity theory that many more months after the deadline to go ahead and refile. I disagree, we went through an extensive discussion at the public hearing in April regarding the putting of the horse before the cart. In other words, it seems kind of, not ludicrous, but it seems that a lot of legal fees and time have been spent by my clients, if you all agree with me, you know, a good faith investment backed expectation that. you would be able to develop under your zoning, but. however, irrega.rdl.ess of that, no matter how good your facts are if it is decided at this point, even though we have already had two public hearings, that the six month time period should not be waived therefore we are not going to allow you to have the type of projects that you are anticipating. I think that in terms of what has gone on beforehand, and we did address this before, Mr. Boyle has not contacted us about this particular line of reasoning at this point, but. we would really respectfully request that you all make a decision today, just for our own peace of mind, so we don't 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 29 have to keep worrying for another month. MR. LAMB: Mr. Boyle, any comment? MR. BOYLE: Well, in the capacity of City Attorney, that is our advice to you, that in your quasi judicial capacity that this is your proper procedure. He is not saying that it is not a proper legal procedure. He is just. saying that they had their druthers they would druther it be the other way. This was our recommendation to you and you do have those other alternatives. MR. WALDRTP: I think that another fact that. needs to be brought out along those lines is that in our last public hearing, you were here, Mr. Anderson, and I believe we asked a lot. of questions about the background of this that you were not familiar with. MR. ANDERSON: Yes, sir, that's correct. MR. WALDRIP: And, that was one of the reasons that we put it off until tonight so Mr. Brodsky could be here to provide us with that information. MR. ANDERSON: That's correct. MR. LAMB: Any further questions or discussion? MR. TISCHLER: Am I correct in saying that you are asking right now not for a determination on the six month filing period but a decision on the entire 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 30 case? MR. ANDERSON: No, sir, we haven't even started into that question yet. I didn't want to give that impression. No, sir, we would just like a decision on the six month period so we can know whether to proceed with our regular case according to the guidelines set forth in the ordinance. MR. BRODSKY: We are certainly willing and really looking forward to appearing on the 28th to make our case as to why we think we are vested because of everything that has gone on over a period of time. Obviously, because of the judicial nature of that hearing, it's a new process for everyone that is going to be an expensive presentation. I'm not sure that fairness enters into this because it is judicial in nature, butto get to the end of that and then have the Board to say, well, we agree that you have done sufficient work, Mr. Brodsky, and you have worked in good faith to develop this project. and you have spent a considerable amount of money to date, but we find, you know, you waived your six months. It was my understanding the last time that we agreed that we would address this point first, and then you would judge us on our merits, which I am more than happy to proceed with 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 31 because I think we have proceeded over a substan- tial period of time with the same project and invested a lot of money and time to get something that is very substantial to this point. MR. LAMB: I will entertain a motion at this time. MR. TISCHLER: I make the motion that we do grant the waiver of the time for filing of this vested rights case. MR. LAMB: I have a motion. Do I have a second? If I can get a second we will have further discussion before the motion is voted on.. MR. WALDRIP: I'll second. MR. LAMB: Apparently you have some reservations MR. TROY: This will enable us to hear the entire case for information and more insight into the situation as follows the city's suggestion. After we hear the entire case we can decide on the whole thing based on the facts. MR. LAMB: Do you not feel that there was enough information presented tonight to make a decision as to whether or notwithin a. reasonable period of time Mr_ Brodsky submitted his application or that he was basically not aware of the ordinance? MR. TROY: I think there was information 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 32 submitted and we know a lot more now than we did four weeks aao, but I still see merit in waiting to hear the entire case. MR. LAMB: Did you feel that there was sufficient evidence, or information, in this -- MR. WALDRIP: I think there was sufficient information, but I still think there is a major problem in going back to the intent of what the vested rights ordinance was. The six month period was put in there for a very specific reason, and that was that. if someone was involved in a specific planned development that the six months would be an abundant amount of time for them to file an application stating that they had vested rights. I think it was limited to six months intentionally. The fact that it was, you know, that it was even after the six month period, apparently very close to the end of it, when it was even suqqest.ed that this ordinance may apply and they -- I can't see that. the intent was there that they had the vested rights all along. MR. TROY: Sorry, I couldn't hear you. MR. WALDRIP: I can't. see that the intent that they felt like that the vested rights situation was applicable. I think the situation was that if 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 33 it was applicable it would have been caught early in the rezoning process and I don't think that. the six months process would have expired. MR. BRODSKY: Mr. Chairman, if I may? MR. LAMB: Sure. MR. BRODSKY: When we asked for copies of the zoning ordinance, Tommy, that ordinance was not all bound in a nice neat folder. It was still in. the process of being put together at that time. When we asked for the ordinance as it applied to us we only got a copy, and that's my mistake, and that is why I am here asking for an exception. We only got a copy of the actual HCO ordinance itself and not a total ordinance of everything that went along with it.. Had I received that it would have been a different story, but I just didn't. We got a copy only of the pages that applied particularly to the HCO ordinance. Had we known about it, and being a prudent businessman, and Mr. Boyle is absolutely correct, I would have taken as a precaution protective measures during these discussions to protect my vested rights interest from a timing point of view. You know, we're talking about a project. that has been going on a long period of time. obviously 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 34 if I had been aware of it, that's what I would have done, as a prudent businessman. In that sense, I agree with Mr. Boyle, but the copies that were given to us of the ordinance as it applied to my particular piece of property, we only received the HCO section itself. The timing was such that, I understand the requirement for the six months itself, but again I would just like to highlight that most of the bulk of that. six month period of time while this was going on, we were sort of in limbo, but on a continuing dialogue basis with the city in an attempt to resolve our situation. If I may ask Dr. Wilkerson who was a party to a lot of the discussions to comment, he may be able to provide you with some additional information that could help in your deliberations. MR. TISCHLER: I have felt since we have started this thing, I don't think there has been enough communication between the city staff and Mr. Brodsky, because there is some stuff that I didn't get until the last meeting, especially the one item which was the date that he purchased the property. That should have been submitted with the application originally. When I asked Tommy about it 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 35 I received it. 5o, it appears to me that there is a. communication problem between the city and Mr. Brod- sky, and to me it is a very important rase. I do not want this thing to die right here. I would like to see the whole thing. MR. LAMB: I would like to make a comment. since I haven't really and I intended to. In a sense of fairness, something you may not be aware of, Mr. Brodsky, but I will explain it to you. There are only four of us here this evening and. that constitutes a quorum. All four of us either have to vote for something or it doesn't fly. Three to one will not make it. I believe that is one of our circumstances. MR. HARDY: I think that is only on variances, is it not? MR. BOYLE: No, on anything. MR. LAMB: Anything before this Board, okay, it takes all four of us. There are two members that are absent. In a sense of fairness we would have a real problem in making a decision that, is adverse to the property owner when we don't have what. I feel constitutes a full membership circumstance. Point two, if I were standing in your shoes, 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 36 and that is where I am trying to put myself at this point, approaching these circumstances as a reason- able and prudent businessman I would have done something like filing the vested rights first and then proceeded to amend the ordinance and the like. That is, as a businessman with an interest in doing whatever I have to do to make my business work. In that regard I understand that with a lack of communications it would be very easy, with all the things that are going on involved with a zoning circumstance to have this circumstance overlooked. I was most interested in the fact that. you just mentioned that you only received the HCO versus a copy of the entire ordinance. Now, that doesn't remove the circumstance from when the fact that the ordinance was passed and made a part of public record. MR. BRODSKY: Accept tha.t., yes, I accept that. MR. LAMB: You know, it's there and ignorance is no defense in this circumstance. MR. BRODSKY: Sure. MR. LAMB: my own feeling is and I share the feelings here that I would like to see us proceed with the case. I would like to see us be able to set this aside at this point and say, let's get 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is is 17 18 19 20 21 22 23 24 25 37 on with it, and let's make a determination on the basis of fact on the situation involvinq the property itself. Now we are dealing with a piece of paper that was or was not filed within that time limit. I would like to get into the case. We have heard little bits and pieces of how we might adjudicate that circumstance from Mr. Boyle who has given us some rather valuable insight, and we have had that insight over the past two or three months. My personal feeling is that I would like to see this thing given a chance to be heard. I recognize that it is going to take time and cost money, but I think it will be in most instances time and money well spent from both sides of the fence, both from the city's standpoint, as well as from the developer's, and my recommendation is at this point, for you guys information, is to allow to waive the situation to allow them to proceed with the case. MR. ANDERSON: Mr. Chairman, if I may add just one quick point? MR. LAMB: Yes. MR. ANDERSON: one thing that is really important, I think, is that this ordinance is new. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 38 I mean, our firm does a lot of zoning all over the state, and I have never seen this type of ordinance. Mr. Brodsky does development around the metroplex in different areas and in terms of something to be kind of looking out for in something that should, you know, catch your eye, it's the first time I've ever seen this sort of thing done. Marlon Smith has even made representations that he has never seen it done in Texas, that it is an Illinois concept. So, in terms of, you know, unless you have heard through the grapevine or it was pointed out in a hearing or something like that, in that sense, it is something that is new and very unique. I can understand, putting myself in Mr. Brodsky's shoes until he had actually heard of it from a city official that the ordinance existed or even that there was a six month time period. MR. TROY: Mr. Brodsky, I believe that your attorney mentioned last time that you had. changed attorneys. MR. ANDERSON: We were just not involved. We have only been retained relatively recently. MR. BRODSKY: Until this became a judicial. process -- I don't usually use attorneys for zoning. I appear myself, and as a matter of fact, I did that 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is is 17 18 19 20 21 22 23 24 25 39 through this whole process with the City of Grape- vine in this particular case. When the vested rights thing became a very formal judicial process was the time that I retained the law firm to help me with it because I'm not an attorney, but normally I don't use attorneys for zoning cases, because I feel like I can make my case myself as I am the guy really doing the use of the property for a particular purpose. Mr. Chairman, would you be kind enough to let Dr. Wilkerson come forward? He had expressed an interest in doing that, and it may help with your understanding. MR. LAMB: One moment. Would you like to hear the testimony? MR. WALDRIP: Yes, I think that would be fine. MR. LAMB: Dr. Wilkerson, if you would stand I will swear you in. (Witness sworn.) DR. WILKERSON: If I may, let me give a little background on myself. I don't know many of you fellows, although I have lived here forty years. I came here in the latter part of 1946 and practiced here until 1971. This is not a recorder. This is a cardiac monitor. When I was your age, I 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 is 20 21 22 23 24 25 40 didn't think I had a heart. The information I'm going to give you is a little different. I'm not going to be dealing in dates and so forth. I'm just going to give you some background. I have attended most of the meet- ings Mr. Brodsky has had with the city, not in his interest, but in the interest of the same people you represent, the citizens here in town. In 1952, or shortly before then, the Corps of Engineers destroyed all of our roads north and south and replaced it with one over the dam which they would capriciously close to find out how mean we were, whether we were going to make them open it again. The city saw fit to repeatedly make them open it. back up. The merchants over here would suffer as a result of it, a great many other things would suffer, the kids going to school in North Texas, so forth and so on. So, my connection with the case started in about 1950 trying to see to it. that other govern- mental agencies didn't destroy our rights here as Grapevine citizens. Then, the connection with Mr. Brodsky and the reason that he was advised to file the vested rights request was because we were at an impasse with him. We started out., the City of 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 41 Grapevine applied for the road below Grapevine dam in November, probably of '82, and we were granted a five lane facility north and south. But, there was a catch to it, we had to provide the right-of-way Well, we had provided it over in Denton County and we had provided it over in Tarrant County and Tarrant County was to come up with the funds in case we got on high center and we discovered, the new commissioner discovered, that they had emptied the right-of-way fund and put it in the general fund and spent it. Although we have letters saying that they would take care of it, there is not any money. So, we had then to turn to the property owner and say, your agreement. to furnish the two hundred feet across your property and the connection to the highway, we're going to have to ask you to give it all., and so, he said, fine. Then, we proceeded along for months and months planning, and I might add, I can bring you a stack of engineering drawings and so forth about. three. foot thick that the city did not pay for. I did. You may wonder what I'm doing. Well, it's been a hobby of mine. I was permitted to survive this long and I can't take it with me. I'm going to try. I'm doing some of these things for my own benefit, 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 42 but also for my friends and thousands of ex -patients and so forth. Okay, we then got a tremendous kick in the head when the highway department decided that the interchange, they were going to pay for three sides of it, but the side that Grapevine was involved in in taking a north -south road off of there was not going to be funded through the normal highway fund. I don't know if you all are familiar, but Farm to Market Roads, you have to supply all of the right-of- way to the highway department. You are not permitted to get any federal matching funds and you are not permitted to have any state matching funds, they will only pour the concrete. So, we said, okay, fine, and we went to Mr. Brodsky again and said, Fred, we need sixteen or seventeen more acres, I have forgotten the exact number, and he jumped up and down and did fourteen handsprings and finally said, all right, all right, let's get on with it. Then, we had the hearing out here. Some of you may have attended, the highway department at the concourse and several of us again did, or paid, for the engineering to have that done and they, as a matter of fact, used our maps, the highway department did. This facilitates and speeds it up. If you 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 43 don't it goes on endlessly. Okay, the next thing that occurred, the highway department figured out. that they really hadn't gotten enough land. Now, Fred was being asked to give out of a total of -- MR. BRODSKY: One hundred thirty acres. DR. WILKERSON: Out of one hundred thirty acres he was being asked to give about thirty-six of it.. He has got frontage out there on 121 and he doesn't really, I keep telling him that he needs it and it should be done, but engineering -wise he has a state highway so he really doesn't abso- lutely need this road. Now, Grapevine and the two adjacent counties here need that road. We need it. far more than he does. He has been very cooperative, and when they came back for that last bite, I would say January or February, three or four months ago, then we were making a proposition to a man for some more, we needed more, and yet we had taken or changed, not taken, we had changed his zoning up so that his original engineering designs and everything were no longer valid and his entire project was going to have to be shuffled. and shifted to fit on the land. The citizens of Grapevine here need a road that 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 44 cannot be produced unless we can persuade Fred to walk a few extra miles that he normally had not. walked. He met, you know there is another room at the end of that door there, and I don't know how many times we were in there trying to work out and try to get some additional land from him, not only him but from various others that owned property down there. They would not accept any alignment except. through Fred's property. I tried to shuffle it. We stood on our hands and jumped up and down and so forth trying to work out some other way to position that road to go across the thing north. Now, I don't want to keep you all here all night, but. starting in the morning and until when- ever I will start bringing you stacks of maps and drawings and aerial photos showing that indeed we tried to put it some other place besides across him. It wasn't possible unless we wanted to dig up millions of dollars to compensate the people on beyond Fred who had agreed to this alignment. So, I realize that this is a tangent from your discussion here, but a lot of times I have served on the other side of the bench and a lot of times we hear a bunch of cold facts and numbers and we 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 4.5 forget that what we are really sitting up there for is to try, as best we can, to serve the interests of the residents of the town in which we live. If you will give me a sufficient amount of time I don't think there is any question that I can convince you that we are fortunate to have somebody that would keep yielding, because I have worked on roads out of Grapevine all my life and it is sometimes an extremely difficult position because some people won't give you the time to die, and they won't give you land at all. And he has, you know, given and given. I think that he has demonstrated that he has the best interest of this community in mind. You go down to Safeway after we are through and get ahold of the manager and ask him what it cost him this last time that the dam was closed, and in turn it costs the community in sales taxes and so forth. We simply cannot. -- the traffic is getting greater and greater and greater around here on every opportunity we have to deal with the highway depart- ment. The city gave the highway department their guarantee that they were going to do this. We based that guarantee on the county's guarantee that. they were going to pay for it, and we have the letter in the file, but, you know, we are now at a deadend. If 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 46 anybody can show me how to solve the road problem I'll shake hands with Mr. Brodsky. I don't need him any more. But, we have diligently, night after nigh and spending hundreds of our own dollars, our own money, people that you never see up here, we aet together and back some of these things. None of us have any property along the route, but we earnestly hope that you can figure out. a way to satisfy Brodsky so that he will then satisfy the requirement of the town. Thank you, sir. MR. LAMB: Thank you, Doctor. MR. BRODSKY: Mr. Chairman, in summary, from my point of view, if I might, had I filed my vested rights application on a timely basis during the six month period then we would be where I am suggesting that we really should be and that is to hear the case on the merits. All I'm asking for, respectfully, this evening is the right to go into that hearing which is being done under the auspices of the rules and regulations prepared by the Council for the City of Grapevine without an additional point hanging over our heads as to whether in fact I have or have not waived my rights under the six months or not. I think that I have shown by the testimony and 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 47 by the facts that during that six month period of time that there were other things going on and we were trying to accomplish somewhat the same thing. I didn't follow the rules and I didn't follow the procedure, I didn't file within the six months, I didn't know about it. I don't have an excuse, but I wasn't aware of it and otherwise I would have done it. I'm asking for your approval to have me go into that hearing on the 28th with a non -waiver of my six months liability so that we can go ahead and hear the merits of the case as to whether I am vested or not in my project. MR. LAMB: we have a motion on the floor to allow the case to proceed. Is there any further. discussion? To make sure we understand what we are doing, Mr. Brodsky is asking under Section L, where it is determined because of a late filing that he is deemed to have waived his rights to seek a determination, that we waive that section in this case and in this case only. MR. TROY: Can we make that decision? MR. LAMB: That is correct. I will call for a vote at this time in that there appears there is no further discussion. All in favor of this motion raise your right hand. Opposed. The motion carries.' 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 We'll see you on the 28th. MR. BRODSKY: Thank you, very much, gentlemen. MR. HARDY: I want a clarification of the motion. The motion is to waive that section? MR. LAMB: In this case to allow him to make a presentation. Is there a problem? MR. HARDY: I just want to make it clear that you have not done as recommended by the attorney. MR. LAMB: That is correct. MR. HARDY: You have waived the section entirely, was that your motion? MR. TISCHLER: That's right. What the attorney mentioned to us at the last meeting was that we have to waive the six months filing .requirement and then we could hear the case. We could not hear the case unless we waived the six month requirement. period. MR. HARDY: No, that's not what -- MR. LAMB: Then, tonight John said we could carry it with the case. MS. LEONARD: That's what Marlon Smith said last time also, that you could carry it with the case. MR. LAMB: It was my understanding that we could carry it with it., if we so desired. MS. LEONARD: Right. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 49 MR. HARDY: Is that the way the motion was? MR. TISCHLER: That's what I meant to say. MR. LAMB: Whoa. MR. TISCHLER: My understanding of what Marlon Smith said was that we couldn't do anything unless we waived the six month requirement, and then he said, if I remember correctly, that once we waived the six month filing requirement, then we could hear the case in its entirety and make the determination as to whether or not he had the vested rights. Am I correct in this? MS. LEONARD: We would have to go back and look and see what he said, but my recollection is that he said we could carry this decision on the waiver with the case, meaning that you could carry the waiver issue and not make a decision on it, but go forward and hear the case, the merits of the case, and then make a decision on the entire matter. If you decide that they had waived then you would not need to go forward and make a decision on the vested rights because they wouldn't have a right to have that determination made. MR. TISCHLER: Boy, am I confused now. MR. HARDY: That is exactly as I recall what Mr. Boyle was recommending. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 MR. TROY: He was recommending tabling -- MR. LAMB: He recommended carrying it with the case. MR. HARDY: Riqht, and that is not what I was hearing with the motion. MR. TISCHLER: I am really confused. As I understood, we couldn't even hear the case unless the six month filing requirement was waived. MR. HARDY: No, I don't recall that. Mr. Smith, as Adrienne said, he said it was to the advantage of the city to carry that section and make the final. determination after you had heard all the testimony as far as the facts. MS. LEONARD: I think that what he said was that. you couldn't make a decision on the vested rights unless you made the determination he had not waived his rights. MR. LAMB: What we were doing tonight was making a determination that he had not waived his rights. That was the whole purpose to this situation tonight. MR. TISCHLER: If he has not waived his rights then -- MR. LAMB: We go ahead. MR. TISCHLER: Then we go ahead. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 51 MR. LAMB: Fie has not waived his rights, that's what we just decided. We now ao ahead with the case. MR. TROY: Is that clear? MR. HARDY: Then -- MR. LAMB: Then we proceed with the case. MR. HARDY: What you're doing is you are setting it aside. MR. LAMB: For this case. That's why Bill asked for the precedent side of this case, is there a precedent being set if we do this now, if we have other cases and everybody says, well, wait a minute now, you did this for them. That's why he asked that question. MR. HARDY: Okay, I think that. Adrienne needs to clarify this, I want you to be aware that you are going against the recommendation of the City Attorney. MR. LAMB: We understand that. I don't think there's any question. We discussed it. In that case, I believe we are finished with that particular business. We can have discussion after the meeting if there is anything else. MS. LEONARD: I will clarify that our recommen-- ation is that you just carry this decision forward. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 52 We were not making a recommendation as to how you should decide. MR. LAMB: I think that we all understand that. On the 28th here, the hearing is set here for the 28th of this month at 7:00 o'clock. MS. CARROLL: 7:30, I believe. MR. LAMB: 7:30? Let's make sure we have the right time. MR. TISCHLER: 7:30. MS. CARROLL: 7:30. MR. LAMB: 7:30. Thank you, Mr. Brodsky. MR. BRODSKY: Thank you. (Proceedings ended.) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 53 STATE OF TEXAS X X COUNTY OF TARRANT X This is to certify that I, David Chance, reported in shorthand the proceedings had at the time and place set forth in the caption hereof, and that the above and foregoing 52 pages contain a full, true and correct transcript of said proceedings. Given under my hand and seal of office on this the day of A.D., 1985. David Chance, Certified Shorthand Reporter in and for the State of Texas, #1006. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 TRANSCRIPT OF PROCEEDINGS of the BOARD OF ZONING ADJUSTMENT of the CITY OF GRAPEVINE, TEXAS at the COUNCIL CHAMBERS - 413 MAIN STREET GRAPEVINE, TEXAS MARCH 28, 1985 - 7:30 p.m. In re: CLAIM OF VESTED RIGHTS by MR. FREDERICK BRODSKY DAVID CHANCE - CERTIFIED SHORTHAND REPORTER 618 COPPER RIDGE - RICHARDSON, TEXAS 75080 214-234-0110 or 231-9723 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 P R E S E N T Board of Zoning Adjustment: Mr. Doug Lamb, Chairman Mr. Glenn Deavers Mr. Gerald Thompson Mr. Gary Tischler Mr. Ron Troy Mr. Bill Waldrip City Staff: Ms. Joy Carroll, Planning and Zoning Administrator Mr. Tommy Hardy, Director of Community Development Ms. Adrienne Leonard, Assistant City Attorney Mr. Marlon Smith, Consultant to the City Mr. Arthur Anderson Geary, Stahl & Spencer Counsel to the Applicant Mr. Fred Brodsky, Applicant 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 MR. LAMB: I would like to call to order this special meeting of the Board of Zoning Adjustments on Thursday, March 28, 1985 in the council chambers at 413 Main Street. For all of those who are here to speak either for or against any of the business of the Board tonight I will request that you rise and let us know who you are and then we will swear you in. MR. ANDERSON: My name is Art Anderson with Geary, Stahl & Spencer. I represent the Applicant, Fred Brodsky. (Witness sworn.) MR. LAMB: Under new business, Board of Zoning Adjustment to consider waiving Section 69-L, vested rights, which reads as follows: Any person, firm or corporation claiming a vested right to commence and complete a specific proposed development who does not file an application for a determination under this Section 69 within six months of the effective date of an amendatory ordinance rezoning his property so as to prohibit his proposed development shall be deemed to have waived his right to seek such a determination. Is there any discussion with regards to this? MR. HARDY: It was felt like we needed to put 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 I this on the agenda for you all to take action. This was a requirement set out in Section 69 and we have spoken to the attorneys and they feel like you have a right to waive this section and hear this case. MR. LAMB: Is this waiver meant to be for this specific case and only this case, or -- MR. HARDY: -- or, any case that might. request i t . MR, LAMB: In other words, we would do this on a ca.se-by-case basis, is that right? MR. HARDY: If it is past the six months, yes. It was in December. MS. CARROLL: December 6th or 7t.h. MR. LAMB: Any questions from any members of the Board? MR. DEAVERS: if we waive this it would be forever, right? MR. HARDY: Just for this case. MR. LAMB: I will consider a. motion to waive this section. MR. WALDRIP: I would like a little further discussion. I would also like to hear any input from the Applicant's attorney as to why that within the six month period they did not get. the applica- tion filed. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 MR. LAMB: Sir? MR. ANDERSON: You want me to take the podium? MR. LAMB: It's not necessary. We can hear you pretty well. MR. ANDERSON: We were hired by Mr. Brodsky recently, approximately a. month or six weeks ago, and from my conversations with him it is my understanding that he was unaware of the Section 69 six month requirement, and therefore when he did find out about it he filed his application as soon as he could. It was approximately a month late, from what I understand. The zoning ordinance was enacted the first month of July and he filed the first week of February. So, it was approximately about a week, I mean, about a month after the six month time period elapsed. That is the only justification I can give you. MR. WALDRIP: Tommy, did you come up with a date? MR. HARDY: It was the first part of December. MR. WALDRIP: When the application was filed? MR. HARDY: Oh, when the application was filed, no. It was February 6th. MR. ANDERSON: It's my understanding that the ordinance was July 7th, when the ordinance was 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 I passed. MS. CARROLL: June 7th. MR. ANDERSON: Oh, June 7th. So, I stand corrected. It would be approximately two months then. Also, I would like to point out that there were negotiations going on for a period of time trying to either revise the current HCO ordinance that was imposed upon the property or to devise a new set of standards or a new ordinance, and that process was going on. We were not involved in that, but it is my understanding, and Tommy may be able to elaborate, but that process was going on during the fall. I'm not saying that that means that the six month period doesn't apply, but there is some consideration in there, I think. MR. LAMB: Tommy, can you shed any light on that? MR. HARDY: As Mr. Anderson was saying, there was some ongoing work on changing of the various ordinances. None of those changes had gone into effect and we hadn't even had public hearings on some of the changes to the HCO district. As far as impacting his property, I don't know that they are going to do that much. The basic changes are in 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Sharon, can you -- the HCO changes, I can't remember right off the top of my head what they all are, some of the principal differences. MR. LAMB: Excuse me, I think we better regress and swear Sharon in. (Witness sworn.) MR. HARDY: The HCO uses, there is not anything that I can recall as far as regulations in the district, is that correct? MS. SPENCER: That is my recollection as well. MR. HARDY: None of the height restrictions have changed, have they? MS. SPENCER: Not at all, nor do I anticipate that they would. MR. HARDY: Mr. Brodsky did submit some proposed changes to our planner and our planner did not recommend that we do what he proposed and I don't think that the P&Z accepted the changes he proposed either. MR. DEAVERS: But the statement that he was negotiating during that period of time is true? MR. HARDY: Yes, sir, I would say. MR. WALDRIP: He did have contact with the city during this period of time? MR. HARDY: Yes, sir. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 MR. LAMB: Any other questions? Thank you, Sharon. MR. TISCHLER: I'm curious to know why this six month period wasn't brought up at the negotia- tions with the City. MR. HARDY: Well, we never knew that he was going to file under the vested rights. It was never brought up. I didn't even know he was going to consider that until he brought in the application. I think it was just an avenue of appeal as everything else had failed so far. MR. LAMB: Any other questions or comments for Mr. Anderson? MR. WALDRIP: I think what we have to keep in mind here is that we have a situtaion where it is my understanding that it was the council's intention in putting this vested rights section in the ordinance was to allow a provision for people who were in the process of doing a development who got caught in the moratorium who would have an avenue of appeal, you know, for a specific case that was going on. I think a waiver of this section could be a precedent that could allow us to open up a lot of other reviewing of a lot of other decisions made as a part of the master plan. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 I I see this as very hard if we are going to grant, you know, one exception to the six month requirement as to why we are not going to grant another one. Apparently, the City didn't delay him in any way, as far as filing the application. I can't see where there was any hardship created that prevented him from doing this. I think that that six month period was enacted for a very special reason. That wasn't something that was real random as far as the way it was come up with. MR. ANDERSON: Could I speak to that, Mr. Chairman? MR. LAMB: Sure. MR. ANDERSON: I think Mr. Waldr.ip has a very valid concern, that is, that you don't want people just to wait and wait and wait and then try to get. in under the old ordinance. I think that in this case it is a little bit different. We were not retained by Mr. Brodsky last summer when they went through the process of rezoning the property. It is my understanding that at the council meeting there were representations made and requests made that the Applicant and the city staff get together to see if there might be a, way to work out a compromise to work on a different 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 ordinance. That process has taken place all the way up to approximately three weeks ago with Mr. Wiles when he drafted his memorandum critiquing, or making comments, upon the revisions that Mr. Brodsky had suggested at that point. So, in that. case, I think we have a little bit different twist in terms that the Applicant has been trying to work with the City through this and that has just not worked up to this point, trying to make an alterna- tive route. In addition, I think that the deviation from the timetable is fairly short, in terms of being a two month time period, and I think also that the Board of Adjustment, as you very well know, decides each case on its own merits and it is not, you know, one case is not a precedent for another one. MR. LAMB: Marlon, do you have any comments in. this area based upon your recollection of the negotiations? MR. SMITH: Yes, Mr. Chairman, I have some comments, or some counsel., not so much based upon any recollection that I have from discussions that were had with Mr. Brodsky and his agents. First of all, and as I suspectall the members of the Board know, everyone is charged with 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 11 knowledge of the law and the ordinances and it is not a defense to say that you did not know the law. That is a bit strict and perhaps a bit technical under these circumstances, but that is the legal principle that is involved here. Secondly, if I may sound like a lawyer for a moment, what you have before you this evening in the way of representa- tions from Mr. Anderson, while he undoubtably makes them in good faith, would not be received as evidence in a court of law because they are his impressions of what his client believes or what might have been said to his client. That suggests to me the possibility of a sort of halfway house here. There may indeed be circumstances that would make it equitable for this Board to decide that in this instance that the facts and circumstances merit waiving that six month requirement, but it does seem to me, that for you to do that that you would need better and more persuasive evidence than that which you have before you this evening, and one thing that you could do is to take this request with the case and after you had heard all of the evidence, and in light of that evidence and in light of what the principals themselves say 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 12 that they believe and said, you could make your decision then as to whether or not it is equitable to waive the requirement in this particular instance MR. DEAVERS: It isn't. imperative then that. we act on waiving this section then at this time? MR. SMITH: In my opinion., it is not, particu- larly in light of the fact that you have a written request for a continuance in front of you. MR. LAMB: Okay, in this case a motion to table this particular section to a future day would be appropriate I'm going to -- I'm asking more than -- would it be appropriate to table this piece of business until later? MR. SMITH: My suggestion would be, Mr. Chairman, if I may be so bold, would be that the motion to take the request for this waiver of this section with the case. MR. LAMB: Okay. Are there any questions from the Board members? MR. TISCHLER: Tommy, looking ahead on the April 4th agenda, you've got it on the agenda again. MR. HARDY: I'm sorry, I don't have that. agenda. MR. LAMB: I observed that too, and I have a 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 2S 13 similar question. MS. CARROLL: That is a worksheet agenda, but I wanted to get the subject matter to them, just in case we do -- MR. LAMB: Yes, that's fine. MS. CARROLL: -- for the decision of the Board. MR. LAMB: Bill, do you want -- MR. WALDRIP: I think I have another question for Marlon. Is it possible for us just to table the waiving of this requirement until a later date so that we can hear whatever evidence they have to provide as to, you know, why the six month period, you know, the application was not submitted within the six months period? MR. SMITH: That really comes to the same thing. My suggestion would be that if you want to do that let the motion be to postpone considera- tion of this issue to a date certain, that date certain being contingent upon what you do with respect to this continuance. The only reason I suggest that you do that is that a motion to table is not debatable and a motion to postpone to a date certain is. MR. TROY: Does that mean that we would hear the case and then decide upon the motion to waive 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 14 the -- MR. SMITH: That is correct, and one of the things that you will be looking for evidence on in the course of the case are those circumstances which the Applicant thinks that makes it applicable to waive the requirement in this instance. MR. LAMB: That would be part of the evidence? MR. SMITH: That would be part of the evidence. Really, what I'm saying, gentlemen, if there are equitable circumstances here you have a right to hear it from the person that was directly involved. MR. LAMB: I have one more question, Marlon. You said, to a date certain. Does that require us to provide a date certain at this point in time for all these circumstances? We haven't moved forward into the continuance or anything. MR. SMITH: I know. MR. HARDY: It will have to be a date certain. MR. SMITH: It gets a little complicated, because you have this other question before you as to whether or not you will continue, the request for a continuance. That is why I suggested that you take the request and consider it with the case, because then it will go right along with whatever you do with the case. That is why I made 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 15 the suggestion in that form originally. I suggested that you entertain a motion to take the request for a waiver and consider it with the case and then it will ride right with it. MR. LAMB: Well, somebody? I direct the question to you because you raised the question in the first place. MR. WALDRIP: It's questioning the merits of the whole case before you decide on the first part of it. MR. LAMB: He has pointed out, I think properly that we are hearing circumstances that need to be determined in fact. MR. WALDRIP: I agree. MR. LAMB: Personally, I would like to hear the facts rather than dismiss it offhand, a way of saying that, rather than dismiss offhand I would rather hear the evidence and determine what the facts and circumstances are as opposed to saying, you know, it's not there by reason of the wording of the ordinance. So, I personally would like to see the circumstances as Marlon has described by taking the request with the case. At anytime during the proceedings of the case, if I understand the 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 16 procedures correctly, if we determine that there is not sufficient evidence or circumstances we can call it off right at that time. That's my understanding of the procedures, because if at any point in time we determine that the waiver is not in the best interest of the proceedings we can call it off. Do I have the -- MR. SMITH: Mr. Chairman? MR. LAMB: Yes. MR. SMITH: I think that the sense of what I was suggesting to you was that you would hear all of the evidence and then you would decide both questions at the same time, the waiver, and the request for the vested rights determination. I would not advise -- MR. LAMB: Then I misunderstood. MR. SMITH: I would not advise that you say, I've heard enough and we're going to stop this right here. MR. LAMB: In that case, I would still like to hear the evidence. MR. TROY: Hearing the evidence would indicate the merits of either granting or denying the waiver. MR. LAMB: Yes, hear it all. MR. TISCHLER: How long do we let this thing 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 17 drag out, is the question? MR. WALDRIP: I'm still not convinced that the two things aren't something totally separate and that one doesn't have any effect on the other. MR. THOMPSON: These changes are new and everybody hasn't become familiar with them yet. I think that the guy has a right to present his case. MR. WALDRIP: I do too, but I would, you know, like to hear why during the six month period if he was having discussions with the City what was going on during that time. Like you said, hear the evidence and hear what the situation was. I'm not so sure that that relates to the second part, you know. MR. LAMB: That's very possible. I don't think we're going to have an opportunity, based on who is present at this point. MR. WALDRIP: I know that's not tonight, I agree. MR. THOMPSON: We could still grant the waiver and ask that the evidence be presented at the first of the next hearing. MR. WALDRIP: Yes. MR. LAMB: No, we're going to hear all the 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 E evidence, as I understand it. MR. THOMPSON: Only if that is our decision. MR. WALDRIP: That was my question to Marlon, did we have to incorporate both of them. MR. DEAVERS: We table this and hear the real evidence MR. LAMB: With regard to this particular subject? MR. DEAVERS: Yes. MR. LAMB: And then come back at a later date if it was determined that sufficient evidence -- MR. DEAVERS: To grant the waiver. MR. LAMB: -- to grant the waiver. Comments, sir? MR. SMITH: I think you could do that too if you were to separate it out and say that you are going to hold a two-part hearing. The first part of the hearing would be whether it is applicable to waive the requirement and the second part would be directed to the merits and the Applicant is going to have to sort those questions out and persuade you on the first part before you go on to the second question. That would be another alterna- tive for you. MR. LAMB: What would be a reasonable length 1 2 3 4 5 6 7 8 9 10 11 12 13 14 IS 16 17 18 19 20 21 22 23 24 25 19 of time, in your opinion, for this if we tabled this by motion to the next meeting? What would be a reasonable length of time to sort these kinds of circumstances out? MR. SMITH: There is no way that I can respond to that one, Mr. Chairman. I don't know. MR. THOMPSON: I don't think next week, which would be our next meeting. MR. LAMB: No. MR. THOMPSON: I think that thirty days from that meeting would be sufficient for them to present their case and it would give us another thirty days before the case would be heard, if we gave them sixty days. MR. LAMB: That would be sixty days on the case and thirty days as they have requested. Okay, I will accept a motion in this regard, either to take the waiver with the case or to table the waiver until a date certain, approximately thirty days from tonight, thirty days plus. MR. DEAVERS: That would be the regular meeting in May. MR. LAMB: The regular meeting in May, I think that that would give them more than enough time. Does that pose any problem for you? 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 20 MR. WALDRIP: What is the date? MR. HARDY: Second of May. MR. ANDERSON: As far as I know right now, no. I can check with Joe and Kirk in the morning. MR. LAMB: Do I have a motion? MR. THOMPSON: I move that the waiver for BZA 85-09 be submitted and considered at the stated meeting in May. MR. LAMB: I have a motion. MR. WALDRIP: I second. MR. TISCHLER: Postpone, right? MR. LAMB: Discussion? The motion is to table this until -- MR. TISCHLER: Table or postpone? MR. WALDRIP: Just a postponement. MR. LAMB: Postpone until the first regular meeting of May, which I believe will be May 2nd. MR. HARDY: Yes. MR. LAMB: I have a. motion and a second. All in favor of the motion raise your right. hand. Opposed, same sign. Motion carries unanimously. First regularly scheduled meeting in May. MR. ANDERSON: Thank you, Mr. Chairman. MR. LAMB: In light of the fact that we do not have a -- yes, ma'am? 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 MS. CARROLL: You still have the request for continuance before you. MR. DEAVERS: He was getting to that., I think. MR. LAMB: I was just moving on to Section B. Has everyone seen the letter? Would you like to review the letter, the facts of the letter, or should we just -- MR. ANDERSON: If you have any questions I would be glad to answer them. I would like to introduce it for the record also, if it hasn't. already been. MR. LAMB: That was my next question. (Applicant's Exhibit 1 marked.) MR. LAMB: We have also received a, rather massive set of documents that I would like to enter into the record at this time, PRELIMINARY MASTER PLAN AND SITE ANALYSIS. (Applicant's Exhibit 2 marked.) MR. TROY: These were marked as a draft. Are there no changes? MR. LAMB: I mean, is this it.? MR. ANDERSON: We had not gone to the actual build -out phase, so -- MR. LAMB: That's why it's a draft. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 IS 16 17 18 19 20 21 22 23 24 25 22 (It was agreed that Exhibit AP -2 would be retained by the Board and not attached to this record.) MR. LAMB: All right, Board of Zoning Adjustment to conduct a public hearing relative to BZA 85-09 submitted by Mr. Fred Brodsky and consideration of same. We have a letter requesting a continuance. Does anyone have any questions for Mr. Anderson as regards this letter and a request for continuance? The time requested here is for sixty days. We are not going to see a request for another continuant are we? MR. ANDERSON: No, sir. MR. LAMB: Thank you. MR. DEAVERS: That would be about the June meeting? MR. LAMB: The regularly scheduled June meeting. Now, I'll ask a question of staff, the city staff. Is that an appropriate time? MR. HARDY: No. MR. LAMB: We should make it a special meeting? MR. HARDY: Yes. MR. WALDRIP: I would like to hear Marlon's suggestion as to whether this should be a particular date or -- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 MR. SMITH: The motion is directed to the discretion of the Board. I think that one of the things that you can take into consideration is, in acting on that motion, is the fact- that the application does not seam to have generated a lot of citizen interest so that you can't really say that people who seem to be interested in this this evening, in this proceeding, are being deprived of the opportunity of having it heard tonight. That is something you can certainly consider. As to whether, if you grant the continuance, whether it should be at a regular or special meeting, it seems to me that it is reasonable to anticipate that the proofs and support of this application may be reasonably lengthy and I would think that you might want to set aside a meeting for this purpose alone. MR. THOMPSON: If we're going to consider the waiver on Section 69 and it might be appropriate to wait and see if our decision on that at the special meeting and then set it. MR. SMITH: If you should decide, Mr. Chairman, that the waiver should not be granted it would make the second proceeding moot and it. simply wouldn't. go 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 24 forward. MR. LAMB: But we can set a date? MR. SMITH: I think that in fairness to the Applicant you should set a date. MR. LAMB: Set a date, and then if it does it does and if it doesn't it doesn't, okay. MR. HARDY: June 6th is the regularly scheduled meeting. Possibly the week after that, which would be June 13th. MR. LAMB: I'm going to be out of town on the 20th. Does anyone else have any -- MR. TISCHLER: I will be out of town. MR. LAMB: Does anybody else have any -- MR. HARDY: There is May 30th. MR. LAMB: Okay, we can go the other direction and make it May 30th. MR. DEAVERS: That is nine weeks. That's more than sixty days. MR. LAMB: Does it always have to be on Thursday nights, guys? MR. HARDY: It doesn't have to be Thursday. MR. LAMB: The first and third Tuesday are council meetings. MR. HARDY: Monday nights would be fine. MR. LAMB: May I suggest Monday night the 27th? 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 25 MR. SMITH: That is a national holiday. MR. LAMB: This thing doesn't have all of those little red things. MR. HARDY: May 20th? MR. SMITH: Mr. Chairman, since I anticipate that you may want me here, let me tell you what my schedule is. I have a trial scheduled to start in Chicago on May 20th and I have three days blocked out, and the following two days of that week are devoted to another committment. There is a possibility that that trial will not go forward. If it is continued it is very unlikely that it would be continued for a shorter period than one week. If we start getting over two or three weeks from that trial it is likely that I would have a conflict, if the trial gets kicked over. So, from my schedule, about the safest date in that schedule would be about May 30th. MR. LAMB: Okay. MR. WALDRIP: We have two conflicts that date. MR. SMITH: Or, May 29th. MR. HARDY: Keep in mind that we will have two new members by that time, but Mr. Deavers will be out by that time. MR. LAMB: Who has a problem with the 30th, 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 other than me? MR. TROY: The 28th of Ma_v is a Tuesday. MR. LAMB: Is Tuesday okay? MR. SMITH: No problem for me. That is a reasonably safe date for me. MR. LAMB: I will offer the 28th, okay? MR. HARDY: That is the day after Memorial Day. MR. LAMB: So, get back. Mr. Anderson, is the 28th any difficulty? MR. ANDERSON: Speaking for myself, it's fine, but I would like to see if I may, if it's all right with the Board, I would like to check with the other members of my firm and Mr. Brodsky in the morning and get back and make sure. MR. LAMB: We'll shoot for the 28th and then if there is a problem we can make some adjustments, but we will shoot for the 28th. Now, who is going to make a motion for that, anybody? I will accept a motion. MR. HARDY: I think we need for the attorneys to clarify this. If we table this to a date certain, the 28th, are we not going to have to have that the 28th or are we going to have to reschedule another public hearing, because this is a public hearing, and you have to table that to a date certain? 1 2 3 4 s 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 27 MR. SMITH: That is what you are doing. MR. WALDRIP: But he was saying that he had other people to check with. MR. LAMB: That's fine, but we're going on the 28th. MS. CARROLL: We need to set a time. MR. LAMB: A time, yes. All right, is 7:30 a good time? Okay, I'll accept a motion to set this continuance to the day of Tuesday on May 28th at 7:30 p.m. in the Council Chambers here at. 413 Main. Do I have a motion? MR. TROY: So moved. MR. LAMB: Do I have a second? MR. DEAVERS: Second. MR. LAMB: Any discussion? All in favor of the motion raise your right hand. All opposed the same sign. Motion is carried unanimously. Thank you, Mr. Anderson. MR. ANDERSON: Thank you. MS. LEONARD: Mr. Anderson, for the record, do you have any objection to Exhibit AP -2 being retained At the City? MR. ANDERSON: No objection. MR. TROY: Does that include the application that we received as a part of this request? 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 28 MR. LAMB: That was a part of the original application, that is a part of the request. There being no further agenda or any miscellaneous reports this evening -- MR. HARDY: None. (Whereupon, the hearing in regards to BZA 85-09 ended on this date to be resumed on May 28, 1985.) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 STATE OF TEXAS X X COUNTY OF TARRANT X This is to certify that I, David Chance, reported in shorthand the proceedings had at the time and place set forth in the caption hereof, and that the above and foregoing 28 pages contain a full, true and correct transcript of said proceedings. Given under my hand and seal of office on this the day of _ A.D., 1985. f David Chance, Certified Shorthand Reporter in and for the State of Texas, #1006. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 TRANSCRIPT OF PROCEEDINGS SPECIAL MEETING of the BOARD OF ZONING ADJUSTMENT of the CITY OF GRAPEVINE, TEXAS at the COUNCIL CHAMBERS - 413 MAIN STREET GRAPEVINE, TEXAS MAY 28, 1983 - 7:30 p.m. In re: CLAIM OF VESTED RIGHTS by MR. FREDERICK BRODSKY e0olf,41 AVID CHANCE - CERTIFTFD SN 618 COPPER RIDGE - RICHARDSON, TEXAS 75080 214-234-0110 or 231-9723 ,q 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 EXHIBIT Al I N D E X 0 F DESCRIPTION E X H I B I T S PAGE Meeting relating to Airport 19 2000 Project - Frederick Brodsky's calendars PAWA Winkelmann & Associates, 19 Inc., Letter, April 30, 1985 A3 Summary of documents and 20 correspondence relating_ to provision of utilities to Airport 2000 Project A4 City of Grapevine Letter, 21 Decembe.r 6, 1984 A5 Frederick Brodsky, Letter, 22 December 26, 1984 A6 Summary of amounts paid by 22 Frederick Brodsky to developing and marketing consultants for Airport 2000 Project A7 Proposal to International 24 Investment Advisors for Professional planning and design services, February 180, 1983 A8 Preliminary concept for a 24 prestige office park develop- ment immediately north of the D/FW Regional Airport A9 Preliminary master plan 25 and site analysis A10 Summary of correspondence 27 from Frederick Brodsky concerning Airport 2000 Project 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 I N D E X 0 F F X H I B I T S (Continued) EXHIBITS DESCRIPTION All Memorandum from Doris Jeker, Dated September 29, 1982 Al2 Holiday Inns, Letter, November 23, 1983 A13 Rendering A14 Multiple Graphs A15 International Investment Advisors, Letter, October 28, 1983 A16 International Investment Advisors, Letter, June 13, 1984 A17 International Investment Advisors, Letter, June 13, 1984 PAGE 27 29 28 41 52 73 HE 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 P R E S E N T Board of Zoning Adjustment: Mr. Doug Lamb, Chairman Mr. Gerald Thompson Mr. Gary Tischler Mr. Ron Troy Mr. Bill Waldrip City Staff: Mr. John Boyle, City Attorney Ms. Joy Carroll, Planning and zoning Administrator Mr. Tommy Hardy, Director of Community Development Mr. Marlon Smith, Consultant to the City Also Present: Mr. Frederick Brodsky, Applicant Mr. Kirk R. Williams, Geary, Stahl & Spencer Counsel to the Applicant I 1 2 3 4 5 6 7 8 9 10 11 12 13 14 IS 16 17 18 19 20 21 22 23 24 25 3 MR. LAMB: I would like to call this special Board of Zoning Adjustment meeting to order please, convening Tuesday, May 28, 1985 at 7:30 p.m. in the City Council Chambers of the City of Grapevine at 413 Main Street. With regard to the oath of truth and all of the people who are speaking tonight I will administer the oath as the witnesses come forward and speak on behalf of the circumstances. I will read the Order of Evidence. I think that everyone has a copy of this but I will read it so that everyone will know in what order the evidence is going to be presented tonight in this case. First�of all, the city staff will present their evidence and any staff reports. Number 2, the applicant presents his evidence including any initial statement if desired. Number 3, objectors present evidence including initial statements, if desired. 4, Board members may question city staff, applicants and objectors witnesses. 5, the city staff may question applicantp and objectors witnesses. 6, applicant may question city staff and objectors witnesses. 7, objectors may question city staff and applicants witnesses. 8, rebuttal by city staff. 9, rebuttal by applicant and 10, rebuttal by objectors. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 4 All right, Board of Zoning Adjustment to conduct a public hearing relative to application BCA 85-09, submitted by Mr. Fred Brodsky, Section 69-L Vested Rights, whereby Mr. Brodsky is requestind his 131 acre tract located west of State Highway 121, north of the Hilton Hotel, be developed under the former Il, Light Industrial District require- ments instead of the present HCO, Hotel Corporate Office requirements. Tommy, you indicated that the city staff and the city attorney had some information to give us first. MR. BOYLE: Mr. Chairman, members of the Commission, the City, during the hearing, will be represented by myself, John Boyle, City Attorney, and special counsel for zoning matters, Mr. Marlon Smith. Under the order of evidence as provided for under the rules the city does not plan on offering any testimony but would submit certain city documents that have relevance, in our judgment, to the case. The documents themselves, or the make-up of the documents, have been previously reviewed orally with the attorney for the applicant. The documents we would offer are all part of the Z 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 official city record and are to be incorporated into this record. The first one we would offer is ordinance 84-31, which is the ordinance that was introduced during the portion of the hearing relative to the question of the timely filing of the application, which ordinance rezones the subject property under the current and existing ordinance to HCO. We would also offer City Zoning Ordinance 82-73, which is commonly referred to as the Green Book Ordinance, and ordinance 84-16, which was a substantial amendment to Ordinance 82-73 that includes and incorporates Section 69 which is the requirement relative to vested rights upon which this case is being heard. We would also tender into evidence pursuant to Section 69 of the Vested Rights Section resolution 83-34, which is the moratorium resolution reflecting that the subject property was included within 83-34 and City Resolution 83-40, which is an amendment to the 83-34 moratorium resolution. I believe that this is all of the matters under this that the city would propose to submit as evidence, or that we will submit. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 F MR. LAMB: Thank you. Mr. Brodsky, or your counsel. MR. WILLIAMS: Mr. Chairman, members of the commission, my name is Kirk Williams and my address is 2800 One Main Place, Dallas, Texas 75250. Needless to say, this is an important issue, as far as we are concerned. This is a relatively new procedure. In fact, I think that this is the first case that has come under your vested rights ordinance We feel that we have furnished a substantial amount of information to your staff and to you to review. If there are specific questions, please do not hesitate to ask me or stop me during the presenta- tion to review them., or we will submit ourselves along with the property owner Mr. Brodsky at the conclusion of our presentation for any questions you may have. We'll attempt to summarize in as short a fashion as is physically possible the documents that we have that we wish to submit into evidence and attempt to proceed to a reasonable resolution of this matter. Before we get started, I would like to ask, are all of the members of the commission voting members? MR, LAMB: Yes. t 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 7 MR. WILLIAMS: Very good. The reason I was asking, it is important to us, and I know it is important to you, as to how this matter is resolved. It will take a vote of four of your five members and will require a degree of attention as it spans a series of years historically as we analyze this site and it is a matter that we think is very important to each of us. As I had indicated, Mr. Fred Brodsky purchased the property, talking about the 131 acres, back in July of 1980 and -- yes, sir? MR. LAMB: Excuse me, I think we had better swear you. I MR. WILLIAMS: You are right. (Witness sworn.) MR. WILLIAMS: Would you like for me to go back through? MR. LAMB: No, I think that's all right. You were just making a statement at that point. I think we are okay. MR. WILLIAMS: As I was beginning to say, Mr. Fred Brodsky, who is present in the audience and will be submitting himself for statement purposes later in this meeting, acouired the property in July of 1980, 131.342 acres that has 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 is 20 21 22 23 24 25 I been previously described. When that property was purchased it was purchased with a partner, an investment partner. When Mr. Brodsky was ready to start his developments of the site the investment partner elected not to be involved in the long-term planning and development of this site, and as a result Mr. Brodsky bought out his investment partner in September of 1982. That is really when the story begins, although there has been substantial communication with your city staff prior to September of 1982, our development process was initiated at that time, As I had indicated, Mr. Brodsky purchased, or bought out his investment partner, and at that time erected a sign on the site denoting Airport 2000. The name itself connoted long-term planning. It was a long term goal. We are talking about a development that might take as far as the year 2000. It was a long range vision for this portion of the city. We recognized that it was going to take a long time to develop and immediately went to work to put together a planning team that had experience and that had the ability to tackle. this type of project, The 131 acres in its development form would 6 7 8 9 10 11 12 13 14 is is 17 18 19 20 21 22 23 24 25 allow, under various phases of development that we would propose, over six million square feet of development exclusive of parking structure. So, it wasn't something that was going to be accomplished overnight, and we recognized that, as I think the city did in numerous conversations that they had with Mr.Brodskv. In February of 1983 the architectural firm of HOK submitted a proposal to International Investment Advisors, a development entity that was headed by Fred Brodsky, In essence, it was being submitted to the owners of the Property for planning purposes, and it'consisted of several phases. The first phase was site analysis. You will see a lot of graphic documentation that was prepared over a couple of years that will show you the various planning phases that this went through. It was not something that was arrived at with little thought and it was something that literally grew as it continued to be analyzed and revised. The site analysis that was originally done by HOK back in 1983 consisted of a location evaluation, site access, topographic study to review the drainage situation. It was specifically reviewing the development standards under your Il 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 I A Light Industrial Zoning classifiaction, the zoning on the property at the time. There will be evidence showing that there were building heights that were reviewed, evidence showing that noise contours relative to the airport were taken into considera- tion, as well as very serious consideration being given to utilities and how the property could be physically serviced. After the site analysis was done a preliminary concept plan was prepared by HOK. it created a building core of mixed uses, hotel, offices, restaurants, retail uses, and around that core was ten to fifteen building sites that could be developed and marketed to individual purchasers depending on the market conditions at that time. After that massing study and that planning process was accomplished the HOK architects prepared a master plan and site analysis that got down to more specific matters, such as, site coverages, to densities and to specific site circulation. From the very beginning, looking at the site and getting into the concept plan and into the master plan, it was fine tuning a project that was, needless to say, going to be changed over the years, 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is is 17 18 19 20 21 22 23 24 25 I I but one that would be master planned. Consultants were hired by HOK with the specific authorization of Mr. Fred Brodsky. From a traffic standpoint the firm was PAWA Winkelmann & Associates, Inc., was hired, not only to review the traffic from a site analysis viewpoint but also the thoroughfare alignments and specific site access. civil engineers were brought on board to study the soil, to do drainage analyses and to review the utilities situation. That was Graham & Associates, Inc. It would have been naive of us us to go into the market without having done an economic and marketing analysis. For those studies the firm of Laventhol & Horwath was retained and paid by Mr. Brodsky for the information that was furnished to him. This was an attempt to create the master plan for this dream that was Airport 2000. In conclusion, renderings were pre -Dared, as is shown before you, and massing models were prepared for discussion within the office, but also for four prospective developers within the site, As I had indicated earlier, conversations had been initiated with the city as early as 1981 regarding this development. I think that your city staff will acknowledge that there has been a 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 12 continuing dialogue for three or four years regarding this specific site. Much of the conver- sation was about utilities availability. Back in 1984, the fall of 1984, when the master plan had been completed, there were discussions regarding reservations of utilities. I understand from a sewering standpoint, as well as from drinking water availability, there was concern. There is correspondence between Mr. Baddaker of your staff and Mr. Brodsky concerning what would be required to reserve capacity, recognizing and taking into consideration the fact that this property was going to be developed with high density mixed use. On December 6th, 1984,*a letter of credit was submitted based upon the calculations furnished by Mr. Baddaker. The letter of credit was furnished to the city in the amount of $235,834.00. That letter, to the best of my knowledge, is currently held by the city and is currently a valid letter of credit, although I do recognize that there is some discussion over whether or not that has ever been accepted. we simply recognize and represent to you that we have continued to acquire that letter of credit on the open -market and it is currently being held by the city. It is just a 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 13 further evidence of good faith that we intended and continue to intend to develop this site. It was for that reason and for no other reason than that that this letter of credit and that amount of money was set forth. When the property was rezoned in June 7 of -1984 the zoning was Il and it went to HCO. At that time Fred Brodsky was the owner of the property and he was in the planning process, I think the documents will show, of developing the entire 131 acres. Although there was substantial reservation, and I don't know if any of you were privy to those c'onversations, but there were substantial discussions over the rezoning of this property. Mr. Brodsky in fact went into the open market and commissioned consultants to prepare a mixed use ordinance, an airport mixed use ordinance. I believe that from the information that I can find out, you can substantiate it from your staff, there was some encouragement from the staff to this piece of property in a possibly different way than other HCO properties because of the history of this tract. An airport mixed use district was discussed in detail, and for whatever reason, was never adopted by the city. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 I A Those are some of the things that have taken place since the zoning was changed in June of 1984 and leads us to this hearing today. Based on the preexisting investment back good faith expectations we respectfully request that the vested rights we are seeking be approved this evening with an unspecified termination date. We recognize that in your vested rights ordinace that it does suggest that the construction should be completed within one year of the recognition of the vested rights. On a 131 acre tract it is naive of us to stand here and represent to you, and I think it is naive of you to believe that we could complete construction. The project name, Airport 2000, suggested that it was going to be a long-term project. If the vested rights are recognized we would respectfully request that the termination date be left unspecified in order to allow this project to become a reality. The recognition of these vested rights will allow the applicant to make available to the city at no cost the right-of-way for 2499. This right-of-way is up to 19 acres, it represents a substantial investment, not only to the applicant Fred Brodsky, but also a substantial investment I r, from the city's standpoint. I know that we become somewhat calloused sometimes when a businessman goes into the market- place and we say that those are the risks of doing business, but I would like to draw your attention to an analogy that I think may drive this point home a little more clearly and to show where there have been good faith efforts over a long period of time with a reasonable expectation that the develop- ment would be allowed from an equity standpoint. That's what we're doing here, we're asking for equity this evening, that from an equity standpoint that there should be some alternatives available as recognized by your vested rights ordinance. If a family came to you and made the following representations, we believe that certain equities should be afforded to them. The situation that comes to my mind is a family that has the unfortunate situation of losing a father and leaves a widowed mother, and if that family asks and seeks to develop a duplex so that the mother could be taken care of, maybe not within the home itself, but on adjacent property, and if that family goes into the marketplace and buys a piece of property that is zoned for a duplex, it has those rights. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 I r, from the city's standpoint. I know that we become somewhat calloused sometimes when a businessman goes into the market- place and we say that those are the risks of doing business, but I would like to draw your attention to an analogy that I think may drive this point home a little more clearly and to show where there have been good faith efforts over a long period of time with a reasonable expectation that the develop- ment would be allowed from an equity standpoint. That's what we're doing here, we're asking for equity this evening, that from an equity standpoint that there should be some alternatives available as recognized by your vested rights ordinance. If a family came to you and made the following representations, we believe that certain equities should be afforded to them. The situation that comes to my mind is a family that has the unfortunate situation of losing a father and leaves a widowed mother, and if that family asks and seeks to develop a duplex so that the mother could be taken care of, maybe not within the home itself, but on adjacent property, and if that family goes into the marketplace and buys a piece of property that is zoned for a duplex, it has those rights. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 16 It is a unique Piece of property that allows the kids to stay in the same school, to stay with their friends. They purchase that piece of property on the open market, they contract with an architect to design a duplex and they contract with a general contractor to build the house and they then find out that the city is in the process of changing, after all of those things have come about, changing the development rights to allow only a single family home. Then the whole reason and all of the investment that was made is not a valid proposal, it is not one that would suggest that those people should be punished, and for a situation similar to that vested rights should certainly be considered. In a similar vein we have here a business- man who went into the marketplace willing to take business risks of whether or not he would be going to make a good investment or whether he would be going to make a bad investment, and having to live with that as an alternative. What he Purchased was development rights and we believe that the information that has been presented shows that there was a good faith effort to develop in accordance with those development -rights and that 25 1 to change the standards of development after three 1 2 3 4 5 6 7 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 17 or four years of this process is patently unfair. There is an alternative that is available, the recognition of the vested rights, and this allows several things to happen. It allows the developer to develop not more than he came into the market- place acquiring, but simply allows him those rights that he acquired in the open market. This will also allow the city to acquire something that is important to it and that is important to us, and that is the extension of 2499 by way of allowing us to dedicate the right-of-way at that point in time; I would be glad to try and answer any specific questions, but I would like to call at this time Mr. Fred Brodsky. I would be asking him a few questions and introducing some evidence. I think that most of the evidence that he will be introducing will be that which was submitted to your staff. Then, we'll be glad to try to answer any specific questions You may have. MR. LAMB: I have a procedural question. Should we not enter the exhibit in the record at this time? MR. WILLIAMS: We'd be glad to, but I would like to go ahead and have Mr. Brodsky identify each 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 18 one of them individually. That way, if you have specific questions we could take them at that point in time, sir. MR. LAMB: All right. (Witness sworn.) MR. WILLIAMS: Mr. Brodsky, I am handing you a document that is marked as Exhibit D and is entitled Meetings Relating to Airport 2000 Project, Frederick Brodsky's Calendars. Can you identify thi! document and tell the Commission what it reflects? MR. BRODSKY: Yes, sir. This is a summary taken from my personal diaries of the meetings that were noted in that diary related to Airport 2000, and specifically those that were held with the City of Grapevine and/or its staff. MR. WILLIAMS: What are the dates inclusive from your calendar there? MR. BRODSKY: It begins in 1981 on February 18th, at 1:00 p.m. and it continues through 1982, in, particular starting September 8, which is about the time that I acquired my partner's interest, then goes all the way through '83 with quite a series of meetings in 1983, basically almost every month, and continuing through and culminating on February 28th, 1985. 1 2 3 4 5 6 7 8 9 10 11 12 13 I4 25 16 17 18 19 20 21 22 23 24 25 I MR. WILLIAMS: We would like to intro- duce that document as Exhibit No. 1, Al. (Exhibit Al marked.) MR. WILLIAMS: Mr. Brodsky, I'll hand you a document from PAWA Winkelmann dated May 3rd, 1985 -- excuse me, dated April 30, 1985. Can you please identify this document? . MR. BRODSKY: Yes, sir. This was a summary that was prepared at my request by PAWA Winkelmann summarizing all of the meetings taken from Roy Wilshire's calendar relating to Airport 2000. MR. WILLIAMS: That would be Exhibit E in the packet that was given to you, sir. MR. BRODSKY: That would be beginning, by the way, in 1982 and continuing through 1983 and culminating on January 11, 1984. MR. WILLIAMS: Was PAI9A Winkelmann representing you and Airport 2000 during this period of time? MR. BRODSKY: Yes, sir. MR. WILLIAMS: We would like to submit the second document for reference as Exhibit A2. (Exhibit A2 marked.) MR. WILLIAMS: ",1r. Brodskv, I am handing you what has been entitled as Summary of Documents and 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 20 Correspondence relating to provision of utilities to Airport 2000 Project. Can you identify this document? MR. BRODSKY: Yes, sir. This is a summary taken from correspondence in my files relating to the provision of utilities to the 131 acre site that I own, beginning April 1, 1982, and continuing on through January 31 of 1985. MR. WILLIAMS: We would like to offer that into evidence as Exhibit A3. (Exhibit P.3 marked.) MR. WILLIAMS: The fourth item that I am handing you is a,letter from J. R. Baddaker to Fred Brodsky dated December 6, 1984. Can you identify this letter? MR. BRODSKY: Yes, sir. One of the criteria, obviously, for developing Airport 2000 had to do with the availability of utilities, and in a continuing dialogue I had asked to be informed of the per acre price for the utilities for the 131 acre site. This letter indicates that the total pro rata cost would be $1800.26 per acre in order to reserve utilities for this project. MR. WILLIAMS: I would like to offer this into evidence as Exhibit A4. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 21 (Exhibit A4 marked.) MR. WILLIAMS: Mr. Brodsky, did you rely on Exhibit A4 in the preparation of any letters of credit? MR, BRODSKY: Yes, sir, I did. MR. WILLIAMS: I would like to hand you a document, No. 5. This is dated December 26, 1984. Can you identify this letter and the attachments thereto? MR. BRODSKY: Yes, sir. This is a letter addressed to Mr. James R. Baddaker in response to his letter to me, the prior submission, and it is a letter of transmittal indicating that I have enclosed a letter of credit which I am delivering to you for the purpose of assuring myself that the City of Grapevine will be committed to providing 2,000 gallons of water service and 2,000 gallons of sewer service for each acre in my Airport 2000 project. These were the numbers that were taken from the prior correspondence. The letter of credit, if you were to take the 131 acres times the $1800,26 would be consistent with the $235,000 that are contained in the letter of credit. MR. WILLIAMS: We would offer into evidence Exhibit A5. 9 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 22 (Exhibit A5 marked.) MR. WILLIAMS: I am holding Exhibit C which was submitted to your staff which is a summary of amounts paid by Frederick Brodsky to development and marketing consultants for Airport 2000 project. Can you identify this document, Mr. Brodsky? MR. BRODSKY: Yes, sir. This is a summary of the amounts that I paid to each of the consultants, being, HOK, Hellmuth, Obata & Kassabaum for planning; Laventhol & Horwath for their market study PAWA Winkelmann & Associates for the traffic; and to Graham & Associates for utilities. This does not include the $5,000 fee that was Paid for the letter of credit. MR. WILLIAMS: We do offer into evi- dence Exhibit A6, that being the summary of amounts paid to consultants. (Exhibit A6 marked.) MR. WILLIAMS: Exhibit I in the packet that was submitted to your staff is entitled, Proposal to International Investment Advisors for professional planning and design services and is dated February 18, 1983. Mr. Brodsky, can you identify this docu- ment? MR. BRODSKY: Yes, sir. It was addressed to 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 23 International Investment Advisors because HOK had done work for International Investment Advisors pre- viously. I am the sole owner and shareholder of International Investment Advisors. So, I am in effect the same as IIA, Inc., the legal Texas corporate name. This is dated February 18, 1983 and was the basis of the three or four months negotiation and discussion with HOK on the work that they would do to plan for the development of Airport 2000. MR. WILLIAMS: Was the work that's represented in here a result of your buying out of Your invest- ment partners and initiating the planning process? MP. BRODSKY: Yes, sir. If you will notice the date is early in 1983 after I bought out my investment partners in approximately September of 1982. It took until February of 1983 to negotiate an acceptable work letter which -- MR. WILLIAMS: Did it represent a portion of the 131 acres or did it cover the entire 131 acres? MR, BRODSKY: No. We only considered developing the entire 131 acres. MR. WILLIAMS: We would like to have this document, Professional Planning and Design Services dated February 18, 1983, 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 25 MR. BRODSKY: Yes, sir. This is effectively the result of all of the work that was done by HOK, PAWA Winkelmann, Graham & Associates and Laventhol & Horwath with the exception of the work papers. This summarizes all of the effort put forth into actually creating a development concept for Airport 2000. MR. WILLIAMS: What is the date of that document? MR. BRODSKY: This document was printed March, in March of 1984. Actual preparation, it took a while to get it printed, so it was actually printed prior to�that, but it is dated March of 1984, and it covered the entire 131 acres. MR. WILLIAMS: It does cover the entire 131 acres? MR. BRODSKY: Yes, sir, it does. MR. WILLIAMS: We would like to have this exhibit marked as Exhibit A9. (Exhibit A9 marked.) MR. LAMB: We already have a marking on this of A2 as it was introduced at a prior hearing, so we could have both markings on it. MR. WILLIAMS: Absolutely, we would have no objection to that. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 MR. WILLIAMS: The tenth document that we are offering into evidence is Exhibit B from your staff packet, the Summary of Correspondence from Frederick Brodsky concerning Airport 2000 Project. Can you identify this document and explain what it represent! Mr. Brodsky? MR. BRODSKY: Yes, sir. This is a series of letters of transmittal, basically, to different individuals as of different dates concerning the attempts to arrange financing for the Airport 2000 project. It goes through, well, it begins actually on February 24, 1981 and continues through April 23, 1984, and there 'are different notations there and there are solicitations of investment partners, discussions with development consultants regarding the development studies for Airport 2000, specifi- cally a solicitation of a hotel manager and develo- per, and then one item I think is a copy of a refusal by me to sell the property because I did want to develop it, and still do. MR. WILLIAMS: Do you have the letters that are represented by this summary with you in case the commission would like to see any of the documents? MR. BRODSKY: Yes, sir. You'are welcome to examine any of the correspondence that is identified I 1 2 3 4 5 6 7 8 9 10 11 12 13 14 IS 16 17 18 19 20 21 22 23 24 25 27 and summarized here. MR. WILLIAMS: We would offer this as Exhibit A10. (Exhibit A10 marked.) MR. WILLIAMS: Exhibit K in your staff packet is a memorandum regarding a property sign dated September 29, 1982. Mr. Brodsky, can you identify this memorandum and tell us what gave rise to the preparation of this memorandum? MR. BRODSKY: This was immediately after I finalized the buy-out of my investor interest in the Airport 2000 project and I wanted to put a sign announcing Airport 2000, a 130 acre prestige office park, to solicit interest from developers in parcels in the site. MR. WILLIAMS: We would like to have this identified as Exhibit All. (Exhibit All marked.) MR. WILLIAMS: Exhibit J in your staff packet is a letter dated November 23, 1983 from Holiday Inns addressed to Mr. Fred Brodsky. Mr. Brodsky, can you identify this letter and tell us what they advised by the correspondence? MR. BRODSKY: The first phase that was recommended by the consultants, the planning 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 28 consultants, in Airport 2000 included a hotel, and so I went to the Holiday Inns and approached them on a site. They expressed an interest. The regional manager and the man who is responsible for development for Texas came and visited the property and this is their letter back to me indicating that there is a long-term potential and that they would be interested, depending on timing. MR. WILLIAMS: We would like to have this document marked and identified as Exhibit Al2. (Exhibit Al2 marked.) MR. WILLIAMS: We have two pieces of documenta- tion, or multiple pieces of documentation on the easels before you. The rendering we would have marked as Exhibit A13. (Exhibit A13 marked.) MR. WILLIAMS: Can you identify the rendering that is to the left of the commission? MR. BRODSKY: That is a rendering of what the Airport 2000 project would like upon full develop- ment and completion 'somewhere past the year 2000 and represents the artist's conception of what the resul of our planning efforts would be. MR. WILLIAMS: Was it prepared as a result of the efforts initiated by HOK? 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 2q MR. BRODSKY: Yes, it was. MR. WILLIAMS: Approximately how old is that rendering? MR. BRODSKY: At least two years, I believe. MR. WILLIAMS: Now, if we could have your attention -- MR. BRODSKY: I'm sorry. I think that that is more like aear and -a -half old. id, It would have been done prior to the printing in March of '84 of that blue book. So, let's say that it is about a year and -a -half, approximately. MR. WILLIAMS: If we could direct your atten- tion to the flip chart and I could simply let Mr. Brodsky identify what each of these pieces of information are, essentially what they represent, I would appreciate it. If you all have any specific questions or suggestions you can stop us and we will try to answer those. Can you identify what the top document is that is presented here? MR. BRODSKY: Let me just give a minute of background on what all of these are. We had a series of meetings wherein all of the consultants attended. There were normally two or three people at each meeting. From HOK it was normally personall Roy Wilshire. It was Carroll Lilly from Graham & im 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 30 Associates, and there were one or two people from each meeting at Laventhol & Horwath that did the market study, plus myself. During the planning process which spanned over a year from early 183 until as documented until March of 184, we looked at a variety of alternatives for the site and you will see that each one of these includes what our conception of 2499 was, or the extension of Anderson Gibson Road, or Thweatt Road as it was called then. We even took into consideration a configuration for a direct interface with International Parkway. These were always one of the preconditions in our planning process, so everything that you will see in this will have FM 2499 through it. In order to allow for future growth, and we were told,by the State Highway Department that eventually 2499 would have to go below grade, we put in a circle that would allow us to do that at any level of elevation. So, we were planning for the phasing of 2499 from a two-lane country road to a 200 foot right-of-way highway and in each of these you will see by the scale that 200 feet is reserved throughout our entire plan. This was one of the last presentations that was done r 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is is 17 18 19 20 21 22 23 24 25 31 and gave rise then to that rendering. This was the culmination and pretty much the result of our representative conclusions of what the highest and best use for the property was. Again, we looked at how much and what the zoning ordinance requirements were based on Il zoning, and so our only impediments were the set-bacl of 55 feet for Anderson Gibson Road. Again, it specifies a 200 foot right-of-way for the future dedication of 2499, and we have a 50 foot pipeline easement which I tentatively agreed with Rosewood would come down our mutual property line and we would each contribute $50,000 for the total to relocate that pipeline. In this sheet it says, Il, Light Industrial a very flexible zoning category which permits offices, hotels, motels and retail shops with no height limitations, and this is what we based all of our planning on. By the way, this is the gross acreage and we were looking at different alternatives for the right-of-way. In this case it was 13.425.acres that we were giving up for the FM 2499 right-of-way. We did two noise studies. We did a noise study in 1980 prior to my acquisition of the I 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 32 property, and then when the airport announced the two additional runways we had an updated study done for us. This is the result, the two lines, the existing noise zone and then a 1987 forecast based on the two additional runways. You can see that the vast majority of the property is in the B category which would enable us to do exactly as we wanted to do. It also says that the maximum height limitation of the site is 860 feet on the northwest portion. The maximum height elevation is 775 feet in the southern portion. The height restrictions would allow a building of approximately twenty-three stories in the north and eighteen stories in the south. This, Plus the previous chart that, again, we relied on in order to go ahead with our planning process, and I think that that is the core of our vested rights issue tonight. MR. WILLIAMS: These documents were prepared during that 1983 -- MR, BRODSKY: '83 period of time. MR. WILLIAMS: -- that '83 period of time? MR. BRODSKY: That's right. We had extensive soil tests done because of the expansiveness of the soils in this area and the problems that Los Colinas 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 has faced with their development. This is a summary, really, of the soil tests that were done showing basically about seven different types of soil throughout the property. I think that this soil testing cost me somewhere in the area of $5,000 or $5500. This is what I think is called short views, in other words, what people up to three stories of height would be able to see from their offices in buildings on the site and it is oriented towards marketing the site. You have a road vista, the short view to the treescape, the high points, et cetera, but we do this for short views. There is also another chart which may *not be in the packet but that was for long views. MR. WILLIAMS: It's right here. We'll come back to that one. MR. BRODSKY: This shows that there are no residential properties around us, that our views are panoramic, a valley view, axial view of the lake at five stories, Lake Grapevine, a view of the Hilton, view of the dam, view of the site from 121, a vista view and a view of the airport. So, we really looked at what it would be like to be situated on the site in an office building looking 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 � 4 out. Hydrology, which was important, mainly because it is relatively a flat piece of property. We identified the major ridge lines, minor ridge lines, the flow, concentrated runoff, concentrated flow, the virgin channel and the water body. There is no flood plain on the site and approximately 68 acres to the west of the site drains to the site. I might say that I gave copies of this to the Rosewood Corporation, John Roark in particular, because early on we started to cooperate on information such as this so that our site could be developed in a c,omiDlimentary fashion. Okay, long views. Utilities. Graham & Associates prepared this. It shows the location of sanitary sewers, twelve inch water line right in front of the property. We looked at electric, gas, water, sewer and easements. The site is entirely within the city of Grapevine's water and sewer jurisdiction, and it was at this -point that we really started talking to the city about making utilities available in sufficient quantities for the Airport 200's project, and you can see that in the correspondence if _you track through that summary page. It says 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 35 that a twelve inch water line is planned for construction on the west side of State Highway 121 and the sewer east of State Highway 121 was being negotiated with the developer who has begun construction tb develop an office park, sufficient capacity will be available. Surrounding development. We looked at what would impact on this site and how we could compliment that development, so, mixed density residential growth up in Flower Mound, growing -- MR. WILLIAMS: For information purposes, this is on an awfully large scale. Here is our site right here for reference purposes. Very good. MR. BRODSKY: What this was was where the growth was coming from, short-term, intermediate term and long-term. This is spelled out in great detail in the market study that was done by Laventhol & Horwath. But it shows that we are not -- office park or flood plain all around us and there is no residential planned or expected anywhere in our vicinity. We looked at access to our site and we had access basically on three sides because of our discussions with Rosewood. From the north from Thweatt Road, Highway 121 and through Rosewood a 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 36 property, and basically we were looking at compli- menting each other. That was under discussion. So, we even did some work early on as regards the inter- change with State Highway 121 as is reflected here. Proposed roadways. You can see that 2499 came right through the property and we did work on an interchange on Thweatt Road and we did work, as you can see outlined here on details for a connection with State Highway 121. So, we were counizant of what we had to provide regarding both the interchange with Thweatt and State Highway 121. We also, as part of the fee to PAWA Winkel mann, went to predict traffic to the year 2000, because we were developing on a long-term process and we needed to make sure that our interior roads and our interchanges were designed to handle both present and future traffic volumes., So, based on COG information and based on their own studies PAWA Winkelmann prepared these estimates of traffic counts for the year 2000. We also looked at where we could have potential traffic hazard zones and then we did an awful lot of work to see how we could mitigate or reduce those traffic hazard zones over here and that 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 is 19 20 21 22 23 24 25 37 led to further work on the State Highway 121 and Farm to Market Road 2499 interchange. It shows where -- where the traffic is coming from, fifteen percent from the north, almost thirty percent from the northeast and five percent from the east and forty-five percent coming up through the airport. We did, as I say, that first sheet that you saw represents the culmination of an awful lot of discussion. We could plan this particular tract of land much more effectively from a land use point of view and get a higher yield to work out some alternatives in the alignment, so this was an estimate of the different alternatives and their implications on acreage that would be lost or gained based on different alignments of 2499. In this case we would lose 40 acres. Here we would lose 37-21 acres, and here we would lose 36.61 acres. We did this considering internal roads, and this was a point that I made at the City Council meeting the other night, that you were going to lose between internal roads and frontage roads and 2499 a tremendous amount of right-of-way and buildable area. All of this obviously needs to be considered in how you approach a plan, realizing that you need to satisfy traffic too. 91 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 Here is another scheme, just showing different approaches, with a much higher density than we really wanted, but a cluster around an oval. This was a different internal confiauration. We must have gone through, I would say, thirty or forty different alternatives in trying to plan the interior of the site taking into consideration not only maximum land use but visibility and access, internal traffic, external traffic, et cetera. These are all different plans that we have done. Here is another one getting, again, closer to the ultimate situation that we decided on with an overpass here as, opposed to the circle. Here is just another alternative working with Rosewood Corporation taking the right-of-wav through them. Basically this was the one we started working on with an interchange through Thweatt Road, an - interchange at 121, coming through our property, et cetera, breaking up the tract into two subtracts, or one of 70 acres and one of 46 acres. This was what we really decided to concentrate on and then we started focusing on individual building sites. All of these alternatives, by the way, are colored and were done by architects and it was a very long term painstaking expensive process. MI 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 39 Once we basically decided on the alignment of 2499 we went through to see how many building sites we could get on the property that would fit well together, that would compliment each other and that for which we had sufficient parking in that it looked like a quality development. In this one we had a retail center here, a major complex in the center which is on the alignment of International Parkway. That view bisects this particular site. Here is one with a Galleria type project in the back because we had the highest height potential back there. This would be developed sometime in the late 1990's with the first site being here and here to take advantage of the frontage and access. We put in landscape's in some and in the book you will see that we even, when 2499 would be submerged or go below grade, we had planned the night view so that we would have lights coming out of the bottom of this depression with water fountains and everything so that everyone flying in and out of DFW Airport, from the north at least, would have a beautiful view of a circle with different colors of lights coming out at night. That's basically it. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 4n There were a lot more. These are just representative of some of the planning that went into the years effort from early in 1983 until early 1984, but the summary of all of this thought and all of the planning and all of this time in this investment is reflected in this blue book. MR. WILLIAMS: I'm not sure Physically how we would do this, but we are certainly willing to have these marked as the next numbered exhibit, if you elect to. It is a representation of the effort, what we believe to be the good faith effort that has been made to appropriately plan this site. Franklv, I think,this is the sort of thing that your city likes to see happen, long range plan- ning that gives you the opportunity to structure _your city, rather than to simply react to zoning cases. We would be glad to have these submitted in whatever form you see fit to incorporate them in the record. We would respectfully request that they would be marked and entered as exhibits at this time. DAR. LAMB: We have marked the rendering as Exhibit A13. Why don't we just mark those -- MR. WILLIAMS: -- collectivel.y as Exhibit A14? MR. LAMB: -- collectively as Exhibit A14. Cj 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 41 (Exhibit A14 marked.) MR. WILLIAMS: Mr. Brodsky, were all of these Plans prefaced on a 131 acre development? MR. BRODSKY: Yes, sir, they were. MR. WILLIAMS: Did you own the property at the time of the rezoning from Il to NCO on June 7th of 1984? MR. BRODSKY: Yes, I did. MR. WILLIAMS: Were you developinq the property in accordance with the Il standards? MR. BRODSKY: Yes, sir, I was. MR. WILLIAMS: Did the development give Nou a reasonable expectation, an investment back expectation, of a reasonable development and a reasonable rate of return at that time? MR. BRODSKY: Yes, it did. MR. WILLIAMS: Do you believe that the current zoning deprives you of that reasonable rate of return on your investment? MR. BRODSKY: Yes, sir, I do. MR. WILLIAMS: Are you asking the Board of Zoning Adjustment to extend the vesting period for construction beyond the one year time period? MR. BRODSKY: Yes, sir, I am. I consider the magnitude of this project really to be somethinq 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 42 that would necessitate something longer than a one year period of time. MR. WILLIAMS: I think that that pretty much completes our direct testimony. We'll be glad to try to answer any specific questions that you may have. In conclusion, we will respectfully request that you recognize the good faith effort, the planning that has gone into this project and allow it to be developed in accordance with the standards that it was purchased under. Needless to say, we have a personal interest. We believe that it is better for us financially, it would be naive of us to tell you otherwise, to develop under the Il standards. It would give us a better rate of return and, frankly, allow us to do a bet -ter project. This does give the city an opportunity to continue its planning on a long-term basis for growth potential from a thoroughfare standpoint. We see no adverse effects from the granting of this vesting. We don't believe there will be anv flood of reuuests as a result of any other changes in the area. These cases need to be taken on a case-by-case basis. It is an equitable hearing that we are seeking this evening. C 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 is 20 21 22 23 24 25 A '2 Unless you have any other questions, we would simply request that you acknowledge our vested rights and allow us to develop this over an unspecified period of time. MR. LAMB: I'm not certain, but at this point in time I believe that your witnesses should be presented. You have a list of thirteen or fourteen different witnesses. Are they here and available to appear at this time? MR. WILLIAMS: We elected not to have them appear, but according to your record and according to your rules and procedures we were required to furnish you notification of any people that we would possibly be bringing. Unless there are specific pieces of information that you seek from them we do not have them available. If you want information from any one of those and you elect to continue this hearing we would be glad to make them available. We do have our extensive files and correspondence and we may be able to furnish that information, but we have no other witnesses at this time. MR. LAMB: Okay, at this time I would like to suggest that we take a five minute recess, if we could. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 44 (Brief recess,) MR. LAMB: Mr. Brodsky, thank you and your attorney for your presentation. At this point in time we are going to continue on with presentations from other interested parties. MR. BRODSKYi Thank you. MR. LAMB: Our next item on the auenda indicates that objectors could present evidence including any initial statements. If there are any of those present who would like to make a statement with reaards to this property in the case before the board I would request that you do so at this time. I don't have any,preconceived notion about how we get you up here, other than you might raise your hands, and whoever does so first is more than welcome to speak. At this time I will ask if there is anyone who would like to make any type of presentation or present any evidence or discuss anything with regards to this case? This isn't going to be this easy, is it? At the present time I see that there is no one who has indicated that they wish to present either evidence or a statement at this time, so we will continue on with questions from the board MI 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 45 members to the staff, the applicant or any witnesses. This may he, Mr. Brodsky, where we ask questions of a specific witness at this time. MR. TROY: Mr. Brodsky, what is the estimated total cost of your development project? MR. BRODSKY: Under the 11 scenario, and using 1984 dollars, you are looking at something in the area of a six hundred million dollar total, and basically I arrived at that by taking the six millior square feet times $100 a square foot. MR. TROY: In a development project of that magnitude isn't it normal to do noise studies and soil tests and things along those lines when you are locating in an area around an airport? MR. BRODSKY: Which is what we did, yes, it is. The results of the charts not only -- as I said, we did the noise studies twice. We did them prior to my acquiring the property and then when the other two runways for the airport were announced we did check the original noise study to make sure we weren't incurring any additional exposure as far as noise was concerned. In the same way, we did a very extensive soils survey. MR. THOMPSON: Sir, when were you first notified of possible zoning changes to this Property" I W11 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 46 MR. BRODSKY: We heard some comments that were made in the early, well, the second quarter, early in the second quarter of 1984, and actually we called at that time the city hall and were told very specifically, yes, there were some zoning changes being considered, but verbatim, those would not affect our property. That's my recollection of an exact quote, and so we put it on the back burner and didn't really follow it up, and literally forty-eight hours before the hearing on the zoning we accidentally found out about it, because to my knowledge, we never received any formal notification of the zoning change that was sent to us at our offices, and none ever showed up subsequently. So, when we found out about it, Phvllis Wheeler, who is on our list of witnesses, notified me and we both came to that night's meeting and did a very brief presentation. If I remember, it was a joint session of the City Council and the Planning and Zoning Commission. MR. LAMB: Did you at that time indicate to them that you had received no notice? You also had a conversation with someone, and I'm going to ask you if you recall the specific name of the person that you had the conversation with that 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 47 indicated there would be no affect on your zoning on your particular piece of property.? MR. BRODSKY: Well, we made a presentation, and quite candidly, I. think we requested that we not be zoned at that point in time. We explained that we were -- as a matter of fact I think I brought this rendering with me during that hearing that we would not he allowed under the proposed zoning of HCO to develop Airport 2000, that we had worked with the city over two and -a -half or three years period of time and that we respectfully requested that our tracts not be considered as part of the rezoning process at that time. MR. LAMB: Again, I'm going to ask you, do you recall the name of the person who specifically indicated to you that you would not be affected by the zoning process? MR. BRODSKY: My recollection was that it was Jim Hancock. MR. THOMPSON: According to Section 69 in our zoning book here it says that the rezoning began August 2nd, 1983„ 1 guess that I am directing this to the city staff. Did you all not begin sending out notices somewhere after that to the people that were going to be rezoned? 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 48 MR. HARDY: The actual notices were sent out in February or March, somewhere along in there. Notices were sent out -- MR. LAMB: March of -- MR. HARDY: 184. MR. WILLIAMS: Is he to be sworn? MR. LAMB: Yes, as a matter of fact. Thank you. (witness sworn.) MR. THOMPSON: When did you send the notices out? MR. HARDY: First of all, I don't want.to say when we sent'them out, but we can get those dates, but those notices were sent out. We got the list of property owners from TAD, the ones they actually send out for their tax lists, and we had a letter from them certifying that that was the property owners list at that time. Now, if they did not get that, I don't know. MR. TROY: Was that sent out, by certified mail? MR. HARDY: No. MR. LAMB: Just regular? MR. HARDY: Right. MR. THOMPSON: One other question, is this Highway 2499 definitely routed through your 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 is 20 21 22 23 24 25 49 property now? I understand that there has been some conflict on where it is going to come through. MR. BRODSKY: Yes, there has been a lot of discussion about that. We had planned to let it come through the property, and as my attoney stated, I'm willing, and I have stated this repeatedly, I am willing to donate at no cost the right-of-way for a 200 foot request from the State Highway Department and up to 7 acres for an interchange. My understanding of the status of the right-of-way is as follows. One, I cannot afford, in my own mind economically, to dedicate more than 19 acres and I can't afford to dedicate the 19 acres because I'm not able to do what I hoped to do and planned to do and want to do with the property. The present HCO zoning, which has been taken up in another section of the City of Grapevine government, limits me not only to 100 feet, but has dramatically changed coverage, set -backs. For example, they have even increased the perimeter set -backs all around the property to where that would take 10 acres by itself. So, out of 131 acres I will only be able to develop under the limitations of HCO zoning 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 50 approximately 32 acres. I can't afford, and I can go through the numbers with you and I would be more than happy to show you how they are derived, but I did it with Tommy in the room one day, including Mayor Tate, Jim Hancock and Tonv Wiles. I'm not sure whether Tony was there, Tommy. Do you remember' MR. HARDY: I don't believe so. MR. THOMPSON: Pardon me. You said that you would be able to develop 32 acres out of the 131 under HCO? MR. BRODSKY: Yes, sir. MR. THOMPSON: Under the HCO? MR. BRODSKY: Yes, sir, and I went through those numbers with the city administration and I showed them what the HCO zoning had effectively done to my ability to develop that property. That's why this issue here is just so critical because it really takes away an awful lot of my development rights that existed at the time I acquired that property. MR. LAMB: At one point, and I'm looking for the actual date of the situation, you indicated that you had received an offer to sell the property, but that your intent was to develop the total property and that you did not want to sell at that 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 q I time. Assuming that this was a legitimate offer, can you give me a possible purchase price that was proposed to you at that time? If you could do it in terms of square footage it would be helpful. MR. BRODSKY: I really don't recall. I don't recall. I could hazard a guess, but it wouldn't be an exact answer, so Someone from my staff who is not sworn recollects that it was about $4.00 a foot, so that would make the value of the property somewhere in the area of about $25 million dollars, and that would have been sometime in 1984. 1 think you have a summary. MR. LAMB: Do we have in the summary an indication of the date and the circumstances when you declined to accept that offer? MR. BRODSKY: Right, about $25 million dolars at that time. MR. LAMB: If possible, could we have a copy of that document entered into the record? MR. BRODSKY: Sure. MR. WILLIAMS: Mr. Chairman, could you tell me the number of that document? MR. LAMB: I am looking for i�t. MR. BRODSKY: No, it was $3.00, about $17 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 is 19 20 21 22 23 24 25 52 million dollars. MR. WILLIAMS: If we could, we'll get Mr. Brodsky to speak into the microphone and identify this letter. MR. WILLIAMS: Mr. Brodsky, if you could, would you identify for me the letter dated October 28, 1983 and tell me what is attached to it, I would appreciate it? MR. BRODSKY: This is a contract of sale from the Cambridge Companies, trustee and/or assigns, to me offering $3.00, or approximately $17 million for the 131 acre tract, and it is executed and dated October 25, 1983. MR. WILLIAMS: What was the zoning on the property in October of '83? MR. BRODSKY: Ii. MR. WILLIAMS: If we could have this marked as the next exhibit, we would offer it into the record. MR. LAMB: A15? MR. WILLIAMS: A15, yes, sir. (Exhibit A15 marked.) MR. WILLIAMS: This is comprised of a cover letter to Mr. David Davidson from Karen Brian and a contract of sale as 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 53 referenced by Mr. Brodsky. MR. BRODSKY: By the way, they submitted that offer and came back with a much higher offer and I refused to counter or to fix a price for the property because it just wasn't for sale. So, all we did was write the cover letter just announcing th return of the contract. MR. WALDRIP: Am I correct in assuming that no Physical construction has taken Place on the property at this time? MR. BRODSKY: That is correct. MR. WALDRIP: Okay, what are your plans as far as a date to start construction, if this would be granted? MR. BRODSKY: I think that a lot right now depends on the availability of utilities, and obviously you can't begin construction unless you have utilities. To my knowledge, and perhaps Mr. Boyle could direct me, or maybe Tommy can, I don't believe that an agreement has been finalized with the City of Coppell to provide utilities to this particular property, and a lot would depend, quite candidly, on when those would be available. MR. THOMPSON: I notice that.in your blue book you had made some provisions, maybe, for some single 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 54 family or residential areas in your development. Is that not correct? MR. BRODSKY: Yes, sir. This was inconsistent with the Il zoning, and it wasn't single family in that sense. It was high-rise residential, which again, remember that the Laventhol & Horwath market study did recommendations as to the highest and best use. In the last phase of the project in these two towers over here overlooking the lake and _golf course they felt could be utilized at that point in time, realizing_that that would be a last phase to be developed, could be utilized as potential high-ris residential. MR. THOMPSON: But you have rejected that since, or is it still in your plan? MR. BRODSKY: Well, it is inconsistent with the zoning that was in effect, so they could only recommend it. MR. LAMB: Could you shed some light regarding Exhibit A9, which is the Preliminary Master Plan and Site Analysis, there is a lot of drafts throughout this list, but it looks like it is dated November 13th, 1984.. Could you explain the differentiation between the front copy which has March of '84 and these draft stamps located on the majority of the =1 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 55 pages throughout the study? MR. BRODSKY: This is a very complicated report with an awful lot of numbers and tables, what we were going through at the time, and the final report that was given to some potential investors in Europe, and I ran out of copies, so the only thing that we found was what was in effect close to the final draft of the ultimate report. We went through in-house and it took us ten weeks to do this and to verify all of the arithmetic calculations and all of the references in this document, which I must say just took a long time to go through that, and until it was done and typeset and proofed, everything was just stamped draft. I might add too, that if you look at the stamps on that report of March of 1984, the proofing took just a long time to get this done because of the complexity of the numbers involved. MR. TISCHLER: Was this prepared in-house or by someone else? MR. BRODSKY: No, sir, the end result of the HOK study in which is included all of the consultant reports. So, for example, you don't have tabs in the reproduction, but in this book which you have as an exhibit there is a developers statement, executive M11 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 56 summary, there is a master plan as done by HOK, and then there is a market study done by Laventhol & Horwath, and then there is an appendix. So, there is a compilation of all of the consultants work boiled down in this book. MR. WALDRIP: Mr. Brodsky, was this book ever submitted to the city staff before it was submitted to us here as evidence or as an exhibit? MR. BRODSKY: I don't -- to answer your question, I don't know, number one. My understanding from the representation of the consultants in their logs indicates that every aspect that is contained in here was reviewed with the city staff and that is proven, I say proven, I think that that is reflected by the time sheets and the entries that were made, for example, by Roy Wilshire and Graham & Associates. They went through the relative aspects of their studies with city staff, and those meetings are reflected in the calendars. MR. WALDRIP: But there was never any formal presentation of this as one complete text? MR. BRODSKY: No, sir, not to my knowledge. MR. WALDRIP: I would also like to hear something that you touched on a minute ago, some further comments, from your perspective as to what 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 57 the limitations of the HCO would place on the property, that you are objecting to? MR. BRODSKY: From a development Perspective standpoint, a developer's point of view, and let me say too, I think that Kirk made the statement, we're looking for the highest and best use of the Property, and that goes without saying, but I would hope that given the effort that has gone into this study and of working with the city for this period of time, that our desires and interests would be consistent with those of the City of Grapevine. This is an isolated property, isolated property with Rosewood and my property together being isolated. We have on the east boundary State Highway 121 that is going to be widened and improved. We have the Hilton Conference Center on the south and we have a wide flood plain area on the west and on the north, and so we are isolated from any residential development at all within the City of Grapevine's territorial jurisdiction. Cities today, you had some people from the library out soliciting money in canisters today, this location will increase the City of Grapevine's tax base, your sales revenue, your hotel tax, it will enable you to do a wide variety of things that Md M 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 58 you need for your community, and at the same time give me the opportunity to take a developer's risk, a real estate risk, that is not small in today's market, to build somethinq that I think makes sense and that I am willing to put my name up on it for thE loan with a personal guarantee for a substantial amount of money. The HCO ordinance limits me from the highest and best use of this property substantially for a variety of reasons. One, it imposes a 100 foot height limitation. The intent, the way it was explained to me, and I don't presume to interpret the wishes of the City of Grapevine about this matter, but I can only tell you what was told to me, is that no one wanted an office building looking down on a residential area, and I can understand that, but we don't have any residential areas anywhere near us. I could build a fifty story building and I wouldn't look down on any homes or any apartments or any townhouses, or any place where anyone lived. Two, the airport, which would be the controlling body from a health and safety standpoint, will allow me to go up to seventeen to twenty-three stories in height, and if you assume thirteen feet 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 per floor, you can do the arithmentic calculations, but certainly I could go up well beyond 200 feet on the north side of the property and still be within the safety factor as mandated by the Regional Airport Authority. So, I fear, you know, that I am being limited severely to a hundred feet within the HCO ordinance. Two is ground cover. The HCO ordinance, and Tommy, I haven't memorized this ordinance, so if I misstate something, please correct me, but mfr recollection is that it allows me to develop only forty percent of the property. Of that forty percent, by definition, that includes not only the office buildings or the retail center or the hotel, but all parking and structure parking, so as opposed to being able to develop something in the area of eighty percent under the light industrial ordinance. So, there is a reduction by half, if you will, of how much volume across the board I can put in my 131 acres. The next is the setbacks, and where set- backs are important and necessary for certain types of development, a 75 foot perimeter setback where you are giving up 200 feet of right-of-way takes up 10 acres all by itself of the 131 acre tract. So, N 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 60 the setbacks, the way they are defined, imposes, I think, a very severe limitation beyond what I have seen, and we have done a comparison of suburban Dallas zoning, of Irving and Plano, and under our old ordinance and new ordinance it imposes a severe restriction on us. The impervious area -- MR. WILLIAMS: Insofar as that setback is concerned it will not allow even surface parking, so it is literally not usable space. I think that was one of thepointsthat wO, stated, that we lose 10 acres of developable land. Is that correct? MR. BRODSKY: Yes, thank you. The impervious area is one of the other items that is very specifically defined in the ordinance. We did a plan of the sites, which I don't think I have with me, but I did it to show all of the ureen areas that we had planned. That rendering, at the oblique angle that it is, shows something that is much more dense, or aPpears to be much more dense than it is, That represents the six million square feet thal I would hope to build on the site, but we did a tack down color rendering of the site, and we outlined office buildings, and I think it is red, parking surfaces in another color; streets in anothe color, and then, open areas. There is a substantiall W] 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is is 17 18 19 20 21 22 23 24 25 61 amount of open area in this plan. That's what people want today, that's what helps office buildings lease space. To do a downtown Dallas in this location really doesn't make sense. It has to be open and it has to be airy, and that's why we concentrated on the views, both short and long-term. If I was going to pack as much volume in on the site as I possibly could, I could tell you what the views would be, they would be the next office building period. That is not the intention, because that would lose in this market. So, to answer your question, my recollec- tion of the limitations are those of height restriction, the combination of the setbacks, the ground cover and the definition of impervious areas, and to my recollection those are the four restrictions that combine, because if you get hit with one or the other, you know, you try to work something out to develop and you always run into another restriction, and it makes it very difficult, and in this case impossible to realize the highest and best use potential for this property which is isolated by natural barriers and really could be a focal point for the city of Grapevine and could produce a tremendous amount of revenue as a Im 1 2 3 4 S 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 tax base item and sales tax item. MR. LAMB: You indicated that you have taken -- I'm going to make sure I understood you accurately. You took this Exhibit A9, your pro forma, to over a hundred investors. Is this the document that you utilized? MR. BRODSKY: No, sir. There is a summary proposal -- MR. WILLIAMS: Let's make sure you have the right one. MR. LAMB: Which exhibit was it? MR. WILLIAMS: Exhibit A8. MR'. BRODSKY: The preliminary concept. MR. TISCHLER: At the present time you are the sole owner of this property? MR. BRODSKY: Yes, sir, I am. MR. TISCHLER: What kind of reaction have you had from the hundred investors you proposed that to? MR. BRODSKY: Well, you can see the corresponden stops, because the first question has to do with the status of 2499 and utilities and zoning, and when I couldn't answer those questions I stopped marketing the property because of the investment that would be required. I'm just not able to do'anythi.ng as far as looking for investors until these three items are ML 1 2 3 4 5 6 7 8 9 10 11 12 13 14 IS 16 17 18 19 20 21 22 23 24 25 6,1 defined and resolved. MR. LAMB: Obviously, you're not going to do this yourself, you're going to need the investors to provide the financial backing to make the project .• MR. BRODSKY: Yes, sir, that's right. MR. TISCHLER: If this request for vested rights is denied, will the offer for the 19 acres for 2499 be revoked also? MR. BRODSKY: Unless we can modify the HCO ordinance in a way that allows me to realize the economic potential of the site I cannot afford to dedicate the 19 acres for 2499. MR. TISCHLER: Indirectly, you're trying to tie the 2499 donation of the land, or the right-of- way, to the zoning? MR. BRODSKY: I would say really directly, not indirectly at all, because, quite candidly, the offer to dedicate the right-of-way was made when I had light industrial zoning. I don't think there is anything wrong with the city getting and having what it wants and needs and there is anything wrong with the developer getting what he wants and needs. It's done and negotiations are carried out all of the time between cities and developers or land owners 1 2 3 4 5 6 7 8 9 10 11 12 13 14 IS is 17 18 19 20 21 22 23 24 25 64 in order to negotiate a fair exchange. I'm willina to give something up to get back what I had. I'm not even asking for anything additional. I just want to get back where I was. Then, if I get back to where I was I'm going to dedicate the 19 acres at no cost. I'm not asking for anything more than what I originally had and what I have worked to accomplish through all of this planning process. MR. TISCHLER: You mentioned that there would be townhomes included in this. MR. BRODSKY: No, sir. No, sir. MR. TISCHLER: There will he some kind of residential then?, MR. BRODSKY: No, sir. I said that the recommendation was made by the market study people, Laventhol & Horwath, to include high-rise residential in this last phase of the project, which was rejected. In other words, their mission was without restriction to recommend what the highest and best use of the 131 acres would be, and in the last phase they recommended to me that a high-rise commercial to be built sometime in the late 1990's, high-rise residential. That's part of the report, but as I say, it was inconsistent with the zoning. Their mission was to find the best and highest use for the 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 16 19 20 21 22 23 24 25 65 property. MR. WALDRIP: So, this Exhibit A9 is really a recommendation of what you planned to build on the site, not really or necessarily a final site plan? MR. BRODSKY: That's right, because a site of this size and this complex evolves over a period of time. In this case the idea was to start here with an office building and a hotel and then to work backwards to maximize the utilization of the site and the. infrastructure, and you can't, and I don't know anybody and I'm certainly not smart enough to plan a twenty year program for a particular piece of property, it's' an evolutionary thing, so you need to know where to begin and the timing and the cost and then work through your plan, which is really subject to change over a long period of time, because it's a twenty or twenty-five year project. MR. WALDRIP: So, under, like, Section 46 or 47, under existing zoning codes, you haven.t filed a master development plan or a site plan of any type on this property? MR. BRODSKY: No, sir, I have not. MR. TISCHLER: On one of the pages of Exhibit 14 I believe it indicated, I may be wrong, but there would be some residential. ME 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 is 19 20 21 22 23 24 25 r) r, MR. BRODSKY: High-rise residential. In other words, these two towers here, if you'll look real closely, are labeled condominiums. This phase is a Galleria type project which has retail, office, high-rise residential, hotel, and it is all labeled. That was the planning people, Laventhol & Horwath, recommendation, to have high-rise condominiums over- looking the golf course and lake, but not townhouses or single family houses. MR. WALDRIP: To what extent have you had to borrow funds and expend funds as necessary to do the planning that you have done up to this time?. MR. BRODSKY:' So far I have paid for both the planning and the buy-out of my investors out of my own pocket with no borrowed funds, and that includes the two and -a -half million dollars to date to my investors. The only debt against the property is the original debt from when I acquired it in 1980 and one last payment to my investors. MR. WALDRIP: Okay, thank you. MR. TISCHLER: City staff, what is the time frame as far as utilities being available to the site? MR. HARDY: I think that is largely going to be up to the developer. He is the one that is going f 4 r 6 7 8 9 10 11 12 13 14 is 16 17 18 is 20 21 22 23 24 25 C -7 to have to pay to get those utilities there, water and sewer. What it's going to take to serve this project, I don't know, and that is going to be up to the developer. MR. BRODSKY: I was told that that was the amount of $1800.26 per acre, which is what I have on deposit at the city, according to the letter that you have from Mr. Baddaker, and I have already put that money up to get utilities to my site. I mean, I'm ready to go. That is a live letter of credit. MR. TISCHLER: In Exhibit A3, Summary of Documents and Correspondence Relating to Provision of Utilities to Airport 2000 Project, Item 10 is a letter dated January 15, 1985, from Jim Baddaker to Fred Brodsky. The last sentence, according to Mr. Baddaker, various developers are planning projects in the northeast area of the city which would place demands on the water and sewer systems which under present circumstances the city cannot meet. That's what I'm referring to. At what point in time will the city be able to meet these demands? MR.- HARDY: As far as the adjoining properties, I don't know, but it is my understanding that there is water and sewer available for Mr. Brodsky's tract, and I thought that he had paid the money for those W111 1 2 3 4 5 6 7 8 9 10 11 12 13 14 IS 16 17 18 19 20 21 22 23 24 25 r, P services. To get his property served would be up to him as far as getting water and sewer lines to that tract for service, not to the city. MR. TISCHLER: But, based on what I'm reading here, the city can't supply it to start off with. MR. HARDY: Not all of the area, no. We don't know how it's all going to develop at this time. MR. WALDRIP: All right, Tommy or Mr. Brodsky correct me if I'm wrong, but if this were to be granted what you had planned to do would be to, as you came up with specific site plans, a site plan on each specific need would be submitted for approval before construction was to start there? MR. BRODSKY: Basically, that's right. I think that the ordinance, Tommy correct me if I am stating this incorrectly, but I think your ordinance requires that a site plan be submitted in advance and be consistent with the zoning ordinance. MR. HARDY: No, sir, it would not. If they granted you the Il, the right to develop under the old Il Light Industrial, the requirement for a site plan would not be required. That was not a require- ment of that district. MR. WALDPIP: Was there any requirement? How did you get a building permit under the old Il. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 IS 16 17 18 is 20 21 22 23 24 25 69 MR. HARDY: You submit a building permit in compliance with all of the requirements. It does not go to site plan review.. MR. BRODSKY: I might say that as far as utilities, if I could back up just a moment, it was my understanding that utilities would be made available by the city in sufficient quantity for 2000 gallons per day per acre for sewer and each and for water each, pending receipt of an assessment to provide those utilities to my property in the amount of $1800.26. Now, Mr. Boyle has drafted a letter saying that this would be conditional on the city being able to perform, which I understand, but my response in putting up that letter of credit was specifically in response to Mr. Baddaker's letter to me saying that I could reserve that volume for capacity for both sewer and water for the payment of that amount which is, in my mind anyway, what I have done by putting up the $235,000, because in the letter it states that it is on a first come first serve basis, and I wanted to make sure that I could go ahead and develop my property and that I would not fail because of lack of utilities. So, I put up my money, I think, before 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 70 anyone else did. I don't know of anyone else to this day, Tommy, who has any deposit up. MR. HARDY: Not to my knowledge. MR. BRODSKY: I'm the only one who has put up money to reserve my allocation, pro rata allocation, of sewer and water so that I could go ahead and develop and not be held up because of a lack of utilities. MR. LAMB: When you first proceeded to the Planning and Zoning Commission to tell them about potential zoning circumstances for your property, that actual rezoning was done during the rezoning process when the -moratorium was announced, then you were aware of the fact of the possibility of rezoning of your property. Can you tell me, again, what transpired in those meetings with the Planning and Zoning Commission with regards to rezoning the property, because they obviously indicated, and I'm saying obviously, because it's my understanding that they indicated that the zoning was not going to be changed, it was going to stay at HCO. Can you shed some light on the discussions that were held at that time? MR. BRODSKY: One, I never met with P&Z directly. MR. LAMB: You met with -- 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 71 MR. BRODSKY: Other than informal presentations, the rezoning of the City of Grapevine was a monumental process and there were a lot of parts and pieces that had to be worked out and considered. Basically it was my understanding, and again, Tommy, correct me if I am wrong, that on a blanket rezoning, which was what was going on in the City of Grapevine, the objective was to get the new ordinance resolved, finalized and introduced, because the moratorium was expiring, and all of this had a certain time frame in which it needed to be accomplished. Then, the procedure was set up subsequently to handle individual cases or appeals such that someone could present their case, and this is what we did. Part of that process was the meeting that Tommy attended with Mr. Hancock, Mr. Baddaker and Mr. Hart in which it was suggested that, and I think Tony Wiles was in that meeting too, it was suggested that Rosewood and I jointly develop a zoning ordinance for our properties, our respective properties, 262 acres of isolated land from most of the rest of the community. At that time we came up with AMU, or Airport Mixed Use, to reflect the fact that this property was isolated at the airport. We did that based on certain very tenative discussion 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 72 with city staff, Mayor Tate, Jim Hancock, Mr. Baddaker, et cetera. We hired a professional consultant to do that for us and we also hired a consultant to do a comparison for us to assure that we were in line with other cities that are known for their planning and zoning, Plano being one. So, we compared what we were asking for in the AMU ordinance with different communities. The letter of June 13, 1984, to Ms. Sharon Spencer says, thank you very much for your consideration of our zoning request during the recent public hearing regarding the revised Grapevine zoning ordinance. We appreciate the council and the commission's careful and deliberate approach to such important land use decisions. We feel that the city's suggestions that we work in conjunction with Rosewood Properties to outline a zoning classifica- tion appropriate for the mixed use development envisioned for this airport area is a sound one. In response to this sugaestion yesterday we had a very productive meeting with Mr. Jim Baddaker, Mr. Tony Wiles and Mr. John Roark of Rosewood Proper- ties. We will continue to work closely with the city staff and our land planners over the next few weeks 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 to prepare a draft ordinance that will meet both the needs of the City of Grapevine and the objectives of our projects. We look forward to presenting the results of these efforts to the Planning and Zoning Commission and the City Council in the near future. Thank you again for your attention to our applica- tion. That was signed by me and by Phyllis Mueller, who at the time was my director of planning. So, on June 4th, after meetings that were held, it was suggested that Rosewood and I cooperate to develop a separate zoning ordinance to staisfy the highest and best use for our respective properties, and that is what we attempted to do by submitting the AMU ordinance, which effectively was rejected by Tony Wiles in his comments on that ordinance. MR. WILLIAMS: Mr. Chairman, would you like to have that letter introduced? MR. LAMB: Yes. MR. WILLIAMS: We would introduce this letter as Fxhibit A16. (Exhibit A16 marked.) MR. WILLIAMS: Mr. Chairman, we would like to introduce into evidence not only the letter that was written to Chairperson Spencer dated June 13, 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 7d 1984, but also an identical letter that was written and sent to the Honorable William D. Tate under the same date with the same information, simply confirming the status of the comments and the working of the neighboring properties to develop a Mixed Use Development in accordance with the suggestions of planning and of zoning and of the city council. So, we would like to have each of these marked as separate exhibits, even though they are identical letters. One is to the Chairperson of the Planning and Zoning Commission and one being to the mayor. MR. LAMB: All right. (Exhibit A17 marked.) MR. LAMB: So, the response of Mr. Tony Wiles, planner, is that right, was given to you approximatel� how long after you went before the Planning and Zoning Commission? MR. BRODSKY: It took about two weeks to prepare our recommendations on the zoning ordinance and I think Tommy suggested that we draft it in the same form as the existing ordinance which would follow the outline that was existing at the time to facilitate consideration on a like -to -like basis. Then, it took four months, my recollection, from our previous hearing with Tony Wiles to come back to us N 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is is 17 18 19 20 21 22 23 24 25 75 with his comments and observations on our submission. MR. WALDRIP: Mr. Brodsky, in your Exhibit A9, Preliminary Master Plan and Site Analysis for this tract of property, we have already discussed the residential development that was mentioned in there, and you noted that that would not be consistent with previous zoning so that that would not be included in the plans for the site. Are there any other provisions in this plan that are no longer consistent with your plan, or that are no longer consistent with your current plans? MR. BRODSKY: I don't believe so,, unless -- I'm not sure, Tommy, whether the old ordinance allowed for free standing restaurants. MR. HARDY: Yes. MR. BRODSKY: Then, to my knowledge, that was the only exception, and those two towers would be office condominiums rather than high-rise residential. To my knowledge, it was the onlv exception to the then existing zoning ordinance that was proposed by our consultants. MR. WALDRIP: Assuming that utilities could be provided within a reasonable time period, then you were still planning on sticking somewhat with the construction time you provided in this document? 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 7G MR. BRODSKY: Yes, sir, I was. I mean, in something like this, if you read the Dallas Mornina News on Sunday, it's doom and gloom, something like this, you need to take time to plan. It is too large of an investment to just go off -- you know, you have to pick your time carefully and I think that that is indicated by the detail in the market study there that was done by Laventhol & Forwath that is part of our over-all report. But, yes, subject to the marketplace and financing it was our intention to stick with that plan, because we had worked so hard to refine it through all of the alternatives that it was the one that made sense to us. We did leave in a lot of flexibility, but only to the extent that you can predict a twenty or twenty-five year development schedule, this is what we felt very comfortable with on a considered basis by everyone involved in the project. MR. WALDRIP: So,.it's my understanding that in accordance with your market study and what is going on at such places as Valley Ranch and Los Colinas that you could actually wait until a time somewhere in the area of 1988 or '89 to start construction? 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is is 17 18 19 20 21 22 23 24 25 77 MR. BRODSKY: That's right, and I think in my recollection it was 187 or '88 for Phase 1, but I might also point out that to begin construc- tion in '87 or '88 for the first phase that utilities have to be in place. The lead time there was about nine or twelve months, if I recollect. So, we would have to actually back up from the date that we actually intend to put a shovel into the ground for our buildings and go backwards somewhere in the area of fifteen months or so. If we are talking '87 or '88 it would be '86 or '87. You have to have your plans, your architect needs to do his work, everything else needs to be in place before you put a shovel into the around. Normally, the lead time on something like that, as I said, is somewhere in the area of -- well, utilities would be the biggest thing in this area. MR. WALDRIP: As I understand it, Tommy, at that time, if he was ready to proceed, there would be no requirement for him to submit a detailed site plan? MR. HARDY: That's right. MR. WALDRIP: -- to the city for approval? MR. HARDY: It would not be required, no. MR. THOMPSON: That bothers me a lot. Have you 5111411A 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 78 reviewed any other sections of the current zoning ordinance that would better suit your needs for this property? MR. BRODSKY: To my knowledge, there is not an alternative. We did look at several proposals and the closest was HCO, given the restrictions that I enumerated. MR. LAMB: Mr. Brodsky, at anytime during the process of meeting with the city staff and with each of the various members of the Planning circumstances you were involved with, with Tommy, Mr. Hancock and Mr. Baddaker, at anytime, was there any type of Positive affirmation of Your circumstances, other than to continue to provide information to the city to develop this zoning? MR. BRODSKY: I take it that that is a good question, and, yes, there was. There was constant feedback, Positive feedback. If You look through my calendar you will see that I had several' meetings with the city and I did that on a regular basis to show Mr. Baddaker in particular, and Mr. Hancock both, Tommy I met only recently at the time the zoning was being considered but both Mr. Hancock, especially Mr. Hancock, and Mr. Baddaker were fed information from our Planning process as and when it IFL 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 -70 reached a point that it made sense. For example, Mr. Hancock I gave a copy of this rendering at the time that it was done, but even before that I came in here with a model, a styrofoam model of the whole project layed out on a large sheet of paper that showed all of the streets and everything else and I showed them to him because the architect had brought it in. We discussed the visual aspects of it and how it would build up, et cetera. So, I think that both of those gentlemen were kept reasonably well informed of our Planning process and given data as and when it was developed that we felt would help them plan-, which was the whole purpose of this. I can't do this project in isolation. It is such a substantial property that it needs the cooperation of staff and of all of the elements within the city. So, we started doing that early on, our consultants did that early on, so that we just weren't out there by ourselves running our own numbers or doing our own things without consideration for what the city wanted and felt that they could support and supply. This is why you will see the series of meetings for Graham & Associates on utilities, with WL 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 is 20 21 22 23 24 25 80 Roy Wilshire on traffic and transportation, of HOK, of Laventhol & Horwath. They all had a continuing series of meetings with different members of staff of the City of Grapevine. MR. LAMB: I notice that you have Mr. Hancock down as one of the witnesses but yet you declined to have him here to present a statement this evening. I would like to hear from Mr. Hancock his represen- tation of those meetings specifically refuting or making positive affirmation of the recollection that at one point in time that he indicated to you that there was no,.effect on this particular piece of property. I would like to have him available for that. MR. BRODSKY: Sure. MR. LAMB: I notice that he is not available this evening, at least I don't think he is, but I would like to question him in that area. MR. BRODSKY: Sure. I certainly have no objection. MR. LAMB: But from a procedural standpoint I have a little difficulty with that because he is not here. I assume that he was notified of the meeting and that he would be a potential witness this evening? 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 81 MR. BRODSKY: Well, we decided not to call anyone. We could have been here, I think, for a week. We decided to summarize everything and provide you with as comprehensive a summary as possible with all of the documentation. If we wanted to pass the weight test or the paper test we really could have flooded everyone with a bundle of paper, but we decided not to do that. Again, my recollection is exactly what I told you. Very clearly, I think that that can be corroborated by Phyllis Mueller, but,I don't want this deliberation to get into, you know, you said this or I said that kind of thing, because I think that there is enough factual evidence available to you that we have presented that clearly indicates from my personal point of view and from my consultant's point of view a continuing dialogue with the City of Grapevine. MR, LAMB: One of the parts of the ordinance is the reliance made upon statements by staff or agencies of the city, and it's very difficult to refute that statement if that person or agency is not present to make statements. MR. LAMB: I'm going to ask for a five minute break at this time, if I could. 9C I 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 82 MR. BRODSKY: Sure. MR. LAMB: I'd like to have a five minute recess. (Brief recess.) MR. LAMB: If we could reconvene, please. We are in the process of asking questions by the board members. Any further questions fo Mr. Brodsky by anyone in this particular case that you would like to ask? Okay, city staff now has opportunity to question any of the witnesses or applicants or objectors at this time, if they so desire. MR. SMITH: There are just a couple of little points. MR. LAMB: I think'I need to swear you in, Mr. Smith. MR. SMITH: You need to swear me in? MR. LAMB: I'm going to swear everyone in tonight. MR. SMITH: All right. (Witness sworn.) MR. SMITH: Just a couple of points to clear up with Mr. Brodsky. Maybe you would want to come back up there, sir. I understand what you are telling us about the letter of credit that would be for a reservation of a right to receive a certain IN 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 amount of water and sewer services, is that correct? MR. BRODSKY: That's correct. MR. SMITH: And is that designed for a specific project, or is that available to you no matter what you build on the property? MR. BRODSKY: I assume that it would he available to me, regardless of what I put on the site. MR. SMITH: So, that wasn't keyed to any particular proposal? MR. BRODSKY: Well, in my mind it is, because my plan was Airport 2000, so I had nothing else planned on the site, if you will. MR. SMITH: But, if You planned and built something else, You could still use that same committment? MR. BRODSKY: I have no plans to do it, but if you want to make that Supposition, yes, I could. MR. SMITH: Something I still don't understand about this document that bears all of these draft stamps. :.The draft stamp says it is November 13, 1984, to be used only for management discussion purposes, engagement is incomplete, this draft is subject to final review and Possible revision. Whose draft stamp is that? 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 84 MR. BRODSKY: HKO planning aroup. MR. SMITH: And they put it on the document? MR. BRODSKY: That's correct. MR. SMITH: Did they put it on the document when they delivered it to you? MR. BRODSKY: There was never a final printing done on this document. In other words, I used what was presented there as a proposal based on all of this work to prospective investors, but the binders were printed and the document was never printed because 2499 was a large question mark at that time. That was the first of a series of three items, the 2499 alignment and then zoning and then the utilities that precluded doing somethinu in final, final form, if you will. MR. SMITH: Well, what I'm trying to get at, Mr. Brodsky, the date that this bears, draft of November 13, 1984, is that the time at which HOK had reached a stage of having the document in this state and gave it to you in this state? MR. BRODSKY: Yes, obviously. MR. SMITH: You told us that this is a long-rangE twenty-five year project, so is this just kind of a concept of how the property might develop? MR. BRODSKY: It is a plan for the development W] 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 Q q of this particular site. MR. SMITH: But didn't I hear you say that some parts of it might change? MR. BRODSKY: Yes, sir, that's right. I can't predict twenty-five years into the future. MR. SMITH: But you're not asking to have the board approve the use of the property for the development of a project configured just exactly the way it is shown on your exhibits, are you? MR. BRODSKY: No, I'm not. I am asking for a reinstatement of my original zoning, which is light industrial zoning. MR. SMITH: You're asking the board, you're asking this board, to give back the Il industrial zoning for that property? MR. BRODSKY: That's right. MR. SMITH: To restore those restrictions to this property? MR. BRODSKY: Based on vested rights, that's correct. MR. SMITH: And to allow you to build on it anything that the Il zoning would otherwise have permitted? MR. BRODSKY: Yes, sir. MR. SMITH: Is that right? 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 Rh MR. BRODSKY: That's correct, but my concept for what that is, however, is based on an awfully large expenditure of a lot of man hours, which is what you see here. MR. SMITH: Has the architectural design work been done for any of this project, Mr. Brodsky? MR. BRODSKY: Specifically for a building? MR. SMITH: Yes. MR. BRODSKY: No, sir. NIR. SMITH: Have construction drawings been done for any buildings? MR. BRODSKY: No, sir. MR. SMITH: Have you done any drawings for the installation of roads for the water and sewer lines on the property? MR. BRODSKY: Other than the planning process that was done and the -- and the grading and the soil tests and utilities studies that were specifically done, I would say that besides putting a shovel in the ground that we have done everything that we needed for the preplanning of the site. MR. SMITH: Have you done construction drawings for the roads, for example? MR. BRODSKY: Not knowing where the roads or where 2499 is going to be, no, we haven't, but 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 R7 we have done, as well as presented to the city council, a tremendous amount of work down through the ultimate configuration of the interface with International Parkway, which by the way is about twenty years out according to the State Highway Department to go through all of the three or four phases we are talking about so, we phased it out, but the original phase for the road, for example, is a two-lane Farm to Market road. MR. SMITH: Mr. Brodsky, you don't have any c ontract outstanding to deliver a building to anyone on this site, do you? MR. BRODSKY: No, I don't. MR. SMITH: You haven't executed any leases for anyone to occupy any structures on this site, have you? MR. BRODSKY: It's not possible to execute leases without having the utilities, your zoning and 2499 resolved. Now, I would be a fool in the marketplace going to negotiate a lease without being able to deliver, and right now I'm not in that position to deliver. MR. SMITH: You don't even have yet the specific plans for your first office tower and hotel, do you? 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 00 MR. BRODSKY: When you say, plans, we have a concept. That would be affirmed by Holiday Inns, which we approached them, which was in concept acceptable to them and to me. The next step would be to go into a contract with an architect. I can't provide utilities and I can't go to the next step. So, all of your questions are obviously predicated upon having . everything in place and I don't have everything in place. I don't have my zoning, I don't have my utilities, even though I have Put up my money to the city to reserve my utilities, I can't get them at this point in time. MR. SMITH: You don't have a contractual committment to provide a hotel with the Holiday Inn folks, do you? MR. BRODSKY: No, sir, I couldn't commit to that because, again, that would require a time frame and I can't deliver. I would be exposing myself to quite -a problem. MR. SMITH: .'.I don't have any other questions, Mr. Chairman. MR. LAMB: Tommy, do you have any questions? MR. HARDY: No. 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 IQ MR. LAMB: There being no other questions from the city staff, Mr. Brodsky, it would be your turn to question the city staff if you have any questions. MR. WILLIAMS: No questions. MR. LAMB: As we had no objectors, there should be no questions in that area. Rebuttal is available to the city staff if they wish to make any statements in that area at this time. MR. BOYLE: Your Honor, we would like to introduce Ordinance 70-10 which is the base ordinance that Il zoning is incorporated in. I intended to do that initially and did not do so. I would like to note that into the record, that 70-10 is a part of the record and does incorporate II zoning. MR. WILLIAMS: Could I ask, is that the Il zoning that was in force and effect as of the acquisition of this property in '80 and in the planning process in the 184 time frame? MR. BOYLE: It is the same ordinance and I am certain it was not amended, the base portion of it was not amended during that period. MR. WILLIAMS: Very good, thank you. MR. BOYLE: That's all. 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 MR. LAMB: Mr. Brodsky, your turn if you have any comments. MR. BRODSKY: No. MR.LAMB: At this point I'm going to declare the public hearing closed and we will be rendering a decision on this matter sometime within the next thirty days for getting a decision to Mr. Brodsky. MR. WALDRIP: I think that the time period is forty days. MR. LAMB: Excuse me, our time period for rendering a decision is forty days. MR. BOYLE: Mr. Chairman, we would advise the board, and I'm sure you're aware of this, but you do have that time period in which to deliberate and make your decision. It is necessary for you to deliberate in a public body in a meeting that is called and advertised under the Open Meeting Act. MR. WILLIAMS: We would just like to have notice of when that deliberation would take place. MR. BOYLE: I would just like to advise you to let the city staff, Mr. Baddaker or the city secre- tary or the secretary of the board to notify Mr. Williams, if that's satisfactory. MR. WILLIAMS: Very good. MR. LAMB: You will be notified. I believe 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 91 we have other business now, the oaths of office. (Whereupon, the proceedings transcribed herein were completed.) 1 2 3 4 5 6 7 8 9 10 11 12 13 14 is 16 17 18 19 20 21 22 23 24 25 92 STATE OF TEXAS X X COUNTY OF TARRANT X This is to certify that I, David Chance, reported in shorthand the proceedings had at the time and place set forth in the caption hereof, and that the above and foregoing 91 pages contain a full, true and correct transcript of said proceedings. Given under my hand and seal of office on this the ;P� day of 1 A.D., 1985. David Chance, Certified - Shorthand Reporter in and for the State of Texas, #1006. I cc W Z 0 0 a m vh- sv J 2 01 i Ms. Andie Woods FORT WORTH STAR PO Box 1870 Fort Worth, Texas A7610 Please find enclosed, the following for publication on Wednesday, June 5, 1985, in the "Neighborhood -Extra" Section of the Wednesday Edition of the Star Telegram. Publication Date Notice of Public Hearing June 5, 1985 (Terra) As always, your assistance is greatly appreciated. Sincerely, Joy Carroll Planning & Zoning Department of Comn-uuty Developnent SHM Enclosures NOTICE OF PUBLIC BEARING FOR CITY COUNCIL AMID PLYING & ZONING COMMISSION Notice is hereby given to all interested persons that the City Council and Planning and Zoning Commission of the City of Grapevine, Texas, will hold a public hearing on the 25th day of June, 1985, at 7:00 PM in the City Council Chambers, 413 Main Street, Grapevine, Texas, for the purpose of considering an application to change the zoning of a 390± acre tract of land north and east of Anderson -Gibson Road, east of Denton Creek or Corps of Engineers property, south of the Denton -Dallas County -City of Grapevine boundary and north and west of State Highway 121 from PID, Planned' Industrial District to: 91R -ME -1", Multi -Family (Tract 1) "R -1,T-2#1, Multi -Family (Tract 2) "CC", Community Commercial (Tract 3) "CC", Community Commercial (Tract 4) "HCO", Hotel Corporate Office (Tract 5) '°CC", Cotmrtmity Commercial (Tract 6) "HC", Highway Commercial (Tract 7) "CC", Conyuanity Commercial (Tract 8) „LI", Light Industrial (Tract 9) The application was filed by Terra Properties, Inc The property is owned by 519 Grapevine Joint Venture® LEGAL, DESCRIPTION ATTACHED Joy Carroll Planning & Zoning Department of Comunity Development WANT AD INVOICE 6/254/85 From The FORT WORTH STAR -TELEGRAM, Fort Worth, Texas To - Cj tY Of Grapevine Attn: - JOY Carroll P.O. Box 729 Grapevine® Texas 76051 261 -Lines Times......... $ 87.44 - Affidavit. How Ordered - zi-Ig- znnp Total ___,__27 DateStart 6/5/85 Date End 6/5/85 Class No. 008 Signed: Lori Cotton Nw. I ;. 12 15 - Is' TRAFFIC IMPACT STUDY FOR THE TERRA DEVELOPMENT IN GRAPEVINE, TEXAS Prepared for Terra Properties Prepared by DeShazo, Starek & Tang, Inc. 330 Union Station Dallas, Texas 75202 June 11, 1985 . u TABLE OF CONTENTS PAGE PURPOSE . . . . , . . . 1 DEVELOPMENT SITE , . . . . . . . 1 ACCESSIBILITY . . , , , , , 4 SITE GENERATED TRAFFIC . . . . . . . , , , 5 TRIP ORIENTATION AND ASSIGNMENT , , • , 7 ANALYSIS/OBSERVATIONS . , , , , , , , . 9 SIGNALIZED INTERSECTIONS . . , , . 11 CONCLUSIONS . . . . , , . . . , , 12 APPENDIX . . , , . . . . . 13 tom:. 1 dri r�— DeShazo, Starek & Tang, Inc. ��v Sal Engineers a Planners 0 334 Union Station • Dallas, Texas 75202 -214,1748-6740 TECHNICAL MEMORANDUM TO: Paul Spain Terra Properties FROM: DeShazo, Starek & Tang, Inc. - DATE: June 11, 1985 SUBJECT: Traffic Impact Study for the Terra Development in - Grapevine, Texas; J84122 PURPOSE The purpose of this memorandum is to evaluate the traffic impact and internal street sizing for the proposed multi -use development located in Grapevine, Texas. This evaluation is intended to address the City of Grapevine's concerns regarding thoroughfare planning and access requirements. Figure 1 shows the location of the site relative to the Dallas -Fort Worth Metroplex area. DEVELOPMENT SITE Figure 2 shows the site relative to the adjacent street system. This 519 -acre site is planned as a mixed-use development. The uses will include: residential (169 -acres of multi -family), com- mercial (129 -acres of retail or office), hotel (11 -acres) and -- industrial (204 -acres). These uses have been planned so that 3m A R E I Q 9 Irl 4w Aw V they will interface with each other in a manner to optimize both use and performance of the site. ACCESSIBILITY Good access is imperative to the success of a mixed-use develop- ment. Existing and planned access is also a prime determinant in the design of the development on site. The roadways which directly or indirectly provide access to the proposed development are discussed below. These roadways include: State Highway 121 - is a two-lane, undivided, major roadway. It serves as the eastern boundary of the site. S.H. 121 will serve to provide the development with access to the north (Lewisville and McKinney) and south (Grapevine and D/FW Airport). This roadway is planned to be upgraded to freeway status of a six -lane, divided, controlled access facility. The initial timing of this project is projected to occur within the four-year letting schedule of the State Department of Highways and Public Transportation. Thweat Road/Anderson Gibson Road - is a two-lane, undivided roadway. This facility will be upgraded to an improved status based on the recommendation of this report. Its improvement will be accomplished through developer participation. 4 SITE GENERATED TRAFFIC Trip generation is defined as the number of single or one - di recti on ne-direction vehicle movements with either the origin or destination (exiting or entering) within the study site. The proposed development has two basic scenarios which may occur. These scenarios delineate between generating the community commercial as either office or retail. Table 1 summarizes the retail scenario and Table 2 summarizes the office scenario. TABLE 1 TRIP GENERATION* (Retail Scenario) USE ACRES DAILY A.M. PEAK P.M. PEAK IN OUT IN OUT Multi -Family 168.7 9,021 142 590 676 331 Retail 129.3 59,821 584 343 2,438 2,700 Hotel 17.1 2,520 137 67 86 89 Industrial 154.5 8,736 1,376 240 640 1,248 Commercial 48.9 1,520 67 94 56 74 TOTAL 81,618 2,306 1,334 3,896 4,442 * Reflects mixed-use adjustment (20%) 2 5 TABLE 2 TRIP GENERATION* (Office Scenario) USE ACRES DAILY A.M. PEAK P.M. PEAK IN OUT IN OUT Multi -Family 168.7 9,021 142 590 676 331 Office 129.3 21,086 2,491 275 519 2,292 Hotel 17.1 2,520 137 67 86 89 Industrial 154.5 8,736 1,376 240 640 1,248 Commercial 48.9 1,520 67 94 56 74 TOTAL 42,883 4,213 1,266 1,977 4,078 * Reflects mixed-use adjustment (20%) The values presented in Tables 1 and 2 incorporate a 20 percent adjustment for a mixed-use interaction. This interaction accounts for trips which are internally satisfied by the development. The current zoning and land -use plan have the proposed develop- ment programmed for light industrial uses. Table 3 presents the trip generation associated with the allowable land -use for the subject tract. The 519 -acre tract has been converted to 11,300,000 S.F. of development using a conservative 0.5 to 1 F .A.R. 12 =� r;� 6 TABLE 3 TRIP GENERATION (Allowable Land -Use) USE ACRES DAILY A.M. PEAK P.M. PEAK IN OUT IN OUT Industrial 519 61,698 9,718 1,695 4,520 8,814 A quick comparison of Tables 1, 2 and 3 reveals that the proposed development will generate fewer peak hour trips than that which is allowed under the current zoning. For analysis purposes this study will be utilizing the retail scenario (Table 1) because it represents the greatest (worst-case) trip generation for the pro- posed development. TRIP ORIENTATIONS AND ASSIGNMENT The orientations of the traffic by a percentage of the total expected to approach the development from the various compass directions are depicted in Figure 3. The projected developmental trip generation has been assigned to the thoroughfare network in accordance with the orientations shown in Figure 3. 7 ,�. 4� ��, � s.. �u ■ v e ci c :a 'r v L w :. ni :0 .: y ANALYSIS/OBSERVATIONS There are three major intersections which have been analyzed for available capacity. These intersections are: Thweat Road and S.H. 121, Corporate Drive and S.H. 121 as well as Parkway Boulevard and S.H. 121. The base passby traffic used in the analysis was generated by the North Central Texas Council of Governments (NCTCOG), Year 2000 High, traffic projection. The development just south of the subject development has been added on top of NCTCOG projections. This includes the addition of 5,700,000 square feet of office space. Table 4 summarizes the - results of the capacity analyses. TABLE 4 CAPACITY ANALYSIS SUMMARY* INTERSECTION PERCENT LEVEL CAPACITY USED OF SERVICE Thweat/S.H. 121 88.6 D Corporate/S.H. 121 73.9 C Parkway /S.H. 121 88.4 D *Capacity calculations included in the appendix In order to achieve the Level of Service described in Table 4, - a series of traffic related improvements will need to be implemented. These improvements include: o S.H. 121 as a controlled access facility with three - lane, one-way service roads. "y f.' '�.: U I o Additional right -turn lanes at: - Eastbound approach of Parkway Boulevard at S.H. 121 southbound service road. - Northbound approach of S.H. 121 northbound service road at Parkway Boulevard. - Eastbound approach of Thweat Road at S.H. 121 south- bound service road. o U-turn lanes on S.H. 121 service roads at Thweat Road. o Additional lane (right turn lane) on S.H. 121 service roads at Thweat Road and Parkway Boulevard. The developmental streets have been sized to accommodate full build -out of the proposed development. Figure 4 depicts the recommended thoroughfare sizing. SIGNALIZED INTERSECTIONS Traffic signals will be needed at eight locations. These loca- tions are: o S.H. 121 Service Roads and Corporate Drive - 2 o S.H. 121 Service Roads and Parkway Boulevard - 2 o S.H. 121 Service Roads and Future Thweat Road -2 o The intersections of the six -lane, divided roadways and the four -lane, divided roadways - 2 (see Figure 4). 10 CONCLUSION The proposed development can be supported by the area thorough- fare plan with several developer implemented improvements. The internal street system has been sized to accommodate the proposed development, the planned adjacent developments as well as the projected pass through traffic generated by the NCTCOG Year 2000 Nigh model run. With these volumes projected onto the adjacent thoroughfare network, there will not be any intersection operating below Level of Service D. Therefore, the proposed development will not overload the adjacent thoroughfare network. APPENDIX 13 DESHAZO, STAREK & TANS, INC. 7ERRA GRAPEVINE NBSR 121 NBSR 121 7HWEAT RD. THWEAT RD. _4EEKDAY PLUS DEVLP. P.M. PEAK 200V 84NBSRTPM+ ()5/31/85 [RAFF WIDTHS & MOVEMENTS VOLUMES TRUCKS CRITICAL GAPS PEAK BRAD RBHT FROM LN1 LN2 LN3 LN4 L S R BUSES L S R HOUR lENT TURN 4ORTH 12.0 12.0 12.V V V � V 0.0 0.0 0.0 1.00 0.00 1.()1'',*, _ S S S A _EAST 12.0 12.0 12.0 12.0 0 674 224 1.0% 0.0 0.0 0.0 ().95 0.00 1.0� S S S GR ci ��OUTH 12.0 12.0 12.0 12.0 970 967 302 1.()% 0.0 0.0 0.0 0.95 0.00 1.00 L L S SR V _ WEST 12.0 12.0 12.0 12.0 512 1437 L L S S V 1.()% 0.0 0.0 0.0 0.95 0.0() 1.00 (I DESHAZO, STAREK & TANG, INC. [ERRA GRAPEVINE NBSR 121 NBSR 121 FHWEAT RD. THWEAT RD. _JEEKDAY PLUS DEVLP. P.M. PEAK 2000 LEFT TURN CHECk 'RAFFIC LEFT TURN PHASE FROM CAPACITY VOLUME NEEDED? _______ _________________ ------- SOUTH 644 534 N WEST 80 282 'Y �YCLE LENGTH : 90 SECONDS _ q/C RATIO : NORTH/SOUTH 0.47 EAST/WEST 0.53 _ ADJUSTED PER LANE VOLUMES 'RAFFIC LEFT VOLUME ALLOCATION TO LANES 7RAFFIC LANE 1 LANE 2 LANE 3 FROM _______ L S ______________ R L S R ______________ L S R ______________ -NORTH () V () V EAST V 225 V () 225 0 V 225 � SOUTH 534 ("1 436 0 635 A _ WEST 282 � 23 0 719 � LEFT TURN CHECk 'RAFFIC LEFT TURN PHASE FROM CAPACITY VOLUME NEEDED? _______ _________________ ------- SOUTH 644 534 N WEST 80 282 'Y �YCLE LENGTH : 90 SECONDS _ q/C RATIO : NORTH/SOUTH 0.47 EAST/WEST 0.53 _ ADJUSTED PER LANE VOLUMES 'RAFFIC LEFT STRAIGHT RIGHT _FROM _______ VOLUME ________ VOLUME ________ VOLUME -------- NORTH () V V - EAST 719 263 V SOUTH 56B 7()8 � WEST _ 3VV 8V2 V B4NBSRTPM+ ()5/31/B5 LANE 4 L --------------- S R 0 V 0 A 1 224 0 333 3 C 2 V 719 () DESHAZO, STAREK & TANG, INC. B4NBSRTPM+ V5/31/B5 OPERATIONS & DESIGN PHASE TRAFFIC MOVE CRITICAL PERCENT EFFECTIVE AVERAGE ----- FROM ----------- MENT ---- VOLUME -------- CAPACITY USED ------------- GREEN TIME ---------- DELAY ------- _ 1 NORTH/SOUTH ALL 703 41.2 38 57 - 2 WEST ALL 300 17.4 16 120 3 _ EAST/ WEST ALL 502 29.2 27 74 _ - TOTALS 151() 87.8 81 LEVEL OF SERVICE D , DESHAZO, STAF:EK & TANG, INC. TERRA GRAPEVINE SDSF: 121 SDSF: 121 THWEAT RD. THWEAT RD. 4EEL::DAY PLUS DEVLP. P. M.. PEAL-:: 2(-, :,0 84SDSF:TF'M+ 05/^1/85 TF'APF WIDTHS & MOVEMENTS VOLUMES ' TRUCKS CRITICAL GAPS PEAK GRAD RGHT FROM ----- LN 1 ------------------ LN2 LN3 LNC- L -------------- S F: BUSES ------ L 5 -------------- F: HOUR ---- I ENT ----- TURN ---- AOF:TH 12.0 12.0 1:Z :'t 12.0 334 1418 726 1.0% 0.0 0.0 0.0 0.95 0.00 1.00 L S S SF: 0 EAST 12.0 -ar 12.0 1-ar 447 1 197 � 1• r� 1 I i 1 I ! 1 95 0.00 1 .00 L L S S 0 _SOUTH 12.0 1 ^., 12.0 t rr r 0.0 ,f 0.0 1, at 0.00 tara S S S r.';: , WEST 12.0 12.0 12.0 12.0 0 1615 t t 1-0% 0. 0 0.0 0.0 0.95 0.00 1.0o s S S S Ilii DESHAZO, STAREK & TANG, INC. TERRA GRAPEVINE r3BSR 121 SBSR 121 -HWEAT RD. THWEAT RD. -WEEKDAY PLUS DEVLP. P.M.. PEAK _ LEFT TURN CHECK 'RAFFIC LEFT TURN FROM CAPACITY VOLUME _______ _________________ —NORTH 716 334 EAST 80 246 _:YCLE LENGTH : 90 SECONDS -!/C RATIO : NORTH/SOUTH 0.53 _ EAST/WEST V.47 PHASE NEEDED? ADJUSTED PER LANE VOLUMES RAFFIC LEFT VOLUME ALLOCATION TO LANES _ -RAFFIC LANE 1 LANE 2 LANE 3 FROM _______ L S ______________ R L S R ______________ L S R ______________ —NORTH 334 V 7(9 709 � EAST 246 () � 2V1 () 0 V 599 V SOUTH 0 V <) (> V V V () () _ WEST 404 V 404 cl V 404 () _ LEFT TURN CHECK 'RAFFIC LEFT TURN FROM CAPACITY VOLUME _______ _________________ —NORTH 716 334 EAST 80 246 _:YCLE LENGTH : 90 SECONDS -!/C RATIO : NORTH/SOUTH 0.53 _ EAST/WEST V.47 PHASE NEEDED? ADJUSTED PER LANE VOLUMES RAFFIC LEFT STRAIGHT RIGHT —FROM _______ VOLUME ________ VOLUME ________ VOLUME -------- -NORTH 373 791 772 EAST 262 668 0 SOUTH V () _ WEST V 472 V B4SBSRTPM+ 05/31/85 LANE 4 L S R ______________ V � 726 0 599 � � V V 0 4V4 V r7 DESHAZO, SIF AREK & TANG, INC. B4SBSRTPM+ V5/31/B5 OPERATIONS & DESIBN PHASE TRAFFIC MOVE CRITICAL PERCENT EFFECTIVE AVERAGE FROM ___________ _ MENT ____ VOLUME ________ CAPACITY USED _____________ GREEN TIME __________ DELAY _______ 1 NORTH/SOUTH ALL 791 46.0 43 46 - 2 EAST ALL 262 15.2 14 13� 3 EAST/ WEST _ ALL 472 27.4 25 92 TOTALS 1525 88.6 82 LEVEL OF SERVICE D DESHAZO, STAREK & TANG, INC. TERRA GRAPEVINE 84NBSRPPM+ NBSR 121 NBSR 121 05/31/65 'ARKWAY PARKWAY __WEEt= DAY FLUS DE VLP. P.M. PEAK 2000 TRAFF WIDTHS & MOVEMENTS VOLUMES TRUCKS CRITICAL OAF'S PEAK ORAD RGHT FROM LN1 LNC LN3 LN4 L S R BUSES L 8 R HOUR IENT TURN JORTH 12.0 12.0 12.0 0 0 0 0 0.0 0.0 0.0 1,00 0.00 1.00 S S S EAST . 12 _:= 1�. >'= 1'�. 0 12.0 _. =:.3 761 119 1.==='l. 0.0 0.0 0.0 0.95 _:_,f;=i i 1 9=�,i�', S S S SR . SOUTH 12.0 12.0 12.0 12.0 719 1:315 0 1-0% 0.0 i,;i, 0 0.0 0.95 0.00 1.00 L L S S =:;_ WEST 12.0 12.0 12.0 12.0 904 704 L L S S 0 1-0% _- . 0 0.0 =moi. ='tii 0.95 0.00 t; ] ,? Ad DEBHAZO' STAREK & TANG, INC. -[ERRA GRAPEVINE NBSR 121 NBSR 121 "A R' K W A Y PARKWAY _4EEKDAY PLUS DEVLP. P.M. PEAK 2V� LEFT TURN CHECK FRAFFIC LEFT TURN PHASE -FROM CAPACITY VOLUME NEEDED? _______ _________________ _______ _SOUTH65G 395 N WEST 497 Y ,YCLE LENGTH : 9(:- SECONDS _ G/C RATIO : NORTH/SOUTH ().48 EAST/WEST (),52 _ ADJUSTED PER LANE VOLUMES -RAFFIC VOLUME ALLOCATION TO LANES 7RAFFIC LANE 1 LANE 2 LANE 3 FROM _______ L S R L ______________ ______________ S R L S R ______________ _NORTH V V V V V V EAST V 220 V V 220 � SOUTH 395 V V 324 V V V G58 V _ WEST 497 V V 4V7 V 352 0 LEFT TURN CHECK FRAFFIC LEFT TURN PHASE -FROM CAPACITY VOLUME NEEDED? _______ _________________ _______ _SOUTH65G 395 N WEST 497 Y ,YCLE LENGTH : 9(:- SECONDS _ G/C RATIO : NORTH/SOUTH ().48 EAST/WEST (),52 _ ADJUSTED PER LANE VOLUMES -RAFFIC LEFT STRAIGHT RIGHT FROM _______ VOLUME ________ VOLUME ________ VOLUME -------- NORTH � � - EAST 0 257 V SOUTH 421 734 � WEST _ 53� 84NBSRPPM+ 05/31/85 LANE 4 L S R 0 658 � 0 352 � DESHAZO' STAREK & TANG, INC. _ B4NBSRPPM+ V5/31/85 OPERATIONS & DESIGN �PHASE TRAFFIC MOVE CRITICAL PERCENT EFFECTIVE AVERAGE ----- FROM ----------- MENT ---- VOLUME -------- CAPACITY USED ------------- GREEN TIME ---------- DELAY ------- _ 1 NORTH/SOUTH ALL 734 42.7 40 48 _ 2 WEST ALL 53� 30.8 29 62 3 _ EAST/ WEST ALL 257 14.9 14 108 TOTALS 1521 88.4 83 LEVEL OF SERVICE D DESHAZOr STARE!( & TANG? INC. _TERRA GRAPEVINE SBSR 121 SBSR 121 PARKWAY PARKWAY WEEKDAY PLUS DEVLP. P.M.. PEAK 2VV� _ B4c-BSRPFM+ V'/31/85 -TRAFF WIDTHS & MOVEMENTS VOLUMES TRUCKS CRITICAL GAPS PEAK GRAD RGHT FROM _____ _ LN1 ___________________ LN2 LN3 LN4 L S R ______________ BUSES ______ L S ______________ R HOUR ____ IENT _____ TURN ____ NORTH 12.0 12.0 12.0 293 1586 1.f.-"% 0.0 V.V 0.95 _ L S S SR () EAST 12.() 12. 12. 12.V 500 1182 � 1.�% 0.0 V.V 0.95 V.V 1.V0 - L L S S � -SOUTH 12.0 12.0 12.0 V V ().0 0 0.V 1.0 0 V.(1*� I. S S S � _ WEST 12.f) 0 1311 V.0 0.V V.0 0.95 ().V0 1.�V S S S S � �Jr) �� ��4�n DESHAZO, BTAREK & TANG, INC. -TERRA GRAPEVINE SBSR 121 SBSR 121 DARKWAY PARKWAY -WEEKDAY PLUS DEVLP. P.M.. PEAK 2000 _7RAFFIC LANE 1 FROM L S R _______ ______________ -NORTH 293 0 0 EAST 275 V 0 SOUTH V 0 0 - WEST 0 328 V VOLUME ALLOCATION TO LANES LANE 2 LANE 3 L S R L S R ______________ -------------- 0 695 V V 695 V 225 V V V 591 V () V V (1 V () V 328 0 0 328 0 LEFT TURN CHECk [RAFFIC LEFT TURN PHASE FROM CAPACITY VOLUME NEEDED? _______ _________________ ------- NORTH 728 293 N EAST 80 275 Y -�YCLE LENGTH 90 SECONDS 5/C RATIO : NORTH/SOUTH 0.54 _ EAST/WEST 0.46 ADJUSTED PER LANE VOLUMES [RAFFIC LEFT STRAIGHT RIGHT -FROM _______ VOLUME ________ VOLUME ________ VOLUME -------- NORTH 327 813 (1 EAST 293 66V V SOUTH _ WEST 383 V 84SBSRPPM+ 05/31/85 LANE 4 L S R 0 195 50� 0 591 V A 328 � DESHAZO, STAREK & TANG, INC. 84SBSRPPM+ 05/31/85 OPERATIONS & DESIGN PHASE TRAFFIC MOVE CRITICAL PERCENT EFFECTIVE AVERAGE FROM ___________ MENT ____ VOLUME ________ CAPACITY USED _____________ GREEN TIME __________ DELAY _______ 1 NORTH/SOUTH ALL 813 47.3 45 39 -2 EAST ALL 293 17.� 16 97 3 EAST/ WEST _ ALL 383 22.3 21 77 TOTALS 1499 86.6 82 LEVEL OF SERVICE D um DESHAZO, STAVE/-; & TANG, INC. TERRA GRAPEVINE NPSR 121 NBSR 121 CORPORATE CORPORATE ___ WEEKDAY FLUS DEVLP. P.M. -PEAK 2000 84NBSRCPM+ 05/31/85 TRAFF WIDTHS & MOVEMENTS VOLUMES TRUCKS CRITICAL OAFS PEAS:: GRAD RGHT FROM __ LN1 LN2 LN3 LN4 ---- L S R -------------- BUSES ------ L S -------------- R HOUR ---- IENT ----- TURN ---- NORTH 12.0 1.+..•0 12.0 0 t; i t..? i:;! 0.0 0.0 ia: 1.00 t Imt)S::' 1.011 EAST 12.0 12,0 12.0 0 722 185 1a0% 0.0 0.0 0.0 0.95 0.00 1a00 S S SR 0 SOUTH 12.0 L .—, :. I i a0 . —. :. 12.0 .—�.:. 602 .. 0 204 1 / at,% .. it 0 0.95 i:'. �.•=i:�' 1 ,tat,; S'• SR 4t WEST 1` ':'•' 1:u ':r' 12.0 �- 1 �, u 472 0 1-0% t'.tl 0.0 0.0 0.95 0.00 1.00 L SJ' S 0 24 DESHAZO, STAREK & TANG, INC. TERRA GRAPEVINE NBSR 121 NBSR 121 CORPORATE CORPORATE —WEEKDAY PLUS DEVLF`. P.M. PEAK 2()VV LEFT TURN CHECY TRAFFIC LEFT TURN PHASE — FROM CAPACITY VOLUME NEEDED? _______ _________________ _______ — SOUTH 656 240 N WEST 80 133 Y _CYCLE LENGTH : 9() SECONDS G/C RATIO : NORTH/SOUTH 0.48 EAST/WEST ().52 _ ADJUSTED PER LANE VOLUMES TRAFFIC LEFT VOLUME ALLOCATION TO LANES _TRAFFIC LANE 1 LANE 2 LANE 3 FROM L S ______________ R L S R ______________ L S R ______________ — NORTH V 0 354 V V EAST () 3 2 0 3V2 () V 117 185 SOUTH 24o () 4 -3 V V 199 204 _ WEST 133 VV V 236 () () 236 () LEFT TURN CHECY TRAFFIC LEFT TURN PHASE — FROM CAPACITY VOLUME NEEDED? _______ _________________ _______ — SOUTH 656 240 N WEST 80 133 Y _CYCLE LENGTH : 9() SECONDS G/C RATIO : NORTH/SOUTH 0.48 EAST/WEST ().52 _ ADJUSTED PER LANE VOLUMES TRAFFIC LEFT STRAIGHT RIGHT — FROM _______ VOLUME ________ VOLUME ________ VOLUME ________ _ NORTH EAST V 354 V SOUTH 268 451:*.:, V _ WEST 148 263 V 84NBBRCPM+ L ____________ S R 0 ^ o DESHAZO, STARE[:-..- & TANG, INC. B4NBSRCPM+ V5/31/85 OPERATIONS & DESIGN PHASE TRAFFIC MOVE CRITICAL PERCENT EFFECTIVE AVERAGE FROM ___________ _ MEWT ____ VOLUME ________ CAPACITY USED _____________ GREEN TIME __________ DELAY _______ 1 NORTH/SQUTH ALL 450 26.2 39 22 - 2 WEST ALL 148 8.6 13 45 3 EAST/ WEST _ ALL 354 20.6 29 TOTALS 952 55.4 82 LEVEL OF SERVICE B I"�� �� � �� DESHAZO' STAREK & TANG, INC. -TERRA GRAPEVINE SBSR 121 SBSR 121 lORPORATE CORPORATE -WEEKDAY PLUS DEVLP. P.M.. PEAK 200V 84SBBRCPM+ 05/31/B5 _ TRAFF WIDTHS & MOVEMENTS VOLUMES TRUCKS CRITICAL GAPS PEAK GRAD RBHT FROM ----- LN1 ___________________ LN2 LN3 LN4 L -------------- S R BUSES ______ L S -------------- R HOUR ____ IENT _____ TURN ____ _YORTH 12.0 12.0 12.0 89 440 92 1.()% 0.0 <).A ().() 0.95 0.()0 1.00 L S SR o —EAST 12.0 12.0 12.0 440 522 0 1.0% ().0 A.() 0.0 0.95 0.00 1.()0 L S S () _ SOUTH 12.0 12.0 12.0 0 0.0 0.0 0.0 1.()0 0.00 1.0<.'. S S S � WEST 12.() 12.0 12.o 0 519 455 1.0% V.() 0.0 0.0 0.95 0.00 1.0V _ S S SR � um DESHAZO' STAREK & TANSY INC. -rERVA GRAPEVINE SBSR 121 SBSR 121 ORPORATE CORPORATE _EEKDAY PLUS DEVLP. P.M.. PEAK 2000 RAFFIC LANE 1 FROM L S R _______ ______________ -NORTH 89 V V EAST 440 A V SOUTH _ WEST V 260 V VOLUME ALLOCATION TO LANES LANE 2 LANE 3 L S R L S R ______________ -------------- 0 266 V 0 174 92 0 261 0 0 261 V 0 260 0 0 0 455 LEFT TURN CHECI RAFFIC LEFT TURN PHASE -FROM CAPACITY VOLUME NEEDED? _______ _________________ ------- NORTH 356 89 N EAST 8o 440 Y _YCLE LENGTH : 9() SECONDS "/C RATIO : NORTH/SOUTH 0.23 EAST/WEST 0.77 _ ADJUSTED PER LANE VOLUMES RAFFIC LEFT STRAIGHT RIGHT _�ROM _______ VOLUME ________ VOLUME ________ VOLUME ________ �ORTH 99 297 V - EAST 491 291 V SOUTH V V V WEST _ 290 484 84SBBRCPM+ 05/31/85 LANE 4 L -------------- S R 0 A V 0 0 () 0 V V 0 0 () In� � �A�� � � DESHAZO' STAREK & TANG, INC. 84SBSRCPM+ V5/31/85 OPERATIONS & DESIGN PHASE TRAFFIC FROM '---- ----------- MOVE MENT ---- CRITICAL VOLUME -------- PERCENT CAPACITY USED ------------- EFFECTIVE GREEN TIME ---------- AVERAGE DELAY ------- _ 1 NORTH/SOUTH ALL 297 17.3 19 50 - 2 EAST ALL 491 28.5 32 35 3 EAST/ WEST _ ALL 484 28.1 31 36 TOTALS 1272 73.9 82 LEVEL OF SERVICE C .�� «� � {� � ���� NATHAN D. M/\|ER NUA cowoozTzns EwoImamaa, INC. Three m",^hpu,u0000 N. Central s"vwv'/a"/t° uoo m"oao, Texas ,oeoz (214)/739-47*1 TO DATE JJOB NO - ATTENTION Tomy Hardy RE Terra's Highpoint 519 Acres, Gr�Lpeyine, TX 2/11 Zoning ma2s WE ARE SENDING YOU 0 Attached 0 Under separate cover via rairier the following items: q Shop drawings OFrints O Plana OSompkes El Specifications O Copy of letter O Change order 1-1 COPIES DATE NO. DESCRIPTION 2/11 Zoning ma2s Copies of Legals THESE ARE TRANSMITTED an checked below: El For approval [2 For your use El As requested O Approved an submitted 0 Approved as noted O Returned for corrections E71 For review and comment El O Resubmit____-cnpiox for approval O Submb____oopiesfor distribution 0 Return -corrected prints 'Aany additional COPY TO If enclosures are not as noted, kindly notify ~ ~ ~___ ._-__n' P.E. Return to: Karen Spann City Secretary City of Grapevine P.O. Box 729 Grapevine, TX 76 LVOL1840 i'AA65 COUNTY OF TARRANI STATE OF TEXAS I hereby art,,'p, tffaf this instrument Was FILED an thig 'late and at thd timff stamped hereon by me and was duly WORDED in thQ Volume and Page of the Named Record_, of Tarrant: r&UR-W. IMS, as Stamped harfon by MA. MAR 3.1 .COUNTY CLERK 1ARRAtiT VOUNW IEXAS Not 4k -A, P 4s. -w k-44 4� 0 --Z EXHIBIT "A" PAGE 7 OF 7 TO ORDINANCE NO. 86-24 Section 3. That the existing extraterritorial jurisdiction of the Town over all areas not described in Exhibit "All shall be preserved and shall continue to remain extraterritorial jurisdiction of the Town pursuant to the Municipal Annexation Act, Section 3A of Article 970a, as amended, V.A.T.C.S. Section 4. If any section, article, paragraph, sentence, clause, phrase or word in this ordinance, or application thereto any person or circumstance is held invalid or unconstitutional by a Court of competent jurisdiction such holding shall not affect the validity of the remaining portions of the ordinance; and the Town Council herebv declares it would have passed such remaining portions of the ordinance despite such invalidity, which remaining portions shall remain in full force and effect. Section 5. The fact that it is in the best interest of the Town of Flower Mound, Texas to reduce its extraterritorial jurisdiction as contemplated herein at the earliest possible date for the immediate preservation of the health, safety, morals, peace, and general welfare of the inhabitants of the Town of Flower Mound, Texas, creates an emergency and an imperative necessity which requires that this ordinance shall become effective from and after the date of its passage and it is accordingly so ordained. PASSED AND APPROVED this /bl day of 1986. Mayor, Tow of ATTEST: ;own Secretary APPROVE"I�':AS TO FORM: ,;0!- 3500 PNu 1543 1. Ot,-. 5411.11 September 23, 1985 ul�u : d �I0 lu TO: JAMES L. HANCOCK FROM: J. R. BADDAKER, P.E, SUBJECT: T.R.A. LETTERS CONCERr1ING WATER & SEWER SERVICE AREA AMENDMENTS Mr. Brewer's letter concerning the water service area amendment indicated that he was comfortable supporting it when the T.R.A. 27 MGD facility was operational. Service Area Amendments have all been approved by the T.R.A. Board and the five (5) customer cities. Mr. Brewer also indicated at a meetingin his office that he was preparing to approach the T.R.A. Board in December for authorization to begin preparing the plans for expansion of their plant to 42 MGD, with the target date for construction completion being June 1988. Construction would begin almost immediately after their 27 MGD facility comes on line next su ier. This combination of facility improvements allayed my short term concerns reiterated in my September 3rd letter to T.R.A. Another interesting development concerning water supply came about last Tuesday. In a meeting with Dallas and Park Cities M.U.D. concerning "Operations of Grapevine Reservoir", there was considerable discussion of the "Safe Yield" limitations and when should each entity begin drawing only the safe yield allocations. As part of the discussion, the calculations for "water supply available to be utilized" became an issue. I asked if the Grapevine Sewer Plant Discharge was included in the inflow 'numbers in the following equation: Storage + Inflow - Evaporation = Water supply available The answer was no. I then responded that Grapevine should receive a credit against our water supply draws for the sewer plant discharges. This seemed reasonable to the Dallas and M.U.D. District Representatives. This concept, if accepted by the two other "Water Rights" holders, will provide a much better long term source of water to Grapevine. To comprehend this statement, the following items must be considered: Memo-T.R.A. Letters Page 2 A. The Water Rights Commission's allocation of Lake Grapevine over -appropriated the available waters to the three entities when severe drought considerations are made. B. This last year we utilized 2.29 MGD average at the Grapevine Water Plant. We also discharged on the average from the sewer plant 1.42 MM to Lake Grapevine. If the Sewer Plant use is credited to the Water Plant use - only 0.87 MGD was utilized. The "safe yield" is between 3.25 and 3.5 MGD depending on who is preparing the calculations. The present T.R.A.-Grapevine service area boundary will generate approximately 7 MM of sewer discharge. This average flow would justify the construction of a 14 MM Water Plant without considering the safe yield water rights. (Generally plant capacity will be twice the annual average day to provide for peaking) Utilizing the "safe yield" water rights the plant capacity could be expanded to a 20 MSD facility for an annual average use of 10 MGD, C. The service area amendment (B) with T.R.A. will provide for 5.13 MM from Grapevine and 11.22 MGD from T.R.A. This will provide 2 MGD of flows into Lake Grapevine above and beyond the annual average draws. During severe drought periods on the Denton Creek water shed, this difference puts the City in a fairly comfortable situation in dealing with Dallas and the Park Cities M.U.D. (T.R.A, did indicate that service areas did not have to be contiguous) if the sewer service area with T.R.A. remains as it is today. In summary, the long term and short term water system demands can be met through a series of events, all of which depend on actions and/or decisions of other entities. We need to actively pursue an agreement with Dallas and the Park Cities M.U.D. concerning the credit for our Sewer Plant Discharge towards our "safe yield" water rights in Grapevine Lake. Our long term plans should try and establish facilities in which each water service will be able to met annual average demand should either source have problems. We were very fortunate in this regard this past summer considering the problems the other T.R.A. customer cities experienced. The Terra Zoning Case and Transwestern Properties Zoning Case increase the demands on the water and sewer system. I have attached a copy of projected water demands through 1993 as supplied by Carter & Burgess, Inc. The acreages are somewhat less than those supplied by Nathan D. Mair Consulting Engineers, Inc. in January of this year. The 1981 water system analysis projected 0.784 MGD for the Terra area (2000gals/acre) . The Carter & Burgess projection is only 37,744 gals. above the original Memo-T.R.A. Lets. Page 3. projection. The acreage difference in these are due to areas which will become Park land, roads, etc. The Freese & Nichols projection of 1.02 MGD is 236,000 gals/day above the 1981 projections. This represents 1.40 of the total build out demand. In view of this the zoning decision for the Terra Property will have a very small impact on the overall ultimate system. If the long term solutions for the system are not found, then there will be serious problems, regardless. It doesn't make any significant impact on the long term water problems. /Director of Public Works James L. Hancock City Manager 2 5�b sefCARTER & BURGESS, INC ENGINEERS - PLANNERS 1 100 MACON ST. / P. O. BOX 2973 / FT. WORTH. TX. 76113 / ( 817) 335-2611 September 9, 1985 Mr. John Grant Freese and Nichols, Inc. 811 Lamar Street Fort Worth, Texas 76102 Reference: High Point Development Grapevine, Texas Dear Mr. Grant: On behalf of our client, Terra Development, we are submitting herewith for your use a development phasing pian with associated water demands for the referenced project. This plan represents all of the 519 -acre development for Terra (390+ acres in Grapevine, 129+ acres outside existing city limits). As you will note, the total average day water demand at ultimate conditions for the 519 acres is 0.822 MGD. For the 390 acres within Grapevine's city limits, the ultimate average day water demand is 0.735 MGD. These demands were computed using the average day consumption criteria established by you for multi -family, commercial/ industrial and hotel -corporate office development. We would appreciate your consideration of these figures for use in your water and sewer master plan for the city. If you have any questions regarding these numbers, please do not hesitate to call. FHE : es Enclosure cc: Mike Daniel Jim Baddaker w/Enol. Very truly yours, CARTER & BURGESS, INC. Fred H. Evans, P.E. C&B No. 8554001 JOB: CARTER& BURGE,%.,INC. ENGINEERS/PLANNERS 1100 MACON STREET / P. 0, BOX 2973 / FORT WORTH. TEXAS 76113 119 JD llq,7 1 .1 1-4 c - L I >-4 F - I 1jcc) Z-- Y -AF -Z. Ngo Ll Lo Co 0 -Alm,--) 7Z-, 1-7 1) 12o Z4,C)C)C) o0c) 7D-1,970 24,0 -7 Z, ooc) 9fI 0 C/7D 744)-7ZO EXHIBIT SHEET Of DATE., -15%Z -7 BY -- C- o,,?-- c--,0 SoC RTER&BURGWJINC. NGINEERS7PLANNERS 1100 MACON STREET/ P. 0, BOX 2973 /FORT WORTH, TEXAS 76113 EXHIBIT SHEET OF DATE_ Z9 3S _ BY yn1 Z `T�^►U(i� //G� QGrC CL V P r K CSC. Ga. p i u .t GPD C_C.. }(::)t> , Cv 1 t)0,3Zc) t�CO G, 1 z9,UOv 27 4-4- yn1 Z `T�^►U(i� //G� QGrC CL V P r K CSC. Ga. p i u Build -Out Schedule HIGH POINT USE 87 88 89 90 91 92 ()l HC 10 10 16.81 10 46.8 CC 10 25 25 25 123.6 108.6 Ll 20 20 1 20 16.8. 15 91.8 R -MF -1 11.3 10 1 10 31.3 HCO 15 15 R -MF -2 10 20 16.5 10 10 10 76.5 N I September 3, 1985 Mr. Warren Brewer TRINITY RIVER AUTHORITY P.O. Box 240 Arlington, Texas 76010 Dear Mr. Brewer: The City Of Grapevine has instructed Freese & Nichols, Inc. to update the City's 1981 Water System Analysis and 1983 Sewer System Analysis. The sections pertaining to projected water use have been completed and are enclosed for your use. This study points out two (2) major areas of concern: I.) Peak day demands over the next five (5) years II-) Long term water demand requirements I-) PEAK DAY DEMANDS OVER THE NEXT FIVE (5) YEARS The report assumes an annual Population growth rate of 7.10. However, we have been issuing 12-1300 residential permits per year for the last two (2) years. The following table projects the peak day demands assuming the present growth trends continue. Year MGD Plant Cap. Other Sources 1985 Actual 7.6 MGD 4.6 3.0* 1986 8.7 MGD 4.6 4.1 1987 9.8 MGD 4.6 5.2 1988 10.9 MGD 4.6 6.3 1989 12.0 MGD 8.0 4.0 1990 13.1 MGD 8.0 5.1 Assuming 1300 additional housing units on line each year 1300 x 2.67 persons/household x 317 GPCD = 1.100 MGD increase in peak day over the next five (5) years *Actual 5.6 pumped from plant Letter -11. Brewer/T.R.A. Page 2 This table also assumes expanding our plant to 8.0 MM and having it on line Summer of 1989. This assumption is based on the earliest date a bond sale could be financially feasible, which is January of 1988. In discussions with Mr. Clark of your office, we became aware that T.R.A. pumped between 23 and 24 MGD on Sunday the 18th of August. As we have agreed in the past, we would delay the expansion of our plant in order to utilize the excess capacity of your present facility under construction expansion to 27 MGD, for peaking purposes in both Grapevine and T.R.A. service areas. However, it appears that the 27 MM capacity of your plant will be approaching its limits when it comes on line Summer of 1986. Table 1, indicates a 1.29 MGD average day for 1985 which would indicate a peak day demand for 1985 in the present T.R.A. service area of 2.58 MGD. It is also our understanding that the T.R.A.-Fort Worth treated water supply contract is up for renewal this upcoming October. We would specifically request that you consider renewing this contract with provisions to provide additional water to Grapevine to met the projected additional peak day demands. We have not discussed this with the other cities, but it might be prudent to consider additional supplies in light of the peak day demands which occurred this Summer. In view of the emergency situation which occurred this Summer, we would like to suggest three (3) things which might alleviate future problems. (1.) All five (5) cities need to go on a conservation publicity campaign. This campaign needs to 90 beyond just pamphlet mailouts, but anything will help. The recent Star Telegram story on low water demand landscaping would be a good start. Encouragement through the rate structure to individual customers should also be established. (2.) The system should be modified to allow flows in several directions. One day during the T.R.A. shutdown, we had to idle our plant back because we were scheduled to receive water from Dallas through the airport and our clearwells were full, the elevated tanks were two-thirds (2/3) full and we had to empty 350,000 gallons in ground storage to make roan for the Dallas water. For approximately eight (8) hours we were producing water at a rate of 2 MGD and for three (3) hours the plant was idled back to 0.5 MGD. We were unable to put 1.36 MM into the system although we had the production capability. (3.) It might be wise for the system to consider the expansion of our facility beyond the projected 3.5 MM (7-8.0 MM Peak) annual safe yield limitations on Lake Grapevine. The latest study indicates a major change in the water usage from that predicted in the 1981 report. The 1981 report predicted a year 2000 population of 54,680 with an average day use of 7.65 MGD. The new study Letter -W. Brewer/T.R.A. Page 3 projects a year 2000 Population of 62,873 with a 10.46 MGD average day water use with a year 2027 buildout usage of 16.35 MGD. Because of the trends in the last four (4) years, the projected per capita usage in the year 2000 has increased from 140 GPCD to 166 GPCD with a buildout usage of 260 GPCD. The new year 2000 average day projections are 2.81 MGD above the 1981 projections. As You are aware, the 1981 study established the T.R.A. water service area such that the "safe yield" water rights in Grapevine Lake were maximized but not exceeded by any future Grapevine water plant expansions. an The present study is indicating an ultimate usage based on present trends of 9.46 MGD in the Grapevine service area and 6.89 MGD in the T.R.A. service area. This far exceeds the 3.5 MGD safe yield water rights which we control in Lake Grapevine. We requested that Freese & Nichols consider alternate service areas to more closely match the Grapevine service area to our safe yield water rights. These are outlined on the attached map with the water use projections listed in Table 1. Mr. Clark indicated that T.R.A. Staff would not be supportive of a "Service Area Amendment" to the City-T.R.A, contract until after the present T.R.A. plant expansion is complete. We would specifically request that a Service Area amendment to our contract be considered to add all area North of the Airport and East of Fairway Drive with an effective date of October 1986. This is Alternative 2 on the map and Alternate B in Table 1. The City Council will consider two (2) zoning cases in this proposed "amendment area" on September 24, 1985. It would be most helpful if you could give us your thoughts in writing, concerning this proposed contract amendment prior to that public hearing date. This additional service area has only one (1) major user (Hilton Hotel) at this time, although some major developments have been proposed. The service area was selected on the basis of present low demand requirements to minimize the cash flow change and service area contract obligations to the T.R.A. system. The long term water use projections for Grapevine are causing grave concerns and we are looking at various strategies for reducing this demand. In conjunction with the water service area change, we would also request that you consider some long term projections for waste water treatment, also. We have entered into a contract with Dallas which requires us to return 65% of the water we take from Lake Grapevine to Lake Grapevine via our sewer plant. As you are probably aware, we have recently completed our Minters Chapel Diversion project which establishes essentially the same sewer service area as the present water service area. This tie in was allowed on a temporary basis with the understanding that these flows would be diverted back to our plant should there be capacity problems with the T.R.A. Little Bear interceptor in Euless. It is our understanding that your staff is working on this problem and that a parallel facility will be considered in the next couple of years. We would request that you definitely consider this diversion as a permanent long term connection, with diversion back to our plant considered only as short term. RUM Letter -W. Brewer/T.R.A. Page 4 We are in the final design and funding stage of a 2 MM sewer plant expansion. The land which we presently have available will acconmx)date a final plant capacity of around 7.0 MGD which would accommodate the present service area boundaries and projected volumes. However, the projected costs of treatment capacity indicate that it would be considerably cheaper to divert the flows from the Northeast area to T.R.A. Please advise us to the feasibility, procedures and present policies concerning basin transfers of this nature. We would anticipate our present facilities in the Northeast area in conjunction with the proposed sewer plant expansion to 3.75 MGD, would be capable of providing service until 1990. The developers in this area have indicated a willingness to participate in the various capital expenditures associated with sewer service to this area. In order to proceed, we do need to know if T.R.A. will accept the additional sewer flows, and if so, when could the additional flows be accommodated. Again, a preliminary indication by September 24th would be most helpful. Thank you for your consideration of these items. Please let us know if you need any additional information. Sincerely, J.R. Baddaker, P.E. Director of Public Works V AN ORDINANCE AKU DING ORDINANCE NO. 82-73, THE COMPREHENSIVE ZONING ORDINANCE OF THE CITY OF GRAPEVINE, TEXAS, SANTE BEING ALSO KNOWN AS APPENDIX "D" OF' ZhT CITY CODE OF, GRAPEVINE, TEXAS, GRANTING A ZONING CHANGE ON A TRACT OF LAND DESCRIBED AS BEING A LOT, TRACT, OR PARCEL OF LAND LYING AND BEING SITUATED IN THE COUNTIES OF TARRANT AND DALLAS, IN THE CITY OF GRAPEVINE, ,S, MORE FULLY AND COMPLETELY DESCRIBED IN THE BODY OF' THIS ORDINANCE; ORDERING A CHANGE IN THE USE OF SAID PROPERTY FRCM "PID" PLANNED INDUSTRIAL DISTRICT TO NEW ZONING DISTRICTS AS FOLLOWS: "R--MF-1" MULTI FAMILY DWELLING DISTRICT ON TRACT l; "R -MF -2" MULTI -FAMILY DWELLING DISTRICT ON TRACT 2; "CC" COMMUNITY COMMERCIAL ZONING DISTRICT ON TRACT 3; "CC" COMMUNITY COMA MERCIAL ZONING DISTRICT ON TRACT 4; "ECO" HOTEL/CORPORATE OFFICE DISTRICT ON TRAIT 5; "CC" COMMUNITY CONN+IERCIAL ZONING DISTRICT ON TRACT 6; "CC" COMMUNITY COMMERCIAL ZONING DISTRICT ON TRACT 8; AND "LI" LIGHT INDUSTRIAL ZONING DISTRICT ON TRACT 9; PROVIDING FOR ACCEPTANCE BY THE CITY OF PROFFERED VOLUNTARY DEED RESTRICTIONS; COR- REC`T'ING THE OFFICIAL ZONING MAP; PRESERVING ALL OTTER PORTIONS OF THE ZONING ORDINANCE; PROVIDING A CLAUSE RELATING TO SLvER- ABILITY; DETERMINING THAT THE PUBLIC INTERESTS, MORALS AND GENERAL WELFARE DEMAND A ZONING CHANGE AND AMENDpMT THEREIN MADE; PROVIDING A PENALTY NOT TO EXCEED THE SUM OF ONE THOUSAND DOLLARS ($1,000.00) AND A SEPARATE OFFENSE SHALL BE DEEMED COMMITTED UPON EACH DAY DURING OR ON WHICH A VIOLATION OCCURS; AND DECLARING AN EMERGENCY TNWEREAS, applications were made to amend the Official Zoning Map, City of Grapevine, Texas, by making applications for same with the Planning & Zoning Com,ission of the City of Grapevine, Texas, as required by State statutes and the zoning ordinances of the City of Grapevine, Texas, and all the legal requirements, conditions and prerequisites having been complied with, the case having come before the City Council of the City of Grapevine, Texas, after all legal notices requirements, conditions and prerequisites having been complied with; and, WHEREAS, the City Council of the City of Grapevine, Texas, at a public hearing called by the City Council did consider the following factors in making a determination as to whether these requested changes should be granted or denied; safety of the motoring public and the pedestrians using the facilities in the area immediately surrounding the site; safety from fire hazards and measures for fire control, protection of adjacent property from flood or water damages, noise producing elements and glare of the vehicular and stationary lights and effect of such lights on established character of the neighborhood, location, lighting and types of signs and relation of signs to traffic control and adjacent property, street size and adequacy of width for traffic reasonably expected to be generated by the proposed use around the site and in the intriediate neighborhood, adequacy of parking as determined by requirements of this ordinance for off-street parking facilities, location of ingress and egress points for parking and off-street locating spaces, and protection of public health by surfacing on all parking areas to control dust, effect on the promotion of health and the general welfare, effect on light and air, the effect on the overcrowding of the land, the effect on the concentration of population, the effect on the transportation, water, sewerage, schools, parks and other facilities; and, FS of--Itr-apevine ----Texas, at a: public jqiE� City -Council­bt- the—City I hearing called by the city Council of the City of Grapevine, Texas, did consider the following factors in making a determination as to whether this requested change should be granted or deni&d; effect on the congestion of the streets, the fire hazards, panics and other dangers possibly present in the securing of safety from same, the effect on the prcmotioll of health and the general welfare, effect on adequate light and air, the effect on the overcrowding of the land, the effect on the concentration of population, the effect on the transportation; water, sewerage, schools, parks and other public facilities; and, ThTEREAS, the City Council further considered among other things the character of the district and its peculiar suitability for particular uses and with the view to conserve the value of buildings, encourage the most appropriate use of land throughout this city; and, REAS, the CitCouncil of the City of Grapevine, Texas, does find that �v there is a public necessity for the zoning change, that the public demands it, that the public interest clearly requires the amendment, that the zoning changes do not unreasonably invade the rights of those who bought or improved property with reference to - the classification which existed at the time their original investment was made; and, WHEREAS, the City council of the City of Grapevine, Texas, does find that the change in zoning lessens the congestion in the streets, helps secure safety from fire, panic and other dangers; promotes health and the general welfare; provides adequate light and air; prevents the overcrowding of land; avoids undue concentration of population; facilitates the adequate provisions of transportation, water, sewerage, schools, parks and other public requirements; and, �vHnREAS, the City Council Of the City of Grapevine, Texas, has determined that there is a necessity and need for this change in zoning and has also found and determined that there has been a change in the conditions of the property surrounding and in close proximity to the property requested for a change since this property was originally classified and therefore, feels that a change in zoning classification for the particular piece of property is needed, is called for, and is in the best interest of the public at large, the citizens of the City of Grapevine, Texas, and helps promote the general health, safety, and welfare of this community. NOW, TFEFFzGRE, BE IT ORDAINED By THE CITY COUNCIL OF THE CITY OF GPAPEViNE, TEXAS: Section 1. That the City of Grapevine Ordinance No. 82-73, being the Comprehensive Zoning ordinance of the City of Grapevine, Texas, same being IV of the City Code of Grapevine, Texas, be, and the also known as Appendix "D" same is hereby amended and changed in that the use of the following described property, to -wit: Being a tract of land located in the Counties of Tarrant and Dallas, in the City of Grapevine, Texas, more fully and completely described in Exhibit "A", attached hereto and made a part hereof, which was previously zoned 11pID11 Planned Industrial District is hereby changed as follows: Tract 1 to ,R_MF-,,, Multi -Family Dwelling District, Tract 2 to 11R -ME -2" Multi -Family Dwelling District, Tract 3 to ,CC" Ccpmunity Commercial Zoning District, Tract 4 to "CC" Community Ccunercial Zoning District, Tract 5 to 11hCO" Hotel/Corporate office District, Tract 6 to "CC" Comunity Commercial Zoning District, Tract 7 to remain "PID" Planned Industrial District, Tract 8 to "CC" Community Commercial Zoning District, and Tract 9 to "LI" Light Industrial Zoning District, as shown on Exhibit "B", attached hereto and made a part hereof, all in accordance with Comprehensive Zoning Ordinance No. 82-73, as amended, and providing for acceptance by the city of proferred voluntary deed restrictions Exhibit "C",("Deed Restrictions"), attached hereto and made a part hereof as and a leitter agreement ("letter Agreement") also volunteered by the owner, attached hereto and made a part hereof as Exhibit "D". EXHIBIT "A", PAGE 1 OF 12 ORDINANCE NO. 85-60 TRACT 1 RMF -1 Being part of the J.11. Baker Survey, Abstract No. 1691, Dallas County, J. I`1. Faker Survey, Abstract No. 167, Tarrant County, T. W. Cousy Survey, Abstract No. 317, Dallas County, C. S. Dunnagan Survey, ract No. County, John holland Survey, Abstract No. 614, Dallas tCounty, and5a,partlas of all, of those certain tracts conveyed to Trustee, E-Systems, Inc., Pool Trust, recorded in Volume 83235, Page 5005, and Volume 84014, Page 3575, Deed Records, Dallas County, Texas, County Clerks No. 3391, Deed Records, Denton County, Texas, and Volume 7723, Page 289, Deed Records, Tarrant County, Texas, and being more particularly described as follows: U)NIMI:,ti`ClNG at ;l point on the nortFrweSt line of State IIi.ghway 121 (100 foot right. -of -l'i'ly), poi lit ;l i so being the crossing of the Northwest l ice of State Ilit;ltw;,y 121 with ihr� t;t5i_ line of said Dunnagan Survey and the Last line of said Gibson S"1-vcy; Point also being S 440 12' 00" tJ fcc!t. front t.lrt' t�oint of intersection of said Northwest 'inelofaStat_ence l Highway 121 with tJre rent rrl ine of Thweatt Road (50 foot right: -of -way); "f111:NCF, N 01') M' 47" 17, along the West Lille of the said Dunnag;ttr Survey, same beim; the t:ast line of. Lhe said Gibson Survey, a distance of 1594.31 feet to t.hc I't)l..!'f OF 1,1:GfNNfNG; -1.111NCF, N t)1" 01' 47"1:, continuint; along said Dunnat;an Sur -v(. Survey C0111111011 1 finer a rtd Gibson istance of . 286.46 feet to a point at 'thearrNortheast corner of the said Gibson Survey and tfre Southeast corner of the said Baker Survey; f1IFNC1:, N 88° 52' 20" 14, along the common line of tlu! Maker Surveand the T bSorr Survey, a distance of 1815.53 feet to a point for corner; y 'fill -:NCI•:, N 250 16' 50" t", a distance of 3.17 feel. to a point for corner on the Southeast line of a 60 foot wide road; TIl(;`'(;N to a point p or for !,3'10 1:, ;r long said SoilLheas -St ':ine, a (.-Stance of. 545.99 feet curnc,r; T1117.NCI:, N 42" dist;rnce of 21' 33" 125.82 feet: W, along the Northeast line of said 60 foot wide road, a to a point for corner on tile centerline of Denton TIIf:Nt'I:, N 67.97 Itet 690 02' 56" to a 1?, for along said Denton Creek centerline, a distance of point corner; TIII'i!C1 , !J 66'1.11. feet 47" 30' Sh" 1::,along the centerline of Dent:ou Creek, a distance t.o a point for corner; of T11EN'CE, N 449.00 feet 13° 20' 56" 1, along Lhe centerline of. Denton Creek, a distance to a point for corner; of 111I7NCE, N 374.80 feet 64° 37' 56" E, along the centerline of Denton Creek, a distance of to a point for corner; THENCE, N,48° 727.80 feet 59' 56" E, along the centerline of Denton Creek, a distance of to a point for corner; CPDVUVCE No. 85-60 -WwW, n 10-0. THENCE, N 140 37' 49" E, along the centerline of Denton Creek, u distance of 236,94 feet to a point for corner; 1liEKCE. 0 78" 06' 00x E, o distance of 41'I2 feet to o point {uc corner on the East line of the said Duonugun Survey, some being the West line of the said Cmusy Survey; 1]1CXC17. N 01° 06' 23x E, along the common line of said DunnuAoo Survey and ------ said ousy Survey, o distance of 537.50 feet to o point for corner on the Dallas and Denton Counties common line` said point also being the Northwest corner of the Cnuay Survey; rU[KOE. S 14" 50' 15" C, a distance o[ 1874.51 feet to a point for corner; 7U[H(]h. S 88" ]]' 07" W. o distance of 77.01 feet to the beginning of a curve to the left; ` '|l|[K(`[, along said curve to the left, having a central angle of, 78" l]/ 47", a of 1020.00 [coL, o tangent ]euQcb of 829.37 feet, and an arc distance of '-'|]{2'68 {reL to the end of said curve and the beginning of another curve to the 1,[L` . 11|[XCT, u}onD said cucvc to the left, having u central angle of 05^ 00' 49n, a radius of 800.00 [ceL' a LongcuL Iuo&ch of 35.02 feet, and an arc distance of 70'00 {cei Lo Lho POINT OF |0GINNINC; CONTAIHTNG'. 56.94 acres of land. I � In - 2 ��� EM 0 EXHIBIT "A", PAGE 11 OF 12 ORDDIANCE NO. 85-60 TRACT 8 CC (DALLAS COUNTY) Being a part of the TJI. Cousy Survey, Abstract No. John holland Survey, Abstract No. 614, Dallas Count 317, Dallas County, The those certain tracts conveyed to Trustee, E-Systems, l nInc bei�ool pTrustf recorded in Volume 83235, Page 5005, and Volume 84014, Page 3575, Deed Records of Dallas County, Texas; County Clerics No. 3391, Deed Records of Denton County, Texas; and Volume 7723, Page 289, Deed Records of Tarrant County, Texas, and being more particularly described as follows: CO,ItMENICEX at a point on the Northwest Line of State Highway 121 (100 foot right.-of-wav), point also being the crossing of the Northwest line of State 114,1wav 121 with the IJest line of said Dunnagan Survey and the East line of saidGi ')soil Survey; point also being S 44° 12' 00" IJ feet f.roll' the point 'of intersection of the said NorthwestStance line of583 SState Highway 121 with the centerline of Thweatt Road (50 foot right-of-way); THENCE, N 44° 12' 00" Id, along the Northwest line of State Highway 121 100 loot right-of-way), a distance of 2241.16 feet- to a point for corner; `1 34' 24' 04" Id, a distance of 764.60 feet to the POINT OF BEGINNING; TIIFNt;I?, N :34° 24' 04" IJ, a distance of 655.40 feet to a point for corner; THENCE. N 140 50' 15" W, a distance of 493.93 feet to a point for corner; THENCE, N 66° 33' 07" E, a distance of 758.20 feet to the beginning of a cruve to the left; TIIE.XI,-, radius along the curve 'of 1025.00 feet, to the left, having a central angle of 190 51' 5911, 355.40 a tangent length of 179.50, feet to the end of said a and an arc distance of curve; T111 --.NCE, N 460 57' 21" F., a distance of 1121.18 feet to a point for corner; THENCE, S 880 34' 28" E, a distance of 1050.38 feet to a point for corner; TIIC;ICI;, S 490 28' 09" E, a distance of 42.27 feet to a point for corner; "THENCE, S 44° 12' 00" curve to the right; IJ, a distance of 1271.67 feet to the beginning of a TI1ENCC, radius along the curve to of 1510.00 feet, the right,lhaving a central angle of 04' 49' 51" tangent sof 127.32 feet to the end of a length of 63.70, and an arc distance said curve; T11FNCE, S 490 11' 39" W, a distance of 1874.43 feet to the POINT 017 BEGINNING; C0:1TAI3,I.G, 57.01 acres of band. r LI (DALLAS COUNTY) J�,^"-- ^^ ' ___ - OBDINM[E 0O' 85-60 TRACT 9 Gein� n purc of �he � K. Couyy Survoy. �b��r�c� 0o, ]l7' Do]]�s County, The � ' Dallas C d the Jesse Hoore ' john Du'Iund Survey, Abstract Xo. 6l�, u� uun�y, and �u ^ N' q�8 Dallas Couoty, and also being u port of those 5xr�e?' &h�c�uc� u' ' E-Systems,^ ool �zos� recorded in certain cruc�o conveyed �o Irua�oo' Inc.,.. , Volume 83235 Pogo �OO� and Volume G�0l�' Po�e 3575, Decd Records of DalIas " ' County'Texas;County Clerks No. 3391. Deed Records of Denton County. Texas; ant County, Texas, and beio- and Volume 772, Poe 289. Deed 'Records of Tarr, more particularly described as fol]ows: CO�'"-1EN1CI�G at u point on the northwest line of SLat:e Highway 12I (lOO foot l being che crossing of the Northwest line of State ri�b I2l wi�|� the �-u�-wuy)' point also Neat line » F said Dunnuguo Sorvey and the East line of Ui�h«u� i " I2. OO" W` o distance o� �83`8l said Gibson Survey' y��n� also bein- S �� ' t the said northwest line of State [cev from the yoini. of intersection o ) Uio|ivuy 121 with the ceoterIiue of Thweutt Road (50 foot ripbt-of-way'; �|U��CC N 440 12/ OO'' E, along said Kordhvest line of State Highway 121 (100 ' ` foot rib� of yoy)' u distance of 224I'16 feet to o point for corner; � - - � THENCE, N 34" 24' O4/' C` a distance of 1420.00 feet- to a point for corner; T\7ENCC, B 14" 50/ l5'/ W, u distance of 49].9] feet to the POINT OF BEGINNING; ' � l�0l B 14" 50' l5/` W' a distance o 07 feet to a point for corner onLhe . 'Dallas and Denton Counties Common line, said point also being the Northwest corner of said Cousy Survey; Tl[E%CE, 3 08" 34' 3h`/ C` along said common line a distance of 385.00 feet to e point ' ---�--'for corner on the centerline of Denton Creek; 7\|ENNCE' 3 RO" 34/ 2B/' E' u distance of 1774.I8 feet to e point for corner; THENCE, S 460 57' 2I/' W. a distance of I121.18 feet to the beoionio8 of a curve ------co the right; THENCE,along the curve to the right, having u central Lingle of I90 51/ 5911, u i�a------dius uf 1025.00 feet, a tangent length of I79'50 teet, and an arc distance of 355,40 feet to the end of said curve; T111FNCE, S 600 37' O7" U' a distance of 753,20 feet to the POINT OF BEGINNING; ^ C0'�TAI�I�G, 37,03 acres of laud. 9 EXHIBIT "A", PAGE 9 OF 12 ORDINANCE NO. 85-60 TRACT 6 CC (ALONG S.H. 121) r leing a part of. the Q S. Dunnagan Survey, Abstract No. The John Holland Survey, Abstract No. 614, Dallas Count 1655, Dallas County Survey, :Abstract No, 968, Dallas County,an being and the Jesse those e certain tracts conveyed to Trustee, E-Systems, Inc., Pool Trust, recorded in Volume 83235, Page 5005, and Volume 84014, Page 3575, Deed Records of Dallas County, Texas; County Clerks No. 3391, Deed Records of Denton County Texas; and Volume 7723, Page 289, Deed Records of Tarrant Count more particularly described as follows: Y, Texas, and being BECINNING at a point on the northwest line of State Highway 121 (100 foot right-of-way), point also being the crossing of the northwest Line of State Highway 121 with the west line of: said Dunnagan Survey and the east line of said Gibson Survey; point: also being= fc.et. from the point. of intersection of4the 40 lsaid 21 0"northweststline ofance 58 SSt3.81 ate ttigh av 1"21 with the centerline of Thweatt Road (50 foot right-of-way); Ti'I:NCE, N U1° 01' 47" L, along the east line of the said Gibson Survey and the west line of the said Dunnagan Survey, a distance of 1594.31 feet to he8inning of a curve to the right; the Itil?`tCE:,along the curve to the right, having a central angle of 45° 10' 52" a radius of 800.00 feet, a tangent length of 332.85 feet, and an arc distance of 630•:5 feet to the end of said curve and the: be ginning ' right; b 4 of a curve to the THENCE, along the curve to the right having g radius of 1200.00 feet a tan= a central angle of 24° 25' 33", a of 511.57 feet to the, of said curvet; of 259.73 feet, and air arc distance TI1ENQ, N 49° 11' 39" E, a distance of 252.58 feet to a point for corner; THC?;CC, S 34° 24' 04" E, a distance of 764.60 feet to a point for corner on the northwest line of said State Highway 121; THENCC, S 44° 12' 00" W, along said northwest line, a distance of 2241.16 feet to the POINT OF BEGIPiNING; (:ONTATNING, 36,71 acres of land, 9 Ili I EXHIBIT "A!', PAGE 10 OF 1_-� ORDINANCE No. 85-60 TRACT 7 REMAIN "PID" (ALONG SH 121) Being a part of the T.W. Cousy Survey, Abstract No. 317, Dallas County, C.S. Dunnogin Survey, Abstract No. 1655, Dallas County, John 11olland Survey Abstract No. 614, Dallas County, Texas, and -being more particularly described by metes and bounds as follows: CCMNENCING at a point in the present Northwest line of State Highway 121, a 100 foot right-of-way, point also being the crossing of the said present Northwest line of State Highway 121 and the West line of the said Dunnagan Survey and the East line of the said Gibson Survey, point also being S 44* 12' U, a distance of 583.81 feet from the point of intersection of the said present Northwest line of State highway 121 and the present center line of Thtqeatt Load, a 50 foot right-of-way road, point also being the most Easterly Southeast corner of said E-Systems tract; T11F,NCE,- 14 44' 12' 00" E, a distance of 2241.16 feet along said present Northwest line of State Highway 121 to the POINT OF BEGINNING; T'[K- 111FA,10E, N 340 24' 04" W, a distance of 764.60 feet to a point for corner; THENCE, N 49- 11' 39" E, a distance of 1874.43 feet to the beginning of a circular curve to the left; T'r 1 E'jN1 C E , along said circular curve to the left having a central angle of 04" 49' 51", a radius of 1510.00 feet, a tangent length of 63.70 feet and an arc length of 127.32 feet to a point of tangency; T"IENCE, N 440 12' 00" E, a distance of 1271.67 feet to a point for corner; THENCE, S 490 28' 09" E, a distance of 585.76 feet to an iron rod for corner in the said present Northwest line of State Highway 121; T1117NCE, S 440 12' 00" W, a distance of 3454.85 feet along the said present Nforthwest line of State Highway 121 to the POINT OF BEGINNING; �1 CONITAINING. 48.96 acres of land. 0 EXHIBIT "A', PAGE 7 OF 12 ORDINANCE NO. 85-60 TRACT 4 CC (SOUTII FRONTING ALONG MWEATT ROAD) Being a part of the J. Gibson Survey, Abstract No. Gibson curve 1715, Dallas County, J. Survey, Abstract No. 587, Tarrant County, Texas and being all of those certain tracts conveyed to Trustee, E-Systems, Inc., Pool Trust, recorded in Volume 83235, Pai;e 500, and Volume 83235, Page 5005, and Volume 84014, Page 3575, Iced Records, Dallas County, Texas, County Clerks No. 3391, Deed Records, Denton County, Texas, and Volume 7723, Pae 2 Tarrant County, Texas, and beingmore g 89, Deed Records, bounds as follows: particularly described by metes and ('()`"11:\CI;:t,', at a point in the present Northwest line of State Highway 121, a Northwest 100 toot. ri�;lit-eef—w,ty, sai.c! point also being the crossing of the said present I "' 01� State llighway 121 and the west line of the said Dunnagan Survey and the dist liue of the said Gibson Survey, point also being S 44° 12' 1J, a distance of 583.81 feet from the point of intersection of the said present northwest line of: State Highway 121 and the present center line of Thweatt Road, a 50 foot right-of-way road, point also being the most Easterly Southeast corner of said E-Systems tract; TI1I:NC17, N 01° 01' 47" 1?, a distance of 1880.78 feet alonb an existing fence line to a 3/8 inch iron rod at a fence corner post for corner; N 88° 52' 20" tV, a distance of 1815.53 feet along an existing fence to an iron pipe found for corner; and the true POINT OF BEGINNI1\'G; TIII,'NCE, S 00° 53' 27" 1J, a distance of 1563.49 feet passing along a meandering fence to an iron rod found for corner in the present center line of Thweatt Road, an undedicated 40 foot wide county road at this point; T1117NCC, center N line 880 of 52' Thweatt 30" 14, Road a distance of 722.90 feet along the said present to a railroad spike driven for corner; TIII:NCl:, line to N an 040 iron 17' rod 50" E, a found at distance of a fence 656.15 feet along an existing fence corner post for corner; TIICNCE, line N 87° 53' 54" td, a distance of 260.74 feet along an to an iron rod found for corner; existing fence TIII'NCE, Northeast along the southeast line of a 60 foot wide road the following: tI 700 20' 25" 1:, a distance of 251.98 feet to an iron rod found for corner; N 36- 54' 37" E, a distance of 344.29 feet to an iron rod found for corner; N 350 42' 30" E, a distance of 123.24 feet to an iron rod found for corner; tl 21" 12' 50" W, a distance of 199.11 feet to an iron rod found for corner; N 640 43' 10" E, a distance of 567.52 feet to a point for corner; Tll!NCC. S 250 16' 50" E, a distance of 3.17 feet to the POINT OF BEGINNING; 20.84 acres of land. EXHIBIT rJ\", PAGE 8 OF lZ OBDIIAKE ND. 85-60 TRACT 5 HCO Being a part of the C.S. Dunom&on Survey, Abstract No. 1655, Dallas County, The John Holland Survey' Abstract No. 614, Dallas County, and also being a part of chose certain tracts conveyed to Trustee, E-Systems, Inc., Pool Trust, Recorded in Volume 83235^ Page 5005, and Volume 84014, Page 3575, Deed Records of DulIua County, Texas; County Clerks No. 3391, Deed Records of Denton Cooucy, Texas; and Volume 7723, Page 289, Deed Records of Tarrant County, Texas, and being more particularly described as follows: C0;.-IEKING, at a point on the Northwest line of State Highway 121 (I00 font righL-of-way), point also being the crossing of Northwest line of State \\iqhway I21 with the West line of said Donnoguo Survey and the east line of said Gibson Survey; point also being S 44» 12' O0" W, u distance of 583.8I feet from tbe point u['iotersectioo of the said Northwest line of State . DiDh y I2` with the centerline of Thweatc Road (50 foot right-of-way); THENCE, N Ol" OI' 47" E, along the East line of 'the J. Gibson Survey, also ------ being the b West line o� said Dunnu8no Sur«ey, a �istance of 1594.31 feet to a ca u ' point for corner; � -- along o curve to the right, having o central angle of 05« 00' 49x' a -7-lT-7-C-E'` radius of 800.00 feet, u tangent length of 35.02 feet, and an arc distance of 70.00 [ccL to the point of ' beginning; TOENCE` u]mn& u curve to the right having a central angle of 78^ 13/ 47', a ------ radius of 1020.00 feet, o tangent o , , and an arc distance of � length � 829 ]7 1292.88 feet to a point for corner; THEXCC, ' ----- N 66« 33' 07" E' a distance of 77,0I feet to a point for corner; THENCE, S 14- 50` 14n E, a distance of 20.49 feet to n point for corner; THENCE, ---' S ]]" 64/ O4/' E' a distance of 655.40 feet to u point for corner; _ THENCE, S 49° ll/ 39"W, u distance of 252.58 [eet to the beginning of u curve to the ------ left` ' 7liENCC, along the curve to the left, having e central angle of 24" 25/ 33^' a radius of I200.00 feet, u tangent length of 259.73 [eet, and an arc distance ot 51I.57 feet to the end of said curve to the left; ' ~ 7||�%CC` along u curve �o the left, having o central angle of 40' lO` 04n ' o ----- ralius of 800,00 feet' o tangent length of 292.50 feet, and an arc distance of 560,85 [uut to the POINT OF BEGINNING; CONTATUNG. 17.06 acres of land. M UM EXHIBIT "A", PAGE 3 OF 12 ORDINANCE N0. 85-60 -_ TRACT 2 RMF -2 tieing part of J.`I. Prtl:er Survey, Abstract No. Abstract No. 587, and t_!ie II. 8u 167, The J. Gibson Survey, Of those certain tracts conveyed Suggs Abstract No. 1415, and being part Deed Recorded in Volume 83235, Page 5005 sand VoE-Sylume Inc. , pool Trust, by Records, Dallas County, Texas; County Clerics No. 3x391, Denton PCounty, Texasage 3575, ; and in Volume 7723, Inge 289, Deed Records, Tarrant County, Texas, and being more I)artictrlarly described as foll.ows; 1)I.GT;INTIM, rrt_ rlt(' most I)oint 1)eirts; situ;tted southerly southeast corner of said On Lhe E-Systems Tract, said tutdedicat-ed c ount.y ro;id; cent-erline of Thwe;.ttt Road, a 40 foot_ wide T1lF1NC , N-870 20' 01" Id, a distance of. 371.84 feet to a point for corner; f1lL;N(:1:, N 01" 3,91 3 5" Suggs Survey to ;t W, for a distance of 4.23.88 feat a]ono the west line of 11)int- corner; said 1'fIFNt'1?, N 04" 52' :37" 703(). 1'x01 Lo the (;, along said west line of Suo bgs Survey, a distance curnrr u( s;.ro id (;il)sn of not-thwest. corner of the Suggs Survey at the Soutltt.est Survey Loa point for cornus S 85° 470 23" of 694.00 feet Lo .t l:, along the south line of. Lite Gibson Survey, a distance for point corner, TIIEN;CI:, N 030 57' 37" the center of Denton Creak; 1?, a distance of 990.05 feet to a point for corner s in T111"ME' N 200 47' 05" 654.81 feet Lo a E, for along the centerline of Denton Creek, a distance point corner; of T(11' Nt:F, Id 30° )8' 00" 788. U0 feet t.o tt F;, for along Llte centerline of Denton Creel., a distance of 1)()i,,L corner; I111`NCI:, N 07" 14' 40" 528.1? feet to 1:�, along the centerline of Denton Creek, a distance a 1)oint for corner; of 14 42° 32' 50" �35t-80 feet Lo a 1?, for along the centerline of. Denton Creel., a distance of point corner; N 7C)° 43' 54" 37i.�U feet to 1' E, for along the/Centerline•of Denton Creek, a distance of I)oint cornet'; S 89° 39' 04"• 432.10 feet to a 1-:, for along the centerline of Denton Creek, a cI .starice of point corner; Tii1',`;CI , S 25° 46' 04" X14.30 feet E, along the centerline of Denton Creek, a distance of to a point for corner; S 750 36' 04" 130.57 feet E, along the centerline of Denton Creek, a distance of to a point for corner; •'D1{�i• iM • 61 TPACT 2 OUNTIINQUEUD s-- THENCE, S 010 37' 23" W, a distance of 541.89 feet to a point for corner on the north line of a 60 foot aide road; THEiNcE, S of 252.32 640 feet 43' to a 10" W, point along said north line of a 60 foot road, a distance for corner; _ THENCE, S 210 12' 50" E, along the west line of said 60 foot road, a distance A 222.59 feet to a point for corner; THENCE, S 350 42' 30" W, continuing along said gest line, a distance of 90.22 feet to a point for corner; THFIN F, S 360 54' 37" W, cont.inu:i.ng along said .est line, a distance of 325.65 fcoL to a point for corner; TUENCK S 70° 20' 25" W, along the north line of said 60 foot wide road, a distance of 225.32 feet to a point for corner; x rml i n -i, N 87' 57' i0" W, a distance of 420.07 feet to a point: for corner; S 00° 50' 59" E, a distance of 742.73 feet to a point fur corner on the centerline of. ThweaLL Road, a 40 Coot undedicated county road; T1IFNf('1:, S 76' 36' 00" W, continuing; along said centerline of Thweat:t Road, said cc:nterli.ne also being; the northwest property line of the II.W. Klein Tract., a distance of 188.31 feet to a point corner; TIlENCE, S 68` 31' 00" W, along said centerline, a distance of 258.23 feet to a point for corner; TIME, S 580 41' 00" W, along said centerline, a distance of 241.74 feet to a point fur corner; Tlil',1U, S 51° 42' 00" W, along said cumerline, ac distance of 247.43 feet to a Iu WL for corner; THEME, S 37° 23' 00" W, along said centerline, a distance of 247.41 feet to a point for corner; Tlfi:i`CE,, S 30° 32' 00" 14, along said cynterline, do distance of 1578.12 feet to a point for corner; x TIII:P;('I?, S 18" 36' 00" W, along said centerli.scn, a distance of 209.62 feet to the 11)14'C 0I•' I;la;ONTNG; c'ONTAI UG, 111.69 acres of lend. .4ja_ ,_ - WOL J J EXHIBIT "A", PAGE 5 OF 12 ORDINANCE NO. 85-60 TRACT 3 CC (NORTH ALONG DENTON CREEK) Being a part of the J. M. Baker Survey, Abstract No. 167 and the J. Gibson Survey, ,Ibstract No. 587 and being a part of those certain tracts conveyed to Trustee, E-Systems, Inc., Pool Trust, by Deed Recorded in Volume 83235, Page 5005, anti Volume 64014, Page 3575, Deed Records of Dallas County, Texas; County Clerks No. 3391, Denton County, Texas; and in Volume 7723, Page 289, of the Deed Records of Tarrant County, Texas, and being more particularly described as follows: CO;L'1I:NCI,�G at the most southerly southeast corner of the aforementioned E- Systems Tract I, said point being on the centerline of Thweatt Road, a 60 foot wide undedicaLed county road, and also being the northwest boundary line of the 11J1. Klein 131.34 acre tract as described in the Deed Records of Tarrant Cuunty, 'Texas; I'i11;lt.:l:, N 1,90 36' 00" I:, along said centerline of Thweatt Roud, a distance of 209.62 feet to a point for corner; T[ N 300 32' 00" L, al.ong said centerline, a distance of 1578.12 feet to a point for corner; T1II'?ICI;, N 370 23' 00" L•', along said centerline, a distance of 247.41 feet to a point for corner; THENCE, N 51" 42' 00" E, along said centerline, a distance of 247.43 feet to a point for corner; THENCE, N 580 41' 00" E, along said centerline, a distance of 241.74 feet to a point for corner; TIENCI:, N 680 31' 00" E, along said centerline, a distance of 258.23 feet to a point for corner; TIIi?NCE, N 76° 36' 00" 1?, along said centerline, a distance of 188.31 feet to a Point for corner; TIiE:NCL, N 00° 50' 59" W, a distance of 742.73 feet to a point fo;r corner; TIIE;NCE, S 87° 57' 10" E:, a distance of 420.07 feet- to a point for corner; TIIENCE, IJ 700 20' 25" E, along the northwest lice of a 60 foot wide road, a distance of 225.32 feet to a point for corner; THF14CF, N 360 54' 3711,E, along said northwest line, a distance of 325.65 feet to a point for corner; TIINCE, N 35° 42' 30" E, along said northwest line, a distance of 90.22 feet to a point for corner; THENCE, N 21° 12' 50" 14, along the southwest line of said 60 foot wide road, a distance of 222.59 feet to a point for corner; TIII: Fir- 1, '*&- 1 ORDINANCE No. 85-60 TRACT 3 CONTINUED -E,,,,, C E , N 010 37' 23" E, a distance of 541.89 feet to a point for corner on thecenterlineof Denton Creek; T1!-tNCEL,, S 750 36' 04" E, along said creek centerline, a distance of 646-13 r.eet to a point for corner; ;jrrN 690 02' 56" F., along said creek centerline, a distance of 73.58 feet to N a point for corner, said point being the northwest corner of the aforementioned 60 foot wide road; T i 1 F N. c. r.. , S 420 21' 50" E, along the southwest line of said road, a distance of 68.14 feet to a point for corner; T 11 Ix 'N'C E , S 640 43' 10" W, along the northwest line of said 60 foot road, a distance of 835-87 feet to the POINT OF BEGINNING; COM NTAINTNG, 4.65 acres of land. X TO ORDINANCE NO. 85—J Lo co N Z O H_ Q _U J CL CL a t..7 _Z Z - 0 N 00 1 • i (( \ J P .I d = N .\ 10 to +• � u � i e't l�i= cc O _7S J 3 i ! crI "3 11 = N .\ 10 to +• � u � i e't l�i= cc O _7S -- - These restrictions -shall continue -in full force and effect for a -period of twenty-five (25) years from the date of execution, and shall automatically be extended for additional periods of ten (10) years unless terminated in the manner specified herein. These restrictions shall not be altered, amended or terminated without a public hearing before the City Plan Commission and the City Council of the City of Grapevine. Notice of such public hearings shall be given as would be required by law for a zoning change on the property described herein. The City Manager, or designee, through authorization by majority vote of the City Council of the City of Grapevine, Texas, and 519 Grapevine Joint Venture, its successors or assigns must sign a document to be filed in the Deed Records of Tarrant County, Texas, approving the amendment or termination of these Deed Restrictions. The restrictions contained herein are not in any manner intended to restrict the' right of the City Council of the City of Grapevine to exercise its legislative duties and powers insofar as zoning of the property is concerned. These restrictions inure to the benefit of the City of Grapevine, and the City of Grapevine does hereby reserve the right to prosecute, at law and in equity, against the person violating or attempting to violate such restrictions, either to prevent him from so doing and to correct such violation and for further remedy, the City of Grapevine may withhold the Certificate of Occupancy necessary for the lawful use of the property until such restrictions described herein are fully complied with. These restrictions are hereby declared covenants running with the land shall be fully binding upon all persons acquiring property within the above described tract; and any person by acceptance of title .to any of the above described property shall thereby agree and covenant to abide by and fully perform the foregoing restrictions and covenants. DEED RESTRICTIONS - Page 2 DEED RESTRICTIONS EXHIBIT "C" TO ORDINANCE NO. 85-60 THE STATE OF TEXAS § KNOW ALL MEN BY THESE PRESENTS COUNTIES OF DALLAS, § DENTON and TARRANT § That 519 GRAPEVINE JOINT VENTURE, a Texas joint venture ("Owner"), is the owner of certain property ("Property") situated in Dallas, Denton and Tarrant Counties, Texas, as evidenced by a Deed dated February 17, 1984 and recorded in Volume 84034, Page 155 in the Deed Records of Dallas County, Texas, a Deed dated February 15, 1984 and recorded in Volume 1342, Page 819 in the Deed Records of Denton County, Texas, and a Deed dated February 15, 1984 and recorded in Volume 7745, Page 474 in the Deed Records of Tarrant County, Texas, and more particularly described in field notes marked Exhibit "A" attached hereto and made a part hereof for all purposes. That the undersigned does hereby impress the Property with the following deed restrictions, to -wit: 1. .Multiple family uses are permitted only on the Buildable Areas as generally indicated on the site plan attached hereto and made a part hereof and marked Exhibit "B" (hereinafter "Site Plan"). -The exact location of the Buildable Areas is more particularly described in Exhibit "C" attached hereto and made a part hereof. 2. The maximum number of multiple family dwelling units on the Property shall be limited to 2,007 dwelling units. 3. Multiple family structures must comply with the acoustical requirements attached hereto and made a part hereof and marked Exhibit "D" . 4 Buildings are not permitted on the hillsides and in the flood plain ("Open Space") as generally shown on the Site Plan. The exact location of the Open Space will is more particularly described in Exhibit "E" attached hereto and made a part hereof . 5, A public access easement is purpose hereby. this publiccreated for taccess he use of the Open Space. The: p p easement is -to allow Grapevine residents to use the Open Space for jogging and hiking. This public access easement shall not restrict the Owner's use of the Open Space. 6. Multiple family uses are prohibited in the industrial and commercial areas which are described in Exhibit "F" attached hereto and made a part hereof. 9 DEED RESTRICTIONS - Page 1 -EX-ECUTED-t-his--=/— day of A.D. 1985. 519 GRAPEVINE JOINT VENTURE, a Texas joint venture By: Terra International, Inc., Venture Ma ger By: / ti✓' M. Pa p n ident Terra nterna al, Inc. THE STATE OF TEXAS COUNTY OF —"+ § 4�This instrument was acknowledged before me on the IIQ2L- day of _, 1985, by M. Paul Spain, President of Terra International, Inc., a Texas corporation, on behalf of Terra International, Inc., Venture Manager of 519 GRAPEVINE JOINT VENTURE, a Texas joint venture. z d,4C4A,1 � Notary P�ublic� My commission expires: (SEAL) a DEED RESTRICTIONS - Page 3 I PROPERTY DESCRIPTION OVERALL TRACT Baker Survey, Abstract No. 1691, Dallas County, J• BEING a part of the J. • B.B.B. and C.R.R. Company M,. Baker Survey, Abstract No. 167, Tarrant County, Abstract No. 3179 Survey, Abstract No. 145, Denton County, T. W. Cousy Survey, Dunnagan Survey, Abstract No. 1655, Dallas County, J. ty, Cd S. c Dallas County J. Gibson Survey, Abstxa Gibson Survey, Abstract No.. .Dallas Coun1715.. Dal No. Surveyi Abstract No. 530, Denton o. 587, Tarrant County; Peter Harmon nty. J sse County, John Holland Survey, Abstract No. 614, Dallas , At SMoore No. 1415, Survey, Abstract No. 968, Dallas County, H. Suggs urvey, 248 Denton Countyapnol Tarrant County, and the .H. Turnend r Survey, Abstract No. 1 E -Systems, Inc., being all of those certain tracts conveyed 5005 , ,to -Trustee, Page and Volume 84014, Page 3575, Deed Pa Trust, recorded in Volume '83235, $ Records, Dallas County, Texas,. County Clerks No. 3391, Deed Records, Denton County, Texas, and Volume 77239 Page 2890 Deed Records, Tarrant County, Texas, and being more particularly described by metes and bounds as follows: BEGINNING at a railroad spike driven in the presentcentenn line of Thweatt of Road, a 40 foot wide undedicated County road, point bei being N the e S36' E 209.62 said Tract as described in said E-Systems deed, P g N 51° 42+ E 247.43 feet, N 30° 32' E 1578.12 feet, No37 23 247.41 feet, feet, N 58° 41' E 241.74 feet, N 68 11' E 25.23corner of sf eet, Systems dN76* 36' E 188.31 feet from the most southerly southeast THENCE, Southwesterly along the said present center line of Thweatt Road, and .along the common line between E-Systems Tarant County Deedlein Recordsl•the acre tract described in deed records following: o 188,31 feet to an iron rod found for S 76° 36' 00" W, a distance corner, S 68° 31' 00" W, a distance of 258.23 feet to an iron rod found for corner; S 58° 41' 00" W, a distance of 241.74 feet to an iron rod found for corner; distance of 247.43 feet to an iron rod found or S Si° 42' 00++ W, a corner; S 370 23' OO" W, a distance of 247.41 feet to an iron rod found for corner, S 30° 32' 00" W, a distance of 1578.12 feet to an iron rod found for corner, S 18° 36' 00" W, a distance of 209.62 feet to an iron rod found for corner at the said most southerly southeast corner of said E-Systems tract; THENCE, N 87° 20' 01" W, a distance of 371.84 feet along an existing fence line to a fence corner post for corner; THENCE, N 01° 38' 35" W, a distance of 423.88 feet along an existing fence line to a fence post for corner in the west line of said Suggs Survey; 9 r T N 26° 20' 30" E, a distance of 427.00 feet; N_73° 25' 30" E, a distance of 312.00 feet; S 65° 14' 30" E, a distance of 152.00 feet; S 41° 29' 30" E, a distance of 125.00 feet; -S 09° 44' 30" E, a distance of 147.00 feet; -S 32° 20' 30" W,.a distance of 203.00 feet; S.02° 30' 30" W, a distance of 259.70 feet; S 47° 29' 30" E, a distance of 285.00 feet; .S 81° 59'..30" E, a distance of 223;00 feet; S 440 54' 30" E, a distance of 125.00 feet; S 10° 25' 30"'W, a distance of 103.00 feet; S 560 35' 30" W, a distance of 280.00 feet; S 260 10' 30" W, a distance of'154.00 feet; S 52° 44' 30" E, a distance of 245.00 feet; .S 86° 39' 30". E,. a distance of 366.00 feet; S 02° 32' 40" E, a distance of 677.70 feet; S 14° 57' 47" E, a distance of 232.33 feet; S 400 14' 33" E. a distance of 221.06 feet; S 59' 32' 09".E, a distance of 88.16 feet to a point for corner; THENCE, S 01° 25' 30" 14, a distance of 664.10 feet to an iron rod found for corner in the south line of said B.B.B. and C.R.R. Company Survey and Dallas and Denton County common line; THENCE, S 490 28' 09" E, a distance of 628.03 feet to an iron rod for corner in the said present Northwest line of State highway 121; TIENCE, S 44° 12' 00" W, a distance of 5696.01 feet along the said present Northwest line of State Highway..121 to a point for corner, point also being the crossing of the west line of said Dunnagan Survey and the East line of. said Gibson Survey, point also being S 44° 12' 00" W, a distance- of 583.81 feet front the point of intersection of the said present Northwest line of State highway 121 and the present center line of Thweatt Road, a 50 foot right-of-way road, point also being they most easterly southeast corner of said E -Systema tract; TIMYCE, N 01° 01' 47" E, a distance of 1880.78 -feet along an existing fence line to a 5/8 -inch iron rod at a fence corner post for corner; THENCE, N 88°'52' 20" W, a distance of 1815.53 feet along an existing fence to an iron pipe found for corner; THENCE, S 00° 53' 27" W, a distance of 1563.49 feet passing along a meandering; fence to an iron rod found for corner in the present center line of Thweatt Road, an undedicated 40 foot wide county road at this point; THENCE, .N 88° 52' 30" W. a distance -of 722.90 feet along the said present center line of Thweatt Road to a railroad spike driven for corner; THENCE, N 88° 52' 30" W, a distance of 102.67 feet continuing along present center line of Thweatt Road; THENCE, S 89° 54' 00" W, a distance of 505.55 feet continuing along present center line of Thweatt Road to a point for corner; Page 3 of 5 THENCE, N 040 521 3711 E, a distance of 730® feet along the west line of said TU -99s survey to a fence corner post for corner at the Northwest corner of said Suggs Survey and the southwest corner of said Gibson Survey; THENCE, S 85* 47' 23" E, a distance of 694.00 feet along the south line of said Gibson Survey to a concrete monument for corner; THE 9 030 57' 37" E, a distance of 990.65 feet to a point for corner in -NCE –N .the center of Denton Creek; THENCE, Northeast along the present center line of Denton Creek Channel the following: N 200 47' 05" U,, a distance of 654.81 feet; N 300 58' 00" E, a distance of 788.00 feet; 528.32 feet passing from the Gibson to N 070 141 4011 E, a distance of the Baker N 420 32' Survey; 515" Et a distance of 851.80 feet; N 700 431 54" E, a distance of 375.20 feet; S 890 39' 04" E, a distance of 432.10 feet; S 25- 46' 04" E, a distance of 514.30 feet; S750 36' 04" E, a (listante of 796.70 feet; corner of 73.58 feet to the Northwest N 69- 02' 56" E, a distance of a 60 foot N 69* 04" wide road; 56" L, a distance of 64.45 feet to the Northeast corner of a 60 foot N 691 02' wide road; 56" E, a distance of 67.97 feet; N 47` 30' 54" E, a distance of 669.11 feet; M 130 20' 56" E, a distance of 449.00 feet; N 64' 37' 50" F, distance of 374.80 feet; Massing from the Baker to " 727.80 feet pass N 480 59 `' . distance of the bUl-vCY; N 140 49" E, a distance of 236.94 feet; said N 78" 06' 00" 1", a distance of 41.12 feet to the cost line of Dunnogan Survey und the west line of said Cousy Survey, a wiLne5h 100 feet; iron rod found at N 01* 05' 23" E. a distance of THENCE, N 010 06' 23" E, a distance of 537.50 feet along the west line of said Dallas and Denton Counties To—usy Survey to an iron rod for corn er in the of said Cousy Survey common line at tj)e northwest corner S 880 34' 30" E, a distance of 385.00 feet along the North 3inir.- cl THENCE, Survey to the present center of the channel fir Denton Creek;, s—aidCousy T11FTCE, northeast and continuing along the center of the channel of Dent(,ii Creek the following: N 19* 35' 2511 distance of 645.01 feet; N 12c 26' 48" E, a distance, ' of 491.12 feet; N I . 40 25' 30" E, a distance of 220.00 feet; N 410 35' 30" 1-,, a distance of 685.00 feet; N 24* 05' 30" E, a distance of 698.00 feet; N 13'D 15' 30" E, . a distance of 160.00 feet; N 010 05' 1 30" E, a distance of 240-00 feet; a . I f� Vrl;- �� 44 S 21° 12' 50" E, a distance of 199.11 feet to an iron rod found for corner; S 35° 42' 30" W, a distance of 123.24 feet to an iron rod found for corner; S 360 54' 37" W, a distance of 344.29 feet to,an iron rod found for corner; , S 70° 20' 25" W. a distance of 251.98 feet to an iron rod found for corner; ThENCE, S 870 53' 54" E, 'a distance of 260.74 feet along an existing fence line to an iron rod founts at a fence corner post for corner; THLNCE, S' 040 17' 50" W. a distance of 656.15 feet along an existing fence line to a railroad spike driven for corner at the present centerline of Thweatt Road; THENCE, N 880 52' 30" W, a distance of 102.67 feet continuing along the present center line of Thweatt Road; TUNCE, S 890 54' 00" W, a distance of 505.55 feet continuing along thc present centerline of Thweatt Road to a point for corner; THENCE, S 760 36' 00" W. a distance of 24,74 feet continuing along present. centerline of Thweatt Raod to the POINT OF BEGINNING; CONTAINING, 13.52 acres of land. The net acreage of the subject tract less the Wallace Tract is 518.34 acres. Page 5 of 5 EXHIBIT. "A" I THENCE, S 76o 36, 0011 14, a distance of 24-74 feet continuing along the present center line of Thweatt Raod to the POINTOF BEGINNING; CONTAINING, 531.86 acres of land. SAVE AND EXCEPT the Wallace Tract, follows: and being more particularly described as BEGINNING at a railroad spike driven in the present cener dine of lineThweattof Road, a 40 foot wide undedicated County road, point being e South 36' E, a said Tract as described. in said E-Systems deed, point being, N 18' distance of 209.62 feet, N 30* 32' E, a distanceof 1578.12 feet, N 37* 23' E,- e.of 247.43 feet, N 58* 41' a distance of 247.41 feet, N 51° 42' E, a distanc E, a -distance of 241.74 feet,. N 68" 31' E, a distance of 258.23 feet, and N 76* 36' E, a distance of 188.31 feet from the most southerly Southeast corner of said E-Systems tract; THENCE, S 00* 51' 00" E, a distance of 742.73 feet to an iron rod found for corner; THENCE, line to N 870 57' an iron rod 10" W, a distance of found for corner at a 420.07 feet along an existing fence fence corner post; THENCE, Northerly along the west. line of a 60 foot wide road the following: ___._-..- S 700 20' 25" ', a distance of 225.32 feet to an iron rod found for corner; S 360 54' 37" W, a distance of 325.65 feet to an iron rod found for corner; S 35" 42' 30" W, a distance of 90.22 feet to an iron rod found for corner; S 21* 12' 50" L, a distance of 222.59 feet to an iron rod found for corner; S 64* 43' loll a distance of 1088.19 feet to an iron rod found for corner; THENCE, S 420 21' 50" F, a distance of 68.14 feet to the Northwest corner of *9 -aid 00 foot wide road; THIM177 N 69' 02' 56" E, a distance of 64.45 feet to -the Northeast c0l"'IrT of Z' 60 foot wide road, and present centerline of Denton Creek; THENCE, Southwest along the Southeast line Of said 60 foot wide road the following: S 42" 21' 50" E, a distance of 125.81 feet to an iron rod found for corner; S 640 43, loll W, a distance of 1113.51 feet to aniron rod found for corner; Page 4 of 5 0 7, 777_ : <. 1 s 4 `i:�~'-••'."y'�•' -- r p• - � � �Y1 .�„� Ste,? . N Page 1 of 2 EXHIBIT "B" of tv A LAIN it e/ IF 4" a N Page 1 of 2 EXHIBIT "B" �'-• - : �^, '�-per•-��-,�'�'�s'bC� jar>�- z a THENCE, N 62°10' 30" W, for a distance of 156.39 feet along the toe of a bluff to an iron rod•set for a corner; THENCE, N 810, 35' 22" W, for a distance of 260.08 feet -along the toe of a bluff to an iron rod set for a corner; THENCE, S 66° 28' 8" W, for a distance of 50.70 feet along the toe of a bluff to. an iron rod -set for a corner.; THENCE, S 36° 05' 1" W,_for a distance of 91.38 feet along the toe of a bluff to an iron rod set for a corner; THENCE, N 540 29' 13" W, for a distance of 54.06 feet along the toe of a bluff to an iron rod set for a corner; THENCE, N 680 22' 16" W, for a distance of 43.76 feet along the toe of a bluff To an iron rod set for a corner; THENCE, S 720 12' 25" W. for a distance of 40.09 feet along the toe of a bluff to an iron rod set for a corner; THENCE, S 45° 31' 26" W, for a distance of 104.39 feet along the toe of a bluff to an iron rod set for a corner; THENCE, S 28° 18' 60" W, for a distance of 176.45 feet along the toe of a bluff to an iron rod set for a corner; THENCE, S 43° 01'..4" W, for a distance of 94.65 feet along the toe of a bluff to an iron rod=set for a corner; THENCE, S 40°,12' 36" W, for a distance of 92.72 -feet along the toe of a bluff To an iron rod set for a corner; THENCE, S 600 42' 6" W, for a distance of 110.47 feet along the toe of a bluff to an iron rod set for a corner; THENCE, S 23° 30' 36" W, for a distance of 94.98 feet along the toe of a bluff to an iron rod set for a corner; -THENCE, S 470 31' 49" W, for a distance of 73.68 feet along the toe of a bluff to an iron rod set for a corner; THENCE, N 71° 33' 54" W. for a distance of 31.62 feet along the toe of the bluff to -an iron rod set for a corner; THENCE, N 060 25' 44" E, leaving the toe of said bluff for a distance of ?14.49 feet to an iron rod set for a corner; THENCE, N 46° 52' 56" E, for a distance of 753.48 feet to an iron rod set for a corner; THENCE, N 680 00' 32" E, for a distance of 280.40 feet to an iron rod set for a corner; EXHIBIT "C" Page 2 of 16 PROPERTY BEING part of the J. M. Baker.Survey, Abstract No. 1691, Dallas County, J. M. Baker Survey, Abstract Noi 167, Tarrant County, T. W. Cousy Survey, Abstract C. Na. 317, Dallas County, C S. Dunnagan Survey,. Abstract No. 1655, Dallas County, John Holland Survey, Abstract No 614, Dallas County, J. Gibson Survey, .Abstract No: 587 Tarrant,County and the H. Suggs Survey, Abstract No. 1415 Tarrant County and a part of all of those cetain tracts paconveyed to ge 5005, and Trustee, E-Systems, Inc., -Pool Trust, recorded in Volume 83235, Texas, Count Texas, Volume 84014, Page 3575; Deed. Records, Dallas County, TexTexand Volume 7723, County Clerk's No. 3391, Deed Records, Denton County, Texas,Page 289, Deed Records, Tarrant County ''Texas, and being more particularly described by metes and bounds in five tracts as follows: TRACT Al (R -MF -2) BEING a tract of land situated in the J. M. Baker Survey; Abstract No. 1670 and the J. Gibson Survey Abstract No. 587, and the H. Suggs Survey, Abstract No. 1415, Tarrant County, Texas; and also being part of that certain tract conveyed to Trustee, E-Systems, Inc-., Pool Trust, as recorded in Volume 7723, Page 289, Deed Records Tarrant County, Texas, and being more particularly described as follows: BEGINNING. at a point in the Westerly right-of-way line of a private road connecting the W. Ray Wallace tracts, said point being 3624.1 feet North and 2859.8 feet East of. a known point in the centerline of Thweatt road (undedicated right-of-way), said• known point being the most Southerly southeast corner bf the said E-Systems tract; THENCE, S 64° 43' 10" W, for a distance of 31.23 feet along the said right-of- way line of the Private Road to an iron pin set for a corner; THENCE, N 87° 14' 51" W, for a distance of 72.16 feet along the toe of a bluff to an iron rod set for a corner; THENCE, S 860 00' 52" W, for a distance of 67.27 feet along the toe of a bluff to an iron rod set.for a corner; THENCE, S 710-05' 58" W, for a distance of 80.54 feet along the toe of a bluff To an iron rod set for a corner, THENCE, N 850 20' 57" W, for a distance of 85.96 feet along the toe of a bluff to an iron rod set for a corner; THENCE, N 820 05' 16" W, for a distance of 99.67 feet along the toe of a bluff to an iron rod set for a corner; THENCE, N 57° 48' 52" W for a distance of 123.79 feet along the toe of a bluff to an iron rod set for a corner; .THENCE, -N 66° 49' 39" W for a distance of 124.09 feet along the toe of a bluff to an iron rod set for a corner, r TRACT A2 (R -MF -2) BEING a tract of land situated in the H. Suggs Survey, Abstract No. 1415, Tarrant County, Texas;.. and also being part of that certain tract conveyed to Trustee, E-Systems, Inc., Pool Trust, as recorded in Volume 7723, Page 289, Deed Records, Tarrant County, Texas; and being more particularly described as follows.. BEGINNING, at a point that is 202.03 feet North and 376.74 feet West of a known point in the centerline of Thweatt Road (undedicated right-of-way), said known point being the ost Southerly Southeast corner of the said E-Systems tract; THENCE, North O1° 38' 35.0" West, for a distance of 239.07 feet to an iron rod set for a corner; THENCE, N 04° 52' 37" E, for a distance of 730.00 feet to an iron rod set for a corner; THENCE, S 85° 47' 23" E, for a distance of 492.72 feet to an iron rod set for a corner; THENCE, S 40° 13' 56" W, for a distance of 328.02 feet along the toe of a natural bluff to an iron rod set for a corner; THENCE, S 23° 29' 55" W, for a distance of 125.40 feet along the toe of said bluff to an iron rod set for a corner; THENCE, S 110 00''13" W, for a distance of 183.37 feet along the toe of said bluff -to an iron rod set for a corner; THENCE, S 240 26' 38" W, for a distance of 120.83 feet along the toe of said bluff to an iron rod set for a corner; THENCE, S 30'.151 23" W, for a distance of 208.39 feet along the toe of said bluff to an iron rod set for a corner; THENCE, S 450 00' 0" W, for a distance of 133.97 feet along the toe of said bluff to the POINT OF BEGINNING; CONTAINING, 5.5992 Acres or 243,899.4636 Square Feet of Land. EXHIBIT "C" Page 4 of 16 THENCE, N 88- 481 23" E, for a distance of 240.05 feet to an iron rod set for a corner; THENCE, S 640 581 59" E, for a distance of 165.53 feet to an iron rod set for a corner; THENCE, S 210 481 5" E, for a distance of 323.11 feet to an iron rod set for a corner; THENCE, S 48- 21' 59" E,. for a distance of 240.83 feet to an iron rod set for a corner; THENCE, S 61* 551 39" Ei for a distance of 170.00 feet to an iron rod set for a corner; THENCE, S 770 091 .8" E, for a distance of 46.84 feet to an iron rod set for a corner THENCE,. S Ol' 371 23" W, for a distance of 312.36 feet to the POINT OF BEGINNING; CONTAINING, 25.5242 Acres (1,111,833.2514.Square Feet) of land. a EXHIBIT "C" Page 3 of 16 -1292 TRACT A3 (R -MF -2) BEING a tract of land situated in the J. M. -Baker Survey, Abstract No. 167, the J. Gibson Survey Abstract No. 587, and the H. Suggs Survey, Abstract No. 1415, Tarrant County, Texas; and also being part of that certain tract conveyed to Trustee, E-Systems, Inc., Pool Trust, as recorded in Volume 7723, Page 289, Deed Records Tarrant County, Texas; and being more particularly described as follows: BEGINNING, at a point being North 870 20' 01" West, a distance of 36.4 feet from a known point in the centerline of Thweatt Road (undedicated right-of- way), said known: point being in the most Southerly Southeast corner of the said E-Systems tract; THENCE, N 870 20' 1" W, for a distance of 224.50 feet to an iron rod set for a corner; THENCE, N 200 33' 22" E, -for a distance of 95.72 feet along the top of a natural bluff to an iron rod set for a corner; THENCE, N 19° 58' 59" W. for a distance of 58.52 feet along the top of said bluff to an iron rod set for a corner; . THENCE, N 23° 57' 45" E, for a distar.,ce of 49.24 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 60° 15' 18" E, for a distance of 80.62 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 08° 31' 51" E, for a distance of 101.12 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 39' 48' 20" E, for a distance of 39.05 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 66° 02' 15" E, for a distance of 49.24 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 16° 41' 57" E, for a distance of 52.20 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 110 58' 34" E, for a distance of 168.67 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 180 03' 38" E, for a distance of 241.92 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 300 39' 2" E, for a distance of 156.92 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 65° 13' 30" E, for a distance of 71.59 feet along the top of said bluff to an, iron rod set for a corner; THENCE, N 27° 33' 10" E. for a distance of 129.71 feet along the top of said bluff to an iron rod set for a corner; EXHIBIT "C" Page 5 of 16 THENCE, N 74' 44' 42" E, for a distance of 26.75 feet along the top of said bluff to -an iron rod set for a corner; THENCE, S 85* 47' 2311 E, for a distance of 35.45 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 30' 15' 23" E, for a distance of 57.23 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 26' 201 45" E,_ for a distance of 50.94 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 14* 52' 5" E, for a distance of 87.27 feet al - ong the top of said bluff to an iron rod set for a corner; THENCE, N 42' 16' 25" E, for a distance of 74.33 feet along the top of said Sluff to an iron rod set for a corner; THENCE, N 150 071 26" E, for a distance of 191.64 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 380 39' 35" E, for a distance of 64.03 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 63' 261 6" E, for a distance of 44.72 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 090 27' 44" E, for a distance of 60.83 feet along the top of said bluff to an iron rod set for a corner; THENCE, R 090 27' 44" W, -for a distance of 60.83 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 090 271 44" E, for a distance of 60.83 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 06' 42' 35" E, for a distance of 85.59 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 30' 27' 56" E, for a distance of 98.62 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 00* 001 0" E, for a distance of 110.00 feet along the top of said bluff to -an iron rod set for a corner; THENCE, N 26' 33f 54" E, for a distance of 89.44 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 740 031 17" for a distance of 72.80 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 23-111 55" E, .for a distance of 76.16 feet along the top of said bluff to an iron rod set for a corner; Page 6 of 16 THENCE, N 730 18' 3" E, for a distance of 156.60 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 34° 59' 31" E, for a distance of 61.03 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 05° 42' 38" E, for a distance of 100.50 feet along the top of said bluff to an iron rod set for a corner; _ THENCE, N 87° 571-16" E, for distance of 1.40.09 feet along the top of said bluff to an iron rod set*for a corner; THENCE," S 69° 26' 38" E, for a distance of 85.44 feet along the top of said bluff -to an iron rod set for a corner; THENCE, S 370 52' 30" E, for a distance of 114.02 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 59° 55' 53" E, for a distance of 109.77 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 29021' 28" E, for a distance of 91.79 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 78° 06' 41" E, for a distance of 97.08 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 49° 23' 55" E, for a distance of 92.20 feet along the top of said bluff to an iron rod:set for a corner THENCE, S 670 48' 58" E, for a distance of 270.43 feet leaving the top of said bluff to an iron rod set for a corner; THENCE, S 35° 42' 30" W, for a distance of 66.58 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 360 54' 37" W, for a distance of 325.65 feet to an iron rod set for a corner; THENCE, S 700 20' 25" W, for a distance of 225.32 feet to an iron rod set for a corner; THENCE, N 87° 57' 10" W, for a distance of 420.07 feet to an iron rod set for a corner; THENCE, S 00° 50' 59" E, for a distance of 554.31 feet to an iron rod set for a corner; THENCE, S 89° 09' 1" W, for a distance of 146.31 feet to an iron rod set for a corner; THENCE, S 070 32' 14" W, for a distance of 193.86 feet to an iron rod set for a corner; EXHIBIT "C" Page 8 of 16 THENCE, S 780 06' 41" E, for a distance of 97.08 feet along the top of said bluff to an iron rod set,for a corner; THENCE, N 84° 33' 35" E, for a distance of 105.48 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 37° 18' 34" E, for a distance of 132.00 feet along the top of said bluff o an iron rod set for a corner; THENCE, S 42° 42' 34" , for a distance of 88.46 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 90° 00' 0" E, for a distance of 70.00 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 120 59' 41" W, for a distance of 133.42 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 47° 36' 9" W, for a distance of 155.72 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 65° 33' 22" W, for a distance of 60.42 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 08° 44' 46" W, for a distance of 65.76 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 45° 00' 0" W, for a distance of 91.92 feet along the top of said jluff to an iron rod set,for a corner; THENCE, N 170 21' 14" E, for a distance of 419.08 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 740 28' 33" E. for a distance of 93.41 feet along the top of said bluff o an iron rod set for a corner; THENCE, N 880 12'.36" E. for a distance of 160.08 feet along the top of said bluff -to an'iron rod set for a corner; .THENCE, N 200 51' 16" E, for a distance of 224.72 feet along the top of said bluff—to an iron rod set for a corner; THENCE, N 06° 42' 35" E, for a distance of 85.59 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 31° 45' 34" E, for a distance of 123.49 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 52-1 41' 46" E, for a distance of 132.00 feet along the top of said bl` uff to an iron rod set for a corner THENCE, N 62° 21' 14" E, for a distance of 118.53 feet along the top of said bluff to an iron rod set for a corner;_ 0 THENCE, S 76° 36' 0" W, for a distance of 22.09 feet to an iron rod set for a corner; THENCE, S 68° 24' 19" W, for a distance of 264.21 feet to an iron rod set for a corner;' THENCE, S 580 37' 22" W, for a distance of 246.00 feet to an iron rod set for a corner; THENCE, S 51° 27' 24" W,=for.a distance of 256.09 feet to an iron rod set for a corner; THENCE, S 37° 19' 35" W, for a distance of 251.58 feet to an iron rod set for .a corner; THENCE, S 300 30' 22" W. for a distance of 1585.36 feet to an iron rod set for a corner; THENCE, S 180 36' 0" W, for a distance of 219.61 feet to the POINT OF BEGINNING; CONTAINING, 47.1294 Acres or 2,052,957.3234 Square Feet of Land. EXHIBIT "C" Page 9 of 16 9 THENCE, S 76° 36' 0" W, for a distance of 22.09 feet to an iron rod set for a corner; THENCE, S 680 24' 19" W, for a distance of 264.21 feet to an iron rod set for a corner; THENCE, S 580 37' 22" W, for a distance of 246.00 feet to an iron rod set for a corner; THENCE, S 510 27' 24" W,a for,a distance of 256.09 feet to an iron rod set for a corner; THENCE, S 370 19' 35" W, for a distance of 251.58 feet to an iron rod set for a corner; THENCE, S 30° 30' 22" W, for a distance of 1585.36 feet to an iron rod set for a corner; THENCE, S 18° 36' O" W, for a distance of 219.61 feet to the POINT OF BEGINNING; CONTAINING, 47.1294 Acres or 2,052,957.3234 Square Feet of Land. 9 EXHIBIT "C" Page 9 of 16 THENCE, South 66° 48' 5" West, for -a distance of 114.24 feet along the toe of said bluff to an iron rod set for a gorner; THENCE, South 52° 35' 41" West, for a distance of 107.00 feet along the toe of said bluff to an iron rod set for a corner; THENCE, South 30° 04' 07" West, for a distance of 109.77 feet along the toe of said bluff to an, iron rod set for a corner..; THENCE, South 48° 48' 51" West, for a distance of 53.15 feet along the toe of said bluff to an iron rod set for a corner; THENCE, South 77° 44' 07" West, for a -distance of 117.69 feet along the toe of said bluff to an iron rod set for a corner; THENCE, South 32° 44' 07" West, for .a distance of 166.43 feet along the toe of said bluff to an iron rod set for a corner; THENCE, South 05° 42' 38" West, for a distance of 100.50 feet along the toe of said bluff to an iron rod set for a corner; THENCE, South 79° 49' 28" West, for a - distance of 198.12 feet along the toe of said bluff to an iron rod set for a corner; THENCE, South 45° 00' 00" West, for a distance of 134.35 feet along the toe of said bluff to an iron rod set for a corner; THENCE, South 21° 30' 05" West, for a distance of 177.34 feet along the toe of said bluff to an iron rod set fora corner; THENCE, South 75° 31°' 47" West, for a distance of 160.08 feet along the toe of said bluff to an iron rod set for a corner; =THENCE, South 49° 05' 08" West, for a distance of 198.49 feet along said toe to an iron rod set for a corner; THENCE, South 71° 43' 55" West, for a distance of 272.03 feet along said toe to the POINT OF BEGINNING; CONTAINING°,.8..6494'acres or 376,769.4591 square feet of land. EXHIBIT "C" Page 11 of 16 W6.iA TRACT Cl (R -MF -1) BEING part of the J. M. Baker Survey, Abstract No. 1691, Dallas County, J. M. - Abstract No. 167, Tarrant County, T. - W. Cousy Survey, Abstract Baker Survey, County, C. S. Dunnagan Survey, Abstract No. 1655, Dallas No. -'317, Dallas County, John Holland Survey, Abstract No. 614, Dallas County, and a part of all of those certain tracts conveyed to Trustee,. -E-Systems, Inc.-, Pool Trust, recorded in Volume 783235, Page 5005Dand-Volume 84014, page 3575, Deed I Records Dallas County, Texas, County , Clerk's No. 3391, Deed Records, Denton County, Texas, . and Volute 7723, 23, Page 2879, Deed Records$ Tarrant County, Texas, and being more particularly described as follows: COMMENCING, at a point on the northwest line of State Highway 121 (100 foot right-of-way), point also being the crossing of the Northwest line of State Highway 121 with the West line of said Dunnagan Survey and the east line of the J. Gibson Survey, Abstract No. 1715, Dallas County; point also being south 44* 12' 00" West, a distance of 583.81 feet from the point of intersection of said Northwest line of State Highway 121 with the center line of Thweatt Road (50 feet right-of-way); THENCE, North 01* oil 47" east, along the West line of the said Dunnagan Survey and Gibson Survey -common line a distance of 1594.31 feet to a point - at the Northeast corner of the said Gibson Survey and the Southeast corner of the said Baker Survey; THENCE North 670 021 3 . 1" West, a distance of 1431.04 feet to the POINT OF BEGINNING; THENCE, North 470 021 58" East, for a distance of 653.50 feet to an iron rod set for a corner; THENCE, North 460 34' 26" East, for a distance of 279.67 feet to an iron rod set for a corner; THENCE, North 470 oil 35" East, for a distance of 1385.11 feet to an iron rod set for a corner; THENCE, South 170 091 41" East, for I a distance of 350.16 feet to an iron rod set for a corner; THENCE, South 79' 22'.49" West, for a distance of 91.43 feet along the toe of a natural bluff -to an iron rod set for a corner; THENCE, -South 54* 091 44" West, for a distance of 111.02 feet along the toe of said bluff to an iron rod set for a corner; THENCE, South 19* 391 14" West, for a distance of 74.33 feet along the toe of said bluff to an iron rod set for a corner; THENCE, South 36- 52' 12" . West, for a distance of 50.00 feet along the toe of .said bluff to an iron rod set for a corner; THENCE, North 90' 00' 00" West, for a distance of 145.00 feet along the toe of said bluff to an iron rod set for a corner; a THENCE, South 63° 26' 06" East, for a distance of 89.44 feet along said top to an iron rod set for a corner; THENCE, North 62° 14' 2991 East, for a distance of 107.35 feet along said top to an iron rod set for a corner; THENCE, South 52° 25' 53" East, for a distance of 82.01 feet along said top to an iron rod set for a corner; THENCE, North 59° 02' 1.0" East, for a distance of 58.31 feet along said top to an iron rod set for a corner; THENCE, North 14° 02' 10" West, for a distance of 61.85 feet along said top to -an iron rod set for a corner; THENCE, North 14° 02' 10" East, for a distance of 61.85 feet along said top to an iron rod set for a corner; THENCE, North 21° 48' 05" West, for a distance of 53.85 feet along said top to an iron rod set for a corner; THENCE, North 17° 06' 10"East, for a distance of 136.01 feet along said top to an iron rod set for a corner; THENCE, North 63° 26' 06" East, for a distance of 44.72 feet along said top to an iron rod set for a corner; THENCE, South 65° 41' 44" East, for a distance of 170.07 feet along said top to an iron rod set for a corner; THENCE, South 300 15' 23" East, for a distance of 69.46 feet along said top to an iron rod set for a corner; THENCE, South 77° 54' 19" East, for a distance of 71.59 feet along said top to an iron rod set for a corner; THENCE, South 42° 42' 34" East, for a distance of 88.46 feet along said top to an iron rod set for a corner; THENCE, North 71° 33' 54" East, for a distance of 63.25 feet along said top to an iron rod set for a corner; THENCE, North 19° 26' 24" West, for a distance of 90.14 feet along said top to an iron rod set for a corner; THENCE, North 06° 42' 35" East, for a distance of 85.59 feet along said top to an iron rod set for a corner; THENCE, North 20° 53' 52" West,, for a distance of 294.36 feet along said top to an iron rod set for a corner; THENCE, North 60° 56' 43" East, for a distance of 51.48 feet along said top to an iron rod set for a corner; EXHIBIT "C" Page 13 of 16 9 iiw TRACT C2 (R -MF -1) BEING part of the J. M. Baker Survey, Abstract No. 1691, Dallas County, J. M. T W. Cous Survey, Abstract Baker Survey, Abstract No. 167, Tarrant County, T. Y Dallas No. 317, Dallas County, C. S. Dunnagan Survey, Abstract No. 1655, County, John Holland Survey; Abstract No. 514, Dallas County, and a part of all of those certain tracts conveyed to Trustee, E-Systems, Inc., Pool Trust, recorded in Volume 83235, page 5005, and Volume 84014, Page 3575, Deed .Records, Dallas County, Texas., County Clerk's No. ecordsed TarrantyCountyn County, Texas, and Volume 7723, p $ Texas, and being more particularly described as follows® COl`iIENCING, at a point on the northwest line of State Highway 121 (100 foot right-of-way), point also being the crossing of the Northwest line of State Highway 121 with the West line of said Dunnagan-Survey and the East line of the J. Gibson Survey, Abstract No. 1715, Dallas County; point also being South 44° 12° 00" West, a distance of 583.81 feet from the point of intersection of said northwest line of State Highway 121 with the center line of Thweatt Road (50 foot right-of-way); THENCE, North 01° 01' 47" East, along the West line of the said Dunnagan Survey, same being the east line of the said Gibson Survey, a distance of 1594.31 feet to the POINT OF BEGINNING; THENCE, North Ol°- Ol' 47" East, continuing along said Dunnagan Survey and Gibson Surveycommon ofnline the saidaistace of GibsonnSurvey2and4tthe corner of the feet to a point at the Northeast said Baker Survey; THENCE, North 88° 520 20". West, along the common line of the Baker Survey and the Gibson Survey, a distance of 1188.81 feet to a point for corner; THENCE, North 15° 31' 27" East, for a distance of 164.65 feet along the top of a natural bluff to an iron rod set for a corner; THENCE, North 66° 48' 05" East, fora distance of 76.16 feet along said top to an iron rod set for a corner; THENCE, South 84° 48' 20" East, for a distance of 55.23 feet along said top to an iron rod set for a corner; THENCE, South 70° 42' 6" East, for a distance of 105.95 feet along said top to an iron rod set for a corner; THENCE, North 65° 13' 0" East, for a distance of 71.59 feet along said top to an iron rod set for a corner; THENCE, North 00° 00' 00" East, for a distance of 70.00 feet along said top to an iron rod set for a corner; THENCE, North 38° 17' 25" West, for a.distance of 121.04 feet along said top to an iron rod set for a corner; THENCE, North 45° 00' 00" East, for a distance of 49.50 feet.along said top to an iron rod set for a corner; a _ a 0 4111.,71 U THENCE, along said circular curve to the left having a. beginning tangent bearing of South 660 361 0711 West, a central angle of 780 131 47", a radius of 1020.00 feet, a tangent length of 82.9.37 feet, and an arc length of 1392.68 feet to the end of said circular curve to the left and the beginning of a second circular curve to the left; THENCE, along said circular curve to the left having a beginning tangent bearing of South 65' 59' 47" West, a central -angle of 5° 001 49", a radius of 800.00 feet, a tangent length of 35.02 feet, and an arc length of 70.00 feet to the POINT OF BEGINNING; CONTAINING, 23.5124 acres (1024,200.3532 Square Feet) of land. EXHIBIT "C" Page 15 of 16 THENCE, South 480 00' 46" East, for a distance of 134.54 feet along said top to an iron rod set for a corner; THENCE, North 85° 54' 52" East, for a distance of 140.36 feet along said top o an iron rod set for a corner; THENCE, North 19° 58' 59" East, for a distance of 58.52 feet along said top to an iron rod set for a corner; THENCE, North 210'48' 05" West, for a distance of 5M5 feet along said top to an iron rod set for a corner; THENCE, North 00° 00' 00" East, for a distance of 135.00 feet along said top to an iron rod set for a corner; THENCE, North 66° 22' 14" East, for a distance of 174.64 feet along said top to an iron rod set for a corner; THENCE, North 87° 23' 51" East, for a distance of 110.11 feet along said top to an iron rod set for a corner; THENCE,.North 42° 52' 44" East, for a distance of 95.52 feet along said top to an iron rod set for a corner; THENCE, North 10° 29' 29" East, for a distance of 137.30 feet along said top to an iron rod set for a corner; THENCE, North 590 02' 10" East, for a distance of 58.31 feet along said, top to an iron rod'set for a corner; THENCE, South 57° 22' 51" East, for a distance of 129.37 feet along said top to an iron rod set for a corner; THENCE, South 17° 09' 41: East, for a distance of 49.83 feet along said top to an iron rod set for a corner; THENCE, South 02° 02' 44" East, for a distance of 102.72 feet along said top to an iron rod set for a corner; THENCE, South 120 48' 15" East, for a distance of 112.81 feet along said top to an iron rod set for a corner; THENCE, South 06° 34' 55" West, for a distance of 130.86 feet along said top to an iron rod set for a corner; THENCE, South 600 56' 43" East, for a distance of 102.96 feet along said top to an iron rod set for a corner; THENCE, South 21° 02' 15" East, for a distance of 69.64 feet leaving said top to an iron rod set for a corner at the beginning of a circular curve to the left; EXHIBIT "C" Page 14 of 16 AIRPORT ACOUSTICAL REQUIREMENTS - Sec.: 1.6A RECOMMENDED•BUILDING'REQUIREMENTS FOR A MINIMUM NOISE LEVEL REDUCTION OF 25 dB: A-1 COMPLIANCE. ..Compliance with the following standard shall -of the be deemed. to meet tan-NLRu25eisnspecifiets d,compatible use districts in masonryA-2 GENERAL* _ ck veneer* or stucco exterior walls a. Bri d airtight. All •_ jointsshall airtight.shall constructe caulked exteriorb. At the penetrat . ion of . - or - conduits shall be' caulked -or filled with mortar. * - ts c. window and/or through -the -wall .not be used. Through-the-wall/door mail _ having shall not be used. A-3 EXTERIOR WALLS a. Exterior walls other than as described in this section shall have a laboratory sound tran I smission class rating of at least STC -39* 25 b. masonry walls st - weightce _ • Y ri. not require - • - d (stud) interior pounds perblock shall 'wall. At least one surfa e • • or painted C.- Stud walls shall be -= t 4'" in nominal depth andshall be finished -on outside stucco# or brick surfaceInterior 1/2' thick gypsum s•y •. or plaster at leastinstalled the studs, Page 1 of 5 .3 SUMMARY OF NET BUILDABLE AREAS OF R -MF -2 AND R -MF -1 Tract Al (within R -MF -2) Tract A2 (within R -MF -2) Tract A3 (within R -MF -2) SUBTOTAL for R -MF -2: Tract Cl (within R -MF -1) Tract C2 (within R -MF -1) SUBTOTAL for R -MF -1: GRAND TOTAL: i 9 EXHIBIT "C" Page 16 of 16 25.5242 ACRES 5.5992 ACRES 47.1294 ACRES 78.2528 ACRES 8.6494 ACRES 23.5124 ACRES 32.1618 ACRES 110.4146 ACRES A-5 DOORS a. Doors, other ishan as described in this section, shall have 6 -laboratory sound transmission class rating of at least STC -28. b. All exterior side -hinged doors shall be solid -core wood or insulated hollow metal at least l-a/4**thick and shall be -fully weatherstripped. C. Exterior sliding doors shall be weatherstripped with an as secfi efficient airtight gaski$yinethesliding®doorseshallpbei ted in Section A -4c. The gats least°3/lb" thick. ® Glass in orll bin aQsoftsealed.in an elastomer gaskett or non hardening 8 0 -glazing tape. e. The perimeter of door frames shall hllbe sealed tig 4e. o the exterior wall construction as described in Sectio class11 A-6 ROOFS &. Combined roof and'c6il.ing construction other than described'in thi.s, . section -and Section-A�-7 shall have & -39* rating of at least STC b. With an attic or rafter space shallcons_ boardwith a ceiling below,.the'roof t of closely butted underside -of -1/20 -composition boardi -plywood. or gypsum if the the roof is exposed, or if the construction attic or rafter spacing is lets than V. the roof shall have , a surface weight of at least 25 pounds per square foot-, ­Rafterst joists or other framing may the surface -weight calc s Window or dome skylights transmission class of page 3 of 5 3 r a (2:) Continuous composition board, plywood or gypsum board sheathing at leas 1/2 thick shall cover the exterior side of the l.studs''behind ood® or metal siding-, Asphaltic or wood shake shingles are acceptable in lieu of siding. (3)'Sheathing panels shall be butted tightly and covered cin -the exterior with overlapping building paper. The top and bottom edges of the sheathing sh 1 be sealed. (4) Insulation material t le st.2 hick shall be installed.continuous throughout the Cavity -space behind the exterior sheathing and between wall studs. Insulation shall be glass fiber or mineral wool. . A-4 WINDOWS +ra.. Windows other than as debed ' in this ass ratingeofion shalL- at least have a laboratory soup transmissionc STC -2s. b.- Glass shall be at least / thick. c.. All operable windows shat a eatherstripped and airtight when closed o:as to conform to an.air infiltration test not to exceed 0.5 cubic feet per minute per foot of crack length in accordance with ASTM E -283-65-T, d. Glass of fixed -sash windows shall be sealed in an airtight manner with a non-fiardening sealanta, or a soft elastomer gasket or glazing tape. o. The perimeter of window frames shall be sealed airtight to the exterior ! construction 5peci iwith Specifications: conforming to one of the following TT -S-00230, or TT -S-00153. f. The total area of glass in both windows and doors in sleeping spaces shall not exceed 2 the floor area. Page 2 of 5 EXHIBIT "D" °"- f. Domestic range exhaust ducts connecting the interior , space: to the outdoors. shall contain a baffle plate across the exterior termination -which allows proper ventilation. The dimensions of the baffle plate should extend at least one diameter beyond the line of sight into the vent duct: The .baffle plate shall be of the same material and thickness as the vent duct material. g. Fireplaces shall be provided with well -fitted dampers. Page 5 of 5 EXHIBIT "D" 4 A-7 CEILINGS a. Gypsum board or plaster: -ceilings at leas 1/2" thick shall be provided where required by Paragraph A - 6b above. Ceilings -shall be substantially airtight, with minimum number of penetrations. b.. Glass fiber or mineral wool insulation at least 2" thick shall be provided above the ceiling between joints. A-8 FL �M exceed;penings to any crawl spaces.b.elow the floor of the lowes ;• floor,areaof occupied rooms shall 'not occupied rooms. I •VENTILATION system shall • = a* A mechanical ventilation installed that will provide supply requirements for • - used in occupied rooms without exterior.t*he need to open any windows* doors or other opening to b. Gravity vent openings in attic shall minimum 1 • and forcedC. if a fan is used for •' g the attic inlet and discharge openings shall be* fitted with sheet metal be lined ll • - i •. • - coatedtransfer ducts with 1" thick glass ductslong with one 90 degree bend. d. All vent .' the interior space to the outdoors, excepting• mestic range exhaust ducts, shall contain soundabsorbing •lining. 5 t internal th of bend = duct such that Each duct. shall be provided with al there is no direct line of • ht through thei duct from the venting cross section to the room -opening •.section. lininge. Duct shall be coated glass bluff to an iron rod set for a corner; THENCE, S 87° 57' 16" W, for a distance of 140.09 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 05° 42' 38" W, for a distance of 100.50 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 340,59t 31" W, for a distance of 61.03 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 73°-18' 3" W, for a distance of 156.60 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 620 21' 14" W, for a distance of 118.53 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 52° 41' 46" W, for a distance of 132.00 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 310 45' 34" W, for a distance of 123.49 feet along the top of said bluff to an iron rod set for a corner;. THENCE, S 06° 42' 35" W, for a distance of 85.59 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 20° 51' 16" W, for a distance of 224.72 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 88° 12' 36" W, for a distance of 160.08 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 74° 28' 33" W, for a distance of 93.41 feet along the top of said bluff to an iron rod -set for a corner; THENCE, S 170 21' 14" W, for a.distance of 419.08 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 45° 00' 0" E, for a distance. of 91:92 feet along the top of said bluff to an iron rod set for a corner. THENCE, S 08 °44' 46" E. for a distance of 65.76 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 65° 33' 22" E, for a distance of 60.42 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 47° 36' 9" E, for a distance of 155.72 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 12° 59' 41" E, for a distance of 133.42 feet along the top of said bluff to an iron rod set for a corner; Page 2 of 14 EXHIBIT "E" PROPERTY DESCRIPTION OPEN SPACE AND FLOODPLAIN AREAS IN R -MF -2 AND R -MF -1 TRACTS BEING part of the J. M.. Baker Survey, Abstract No. 1691, Dallas County, J.M- Baker Survey, Abstract No. 167,- Tarrant County, T.W. Cousy Survey, Abstract No. 317, Dallas County, C.S. �Dunnagan Survey, Abstract No. 1655, Dallas County' John Holland Survey,' Abstract No. 614, Dallas County, J. Gibson Survey: Abstract No. 587 Tarrant County and the H. Suggs Survey, Abstract no. 1415 Tarrant County and a part of all Of those certain tracts conveyed to Trustee, -E-Systems, Inc., Pool Trust, recorded in Volume 83235, Page 5005, and Volume 84014, Page 3575, Deed Countyj Texas, and Volume 7723, Page 285, Deed Records, Tarrant County, Texas, and being more particularly described by metes and bounds in three tracts as follows: TRACT Al (Open Space and Floodplain Areas within R -MF -2) BEING a tract of land situated in the J.M. Baker Survey, Abstract No. 167, the J. Gibson Survey Abstract No. 587, and the H. Suggs Survey, Abstract No. 1415, Tarrant County, Texas;- and also being part of that certain tract conveyed to Trustee, E-Systems, Inc., Pool Trust, as recorded in Volume 7723, Page -289, Deed Records Tarrant County, Texas; and being more particularly described as follows: BEGINNING, at a point being 3516.35 feet North and 2631.65 feet East of ja'- known point in the centerline of Thweatt Road (undedicated right-of-way), known point being in the most Southerly Southeast corner of the.said E-Systemi3 tract; THENCE, S 21* . 12' 50" E, for a distance of 222.59*feet to an iron rod set for a corner; THENCE, S 350 421 30" W, for:a distance of 23.64 feet to an iron rod set for a corner; THENCE, N 670 48' 58" W, -*for a distance of 270.43 feet along the top of a natural bluff to an iron rod set for a corner; THENCE, N 490 23' 5511 W, for a I distanre.of 92*.20 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 780 061 41"W, for a distance of 97.08 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 290 21' 28" W, for a distance of 91.79 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 59- 551 53" W, for a distance of 109..77 feet along the top of said bluff to an iron rod set for a corner; ,THENCE, N 370 52' 30" W, for a distance of 114.02 feet along the top of said T1_Uff to an iron rod set for a corner; THENCE N 69* 26' 38" W, for a distance of 85.44 feet along the top of said 9 Page 1 of 14 EXHIBIT "E" THENCE, S 14° 52' 5" W, for a distance of 87.27 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 26° 20' 45" W, for a distance of 50.94_feet along the top of said bluff to an iron rod set for a corner; THENCE, N 300 15' 23" W, for a distance of 57.23 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 850 47' 23" E, for a distance of 51.58 feet along the top of said bluff to an iron rod found for a corner; THENCE, N 030 57' 37" E, for a distance of'990.65 feet leaving said bluff to a point for corner in the centerline of Denton Creek, and continuing along the meanders of said creek as follows; North 20° 47' 05" East, for a distance of 654.81 feet; North 30° 58' 00" East, for a distance of 788.00 feet; North 07° 14' 40" East, for a distance of 528.32 feet; North 42° 32' 56" East, for a distance of 851.80 feet; North 70° 43' 54" East, for a distance of 375.20 feet; South 89° 39' 04" East, for a distance of 432.10 feet; South 250 46' 04" East, for a distance of 514.30 feet; t South 750 36' 04" East, for a distance of 150.57 feet toa point for a corner; THENCE, S 01' 37' 23" W, fora distance of 229.52 feet to an iron rod set for a corner; THENCE, N 77' 09' 8" W, for a distance of 46.84 feet to an iron rod set for a corner; THENCE, N 61° 55' 39" W, for a distance.9f 60.38'feet•to-an iron rod set for a corner; THENCE, N 610 55' 39" W, for a distance of 109.62 feet to an iron rod set for a corner; THENCE, N 480 21' 59" W, for a distance of 240.83 feet to an iron rod set for a corner; THENCE, N 210 48' 5" W, for a distance of 323.11 feet to an iron rod set for a corner; THENCE, N 64° 58' 59" W, fora distance of 165.53 feet to an iron rod set for a corner; THENCE, S 88° 48' 23" W, for a distance of 240.05 feet to aft iron rod set for a corner; Page 4 of 14 EXHIBIT "E" THENCE, N 900 00' 0" W, for a distance of 70.00 feet along the top of said bluff to an iron rod -set for a corner; THENCE, N 42' 42' 3411 W, for a distance of 88.46 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 37' 18' 14" W, for a distance of 132.00 feet along the top of said bluff to an iron rod set for a corner; -THENCE, S 84' 33' 35" "W, for a distance of 105.48 feet along the top of said bluff to an iron rod set for a corner; THENCE, N 78' 06' 41" W, for a distance of 97.08 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 23' 11' 55" W, for a distance of 76.16 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 74' 03' 17" W, for a distance of 72.80 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 26' 33' 54" W, for a distance of 89.44 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 00' 00' V' W, for a distance of 110.00 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 30' 27' 56" W, for a.distance of 98.62 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 06' 42' 35" W, for a distance of'85.59 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 090 271 4411 W, for a distance of 60.83 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 090 271 44" E, for a distance of 60.83 feet along the top of said bluff to an iron rod set for a corner.; THENCE, S 090 271 44" W, for a-distaince of 60.83 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 630 26' 6" W, for a distance of 44.72 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 380 39' 35" W, for a distance of 64.03 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 15- 07' 26" W, for a distance of 191.64 feet along the top of said bluff to an iron rod set for a corner; THENCE, S 420 16' 25" W, for a distance of 74.33 feet along the top of said bluff to an iron rod set for a corner; Page 3 of 14 EXHIBIT "E" THENCE, S 66°.49' 39" E, for a distance of 124.09 feet along the toe of said bluff to an iron rod set for a corner; THENCE, S 570 48' 52" E, for a distance of 123.79 feet along the toe of said bluff to an iron rod set for a corner; THENCE, S 820 05' 16" E, for a distance of 99,67 feet along the toe of said bluff to an iron rod set for a corner; THENCE, S 850 20' 57" E, for a distance of 85.96 feet along the toe of said bluff to an iron"rod set for a corner; THENCE, N 71° 05' 58" E, for a distance of 80.54 feet along the toe of said bluff to an iron rod set for a corner; THENCE, N 86° 00' 52" E, for a distance of 67.27 feet along the toe of said bluff to an iron rod set for a corner; THENCE, S 87° 14' 51" E, for a distance of 72.16 feet along the toe of said bluff to an iron rod set for a corner; THENCE, S 64° 43' 10" W, for a distance of 221.10 feet leaving said toe to the POINT OF BEGINNING; CONTAINING, 27.2344 Acres or 1,186,332.3671 square feet of land. Page 6 of 14 EXHIBIT "E" 9 s J 16AW- THENCE, S 68- 00' 32" W, for a distance of 280.40 feet to an iron rod . set for a corner; THENCE, S 460 52' 56" W, for a distance of 753.48 feet to an iron rod set for a corner; THENCE, S 060 25' 44" W, for a distance I of -714.49 feet to an iron rod set for a corner; THENCE, S . 71- 33' 54"-E, for a distance of 31.62 feet along the toe of said bluff to an iron rod set for a corner; THENCE, N 470 311 49" E, for a distance of 73.68 feet along the toe of said bluff to an iron rod set for a corner; THENCE, N 230 30' 36" E, for a distance of 94.98 feet along the toe of said bluff to an iron rod set for a corner; THENCE, N 60- 42' 6" E, for a distance of 110.47 feet along the toe of said bluff to an iron rod set for a corner; THENCE, N 40- 12' 36" E, for a distance of 92.72 feet along the toe of said bluff to an iron rod set for a corner;• THENCE, N 43- 01' 4" E, for a distance of 94.65 feet along the toe of said bluff to an iron rod set for a corner; THENCE, N 28- 18' 60" E, for a distance of 176.45 feet along the toe ! of said bluff to an iron rod set for a corner; THENCE, N 45- 311 26" E, for a distance of 104.39 feet along the toe of said bluff to an iron rod set for a corner; THENCE, N 72- 12' 25" E, for a 'distance of 40.09 feet along the toe of said bluff to an iron rod set for a corner; THENCE, S 68- 22' 16" E, for a distance of 43.76 feet Along the toe of said bluff to an iron rod set for a corner; THENCE, S 54- 29' 13-1 E, for a distance of 54•: 1 06 feet along the toe of said bluff to an iron -rod set for a corner; THENCE, N 36- 051 1" E, for a distance of 91.38 feet along the toe of said bluff to an iron rod set for a corner; THENCE, N 66- 28' 8" E, for a distance of 50.70 feet along the toe of said bluff to an iron rod set for a corner; THENCE, S 81* 351 22" E, for a distance of 260.08 feet along the toe of said bluff to an iron rod set for a corner; THENCE, S 62- 101 30" E, for a distance of 156.39 feet along the toe of said bluff to an iron rod set for a corner; Page 5 of 14 EXHIBIT "E" THENCE, South ll* 58' 34" West, for a distance of 168.67 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 16° 41' 57" West, for a distance of 52.20 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 66° 02' 15" West, for a distance of 49.24 feet along the top of said bluff-to an'iron rod set for a corner; THENCE, South 39° 48' 20" West, for a distance of 39.05 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 08° 31' 51" West, for a distance of 101.12 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 60° 15' 18" West, for a distance of 80.62 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 23° 57' 45" West, for a distance of 49.24 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 19° 58'.59" East, for a distance of 58.52 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 20° 33' 22" West, for a distance of 95.72 feet along the top of said bluff to the POINT OF BEGINNING; CONTAINING, 3.1861 acres or 138,786.8605 square feet of land. Page 8 of 14 EXHIBIT "E" TRACT A2 (Open Space) BEING a tract of land situated in the H. Suggs Survey, Abstract No*' 1415, Tarrant County,, Texas;and also being part of that certain tract conveyed to -Trustee, E-Systems, Inc.,' Pool Trust, as recorded in Volume 7723, Page 289, Deed Records -Tarrant County, Texas; and being more particularly described as follows: BEGINNING, at a point being North 87* 20' 01" West, a distance of 260.9 feet from a known point in the centerline of Thweatt Road (undedicated right-of- way),.,. Said known point being in the most Southerly Southeast corner of the said E-Systems tract; THENCE, North 87' 20' 01" West, for a distance of 110.94 feet to an iron rod set for a corner; THENCE, North 01* 38' 35" West, for a distance of 184.81 feet to an iron rod set for a corner; THENCE, North 450 00' 00" East, for a distance of 133.97 feet along the toe of a natural bluff to an iron rod set for a corner; THENCE, North 30" 15' 23"' East, for a distance of 208.39 feet along the toe of said bluff to an iron rod set for a corner; THENCE, North 240 26' 38" East,.for a distance of 120.83 feet along the toe of said bluff to an iron rod set for a corner; THENCE, North 110 00' 13" East, for a distance of 183.37 feet along the toe of _said bluff to an iron rod set for a corner; THENCE, North 23- 29'.55" East, for a distance of 125.40 feet along the toe of said bluff to an iron rod set for a corner; THENCE, North 400 13' 56" East, for a distance of 328.02 feet along the toe of said bluff to an iron rod set for a.corner; THENCE, South 851 47' 23" East, lea . ving the toe of said b1tiff for a distance of 114.25 feet to an iron rod set for a corner; THENCE, South 74* 44'.42" West, for a distance'of 26.75 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 27* 33' 10" West, for a distance of 129.71 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 65* 13' 30" West,_for a distance of 71.59 feet along the top.of said bluff to an iron rod set for a corner; THENCE, South 300 39' 02" West, for a'distance of 156.92 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 180 031 38" West, for a distance of 241.92 feet.along the top of said bluff to an iron rod set for a corner; Page 7 of 14 EXHIBIT "E" M THENCE, North 01° 06' 23" East, for a distance of 537.50 feet to an iron rod set for a corner; THENCE, South 14° 50' 14" East, for a distance of 1834.51 feet to an iron rod set for a corner; THENCE, South 66° 33' 7" West, for a distance -of 77.01 feet to an iron rod set for a corner; THENCE, North 21°.02' 15" West, for a distance of 69.64 feet along the top of a natural bluff to an iron rod set for a corner; THENCE, North 60° 56' 43" West, for a distance of 102.96 feet along said top to an iron rod set for a corner; THENCE, North 06° 34' 55" East, for a distance of 130.86 feet along said top to an iron rod set for a corner; THENCE, North 12° 48' 15" West, for a distance of 112.81 feet along said top to an iron rod set for a corner; THENCE, North 020 02' 44" East, for a distance of 102.72 feet along said top to an iron rod set for a corner; THENCE, North 17° 09' 41" West, for a distance of 532.48 feet leaving said top to an iron rod set for a corner; THENCE, South 47° 01' 35" West, for a distance of -1385.11 feet to an iron rod set for a corner; THENCE, South 46° 34' 26" West, for a distance of 279.67 feet to an iron rod set for a corner; THENCE, South 47° 02' 58" West, for a distance of 653.50 feet to an iron rod set for a corner; THENCE, North 71° 43' 55" East, for distance of 272.03 feet along the toe of said bluff to an iron rod set for a corner; THENCE, North 75° 31' 47" East, for a distance of 160.08 feet along the•toe of said bluff to an iron rod set for a corner; THENCE, North 21° 30' 5" East, for a distance of 177.34 feet along the toe of said bluff to an iron rod set for a corner; THENCE, North 45° 00' 00" East, for a distance of 134.35 feet along the toe of said bluff'to an iron rod set for a corner; THENCE, North 790 49' 28" East, for a -distance of 198.12 feet along the toe of said bluff to an iron rod set for a corner; THENCE, North 05° 42' 38" East, for a distance of 100.50 feet along the toe of said bluff to an iron rod set for a corner; ,�. Page 10 of 14 EXHIBIT "E" TRACT C (Open Space & Floodplain Areas within R -MF -1) BEING part of the J.M. Baker Survey, Abstract No.. 1691, Dallas County, J. M. Baker Survey, Abstract No. 167, Tarrant County, T. W. Cousy Survey, Abstract No. 317, Dallas County, C. S. Dunnagan Survey, Abstract No. 1655, Dallas County, John Holland Survey, Abstract No., -614, -Dallas County, and a part of all those certain tracts conveyed to Trustee,, E-Systems, Inc., Pool Trust, recorded in. Volume 83235, Page 5005, and Volume 84014, Page 3575, Deed Records, Dallas County,. Texas, County Clerks No. 3391, Deed Records, Denton County, Texas, and Volume 7723, Page 239, Deed Records, Tarrant County, Texas, and being more particularly described as follows: COMENCING, at a point on the northwest line of State Highway 121 (100 foot right-of-way), point also being the crossing of the Northwest line of State Highway 121 with the West line of said Dunnagan Survey and the East line of the J. Gibson Survey, Abstract No. 1715, Dallas County, Gibson Survey; point also being South 44° 12' 00" West, a distance of.583.81 feet from the point of intersection of said Northwest line of State Highway 121 with the centerline of Thweatt Road (50 feet right-of-way); THENCE, North O1® Ol' 47" East, along the West line of the said Dunnagan Survey and Gibson Survey common line a distance of 1880.77 feet to a point at the Northeast corner of the said Gibson Survey and the Southeast corner of the said Baker Survey; THENCE, North 88° 52' 20" West, along the common line of the Baker Survey and the Gibson Survey, a distance of 1815.53 feet to the POINT OF BEGINNING; THENCE, North 64° 23' 11" East, a distance of 546..00 feet to an iron.rod set for a corner; THENCE, North 42° 21' 3" West, for a distance of 125.82 feet to an iron rod set for a corner; THENCE, North 69° 02' 56" East, for a distance of 67.97 feet to an iron rod set for a corner; THENCE, North 47° 30' 54" East, for a distance of 669.11 feet --to an iron rod set for a corner; THENCE, North 13°_20' 56" East, for a distance of 449.00 feet to an ioron rod set for a corner; THENCE, North 640 37' 56" East, for a distance of 374.80 feet to an iron rod set for a corner; THENCE, North 480 59' 56" East, for a distance of 727.80 feet to an iron rod set for a corner; THENCE, North 140.37' 49" East, fora distance of 236.94 feet to an iron rod set for a corner; THENCE, North 780 106'.00" East, for a distance of 41.12 feet 'to an iron rod set for a corner; Page 9 of 14 EXHIBIT "E" 9 THENCE, South 87° 23' 51" West, for a distance of 110.11 feet along the top of said bluff to an iron pin set for a corner; THENCE, South 66° 22' 14" West, for a distance of 174.64 feet along the top of said bluff to an iron pin set for a corner; THENCE, South 00° 00' 00" West, for a distance of 135.00 feet along the top of said bluff to an iron pin set for a corner; THENCE, South 21° 48' 5" East, for a distance of 53.85 feet along the top of said bluff to an iron pin set for a corner; THENCE, South 19° 58' 59" West, for a distance_ of 58.52 feet along the top of said bluff td an iron pin set for a corner; THENCE, South 85° 54' 52" West, for a distance of 140.36 feet along the top of said bluff to an iron rod set for a corner; THENCE, North 480 00' 46" West, for a distance of 134.54 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 60° 56' 43" West, for a distance of 51.48 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 20°-53' 52" East, for a distance of 294.36 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 06° 42' 35" West, for a distance of 85.59 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 19° 26' 24" East, for a distance of 90.14 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 71°.33' 54" West, for a distance of 63.25 feet along the top of said bluff -to an iron rod set for a corner; THENCE, North 42' 42' 34" West, for a distance of 88.46 feet along the top of said bluff to an•iron.rod-set for a corner; THENCE, North 77° 54' 19" West, for a distance of 71.59 feet along the top of said bluff to an iron rod set for a corner; THENCE, North 30° 15' 23" West, for a distance of 69:46 feet along the top of said bluff to an iron rod set for a corner; THENCE, North 65° 41' 44" West, for a distance of 170.07 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 63° 26' 6" West, for a distance of 44.72 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 17° 06' 10" West, for a distance of 136.01,feet along the top of said bluff to an iron rod set for a corner; Page 12 of 14 EXHIBIT "E" THENCE, North 320 44' 07" East, for a distance of 166.43 feet along the toe of said bluff to an iron rod set for a corner; THENCE, North 77° 44' 07" East, for a distance of 117.69 feet along the toe of said bluff to an iron rod -set for a corner; THENCE, North 480 48' 51" East, fora distance of 53.15 feet along the toe of said bluff to an iron rod set for a corner; THENCE, North 30° 04' 07." East, for a distance of 109.77 feet along the toe of said bluff to an iron rod set for a corner; THENCE, North 520 35' 41" East, for a distance of 107.00 feet along the toe of said bluff to an iron rod set for a corner; THENCE, North 66° 48' 5" East, for a distance of 114.24 feet along the toe of said bluff to an iron rod set for a corner; THENCE, South 90° 00' 00" East, for a distance of 145.00 feet along the toe of said bluff to an iron rod set for a corner; THENCE, North 36° 52' 12" East, for a distance of 50.00 feet along the toe of said bluff to an iron rod set for a corner; THENCE, North 190 39' 14" East, for a distance of 74.33 feet along the toe of said bluff to an iron rod set for a corner; THENCE, North 54° 09' 44" East, for a distance of 111.02 feet along the toe of said bluff to an iron rod set for a corner; THENCE, North 79' 22' 49" East,' for a_distance of 91.43 feet along the toe of said bluff to an iron rod set for a corner; THENCE, South 17' 09' 41" East, leaving the toe of said bluff for a distance of 132.49 feet to an iron pin set for a corner; THENCE, North 57° 22' 51" West, for a distance of 129.37 feet along the top of said bluff to an iron pin set for a corner; THENCE, South'59' 02,'.10" West, for a distance of 58.31 feet along the top of said bluff to an iron pin set for a corner; THENCE, South 10° 29' 29" West, for a distance of 137.30 feet along the top of said bluff to an iron pin set for a corner; THENCE, South 42° 52' 44" West, for a distance of 95.52 feet along the top of said bluff to an iron pin set for a corner; Page 11 of 14 EXHIBIT "E" SUMMARY OF OPEN SPACE AND FLOODPLAIN AREAS Tract Al (within R -MF -2) Tract A2 (within R -MF -2) Subtotal for Open Space with R -MF -2 Area: Tract C (within R -MF -1) GRAND TOTAL: Page 14 of 14 EXHIBIT "E" 27.2344 ACRES 3.1861 ACRES 30.4205 ACRES 24.7598 ACRES 55.1803 ACRES THENCE, South 210 48" 5" East, for a distance of 53.85 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 140 02' 10" West, for a distance of 61.85 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 14° 02' 10" East, for a distance of 61.85 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 59° 02' 10" West, for a distance of 58.31 feet along the top of said bluff to an iron rod set for a corner; THENCE, North 52° 25' 53" West, for a distance of 82.01 feet along the top of said bluff to an iron rod set for a corner; THENCE,.South 62° 14' 29" West, for a distance of 107.35 feet along the top of said bluff to an iron rod set for a corner; THENCE, North 63° 26' 06" West, for a distance of 89.44 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 45° 00' 00" West, for a distance of 49.50 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 38° 17' 25" East, for a distance of 121.04 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 00° 00' 00" West, for a distance of 70.00 feet along the top of said bluff to an iron rod set for a corner; _. THENCE, South 65° 13' 30" West, for a distance of 71.59 feet along the top of said bluff to an iron rod set for a corner; THENCE, North 70°'42' 36" West, for a distance of 105.95 feet along the top of said bluff to an iron rod set for a corner; THENCE, North 84° 48' 20" West, for a distance of 55.23 feet along the top of said bluff to an iron rod set for a corner; •THENCE, South 66° 48' 5" West,- for a distance of 76.16 feet along the top of said bluff to an iron rod set for a corner; THENCE, South 15° 31' 27" West, for a distance of 164.65 feet along the top of said bluff to an iron rod set for a corner; THENCE, North 88° 52' 20" West, leaving the top of said bluff for a distance of 626.72 BEGINNING; CONTAINING 24.7598 acres or 1,078.537.4156 sq. ft. of land. Page 13 of 14 EXHIBIT "E" 9 THENCE, South 49° 28'•09" East, departing said North line, for a distance of 628.03 feet to a point for corner in the Northwest line of said State Highway No. 121; THENCE, South 44° 12' 00" West; along said Northwest line, for a distance of 5696.01 feet to the -POINT OF BEGINNING; CONTAINING, 196.7690 Acres (8,571,259.25 Square Feet) of land. TRACT 2 ("CC" South Section in Tarrant County) BEING a tract of land situated in the J. Gibson Survey, Abstract No. 1715, Tarrant County, Texas; said tract also being part of those certain tracts conveyed to Trustee, E-Systems, Inc., Pool Trust, recorded in Volume 7723, Page .289 Deed Records Tarrant County, Texas, and being more particularly described as follows: BEGINNING, at a point in the centerline of Thweatt Road (undedicated road), said point being the intersection of said centerline with the West line of a tract conveyed to C. F. Pirkle; THENCE, North 88° 52' 30" West, along said centerline, 'for a distance of 722.90 feet to a point for corner; THENCE, North 04° 17' 50" East, departing said centerline and along the East line of tract owned by W. Ray Wallace, for a distance of 656.15 feet to a point for corner, said point being the Northeast corner of said Wallace tract; THENCE, North 87° 53' 54" West, along the North line of said Wallace tract, for a distance of 260.74 feet to a point for corner in the East line of a 60 foot wide roadway; THENCE, North 700 20' 25" East;- along said East line, for a distance of 251.98 feet to a point for corner; THENCE, North 36° 54' 37" East, continuing along said East line for a distance of 344.29 feet to a point for corner; THENCE, North 35° 42' 30" Fast, continuing along said East line, for a distance of 123.24 feet to a point for corner; THENCE, North 21° 12' 50" West, continuing along said East line, for a distance of 199.11 feet to•a point for corner; THENCE, North 64° 43' 10" East, continuing along said East line, for a distance of 567.52 feet to a point for corner; Page 2 of 5 EXHIBIT "F" PROPERTY DESCRIPTION COMBINED COMMERCIAL AND INDUSTRIAL PROPER WITHIN GRAPEVINE CITY LIMITS BEING a tract.of land situated in the J. Gibson Survey, Abstract No. 1715s Tarrant County, Texas, 'J. M. Baker Survey, Abstract No. 167, Tarrant County, Texas, the C. S. Dunnagan Survey, Abstract No.1655, the John E. Holland Survey, Abstract No. 6149 and the T. W. Cousy Survey, Abstract No. 817 in the City of Grapevine, Dallas County, Texas; said tract also being a part of those certain tracts conveyed to Trustee, E-Systems, Inc., Pool Trust, Recorded in Volume 83235, Page 5005, and Volum ' e 84014, Page 3575, Deed Records of Dallas County, Texas; and being more particularly described by metes and bounds in three tracts as follows*. TRACT 1 ("CC" and "LI" East of Wallace Tract) BEING a tract of land situated in the C. S. Dunnagan Survey, Abstract No. 1655, the John.E. Holland Survey$ Abstract No. 614, and the T. W. Cousy Survey, Abstract No..817 in the City of Grapevine, Dallas County, Texas; said tract also being a part of those certain tracts conveyed to Trustee, E- Systems, Inc., Pool Trust, recorded in Volume 83235, Page 5005, and Volume 84014, Page 3575, Deed Records of Dallas County, Texas; and being more particularly described as follows: BEGINNING, at a point on the Northwest line of State Highway No. 121 (100 foot right-of-way), said point being the intersection of said Northwest line with the West line of said Dunnagan Survey; THENCE, North 010 01' 47" East, along the West line of said Dunnagan Survey, for -a' distance of 1594.31 feet to a point for the beginning of a circular curve to the right; THENCE,, -departing said West line with said circular curve to the right having a beginning tangent bearing of North 600 591 08" East, a central angle of 5* 001 49", a radius of 800.00 feet, a tangent length 35.02 feet, and an arc length of 70.00 feet, to the end of said curve and to a point for the beginning of a circular curve to the right; THENCE, along said circular curve to the right having a beginning tangent bearing of North ll* 401 40" West, 6 central angle of 78* 13' 47", a radius of 1020.00 feet, a tangent length of 829.37 feet, and an arc length of 1392.68 feet to the end of said curve to the right; THENCE, North 66* 33' 07" East, for a distance of 77.01 feet to a point for corner; THENCE, North 140 50' 15" West, for a ' distance of 1834.51 feet to a point for corner in the North line of Dallas County; THENCE, South 88'0 34' 30" East, along said North line, for a distance of 385.00 feet to a point for corner; THENCE,* South 88* 341 28" East, continuing along said North line for a distance of 2824.56 feet to a point for corner; Page lof 5 EXHIBIT,"F" PROPERTY DESCRIPTION CC AND LI OUTSIDE OF GRAPEVINE CITY LIMITS .Being a part of the. B.B.B. and C.R.R. Company Survey, Abstract No. 145, Denton .County, Peter Harmonson Survey, Abstract No. 530, Denton County, and the H. Turner Survey, Abstract No.' 1248, Denton County,- and being part of those certain tracts conveyed to Trustee, E-Systems, Inc., Pool Trust, recorded in Volume 83235, Page 5005; Volume -84014, Page 3575, Deed Records, Dallas County, .Texas, County Clerks No. 3391, Deed Records, Denton County, Texas, and Volume 7723, Page 289, Deed Records,- Tarrant County, Texas, and being more particularly described by metes and bounds as follows: COMMENCING at a point in the present Northwest line of State Highway 121, a 100 foot right-of-way, point' also being the crossing of the said present Northwest line of State Highway 121 and the West line of the said Dunnagan Survey and the East line of the said Gibson .Survey, point also being S 44° 12' W, a distance of .583.81 feet from the point of intersection of the said present Northwest line of State Highway 121 and the present center line of Thweatt Road, a 50 foot right-of-way road, said point also being the most Easterly Southeast corner of said E-Systems tract; THENCE, N 440 12' 00" E, a distance of 5696.00 feet along said present Northwest line of State Highway 121 to a point for corner; THENCE, N 49° 28' 09" W, a distance of 628.03 feet to the POINT OF BEGINNING; THENCE, N 880 34' 28" W, a distance of 2824.56 feet to i point in the present center of the channel of Denton Creek; THENCE, Northeast along the center of the channel of Denton Creek the following: N 19° 35' 25" E,a distance of 645.01 feet; N 12°.26' 48" E, a distance of 491.12 feet; N 14° 25' 30" E, a distance of 220.00 feet; N,41° 35' 30" E. a distance of 685.00 feet; N 240 05' 30" E,.a distance of 698.00 feet; N 13° 15'. 30" E, a distance of 160.00 feet; N Ol* 05"30" E,•a distance of 240.00 feet; N 26° 20" 30" E, a distance of -427.00 feet; N 73° 25' .30" E. a distance of 312.00 feet; S 65* 14' 30" E, a distance of 152.00 feet; S 41° 29' 30" E, a distance of 125.00 feet; S 09° 44' 30" E, a distance of 147.00 feet; S 32° 20' 30"-W, a distance of 203.00 feet; S 02° 30' 30" W, a distance of 259.70 feet; S 47° 29' 30",E, a distance of 285.00 feet; S 81° 59' 30" E, a distance of 223.00 feet; -S 44° 54' 30" E, a distance of 125.00 feet; S 10' 25' 30" W, a distance of 103.00 feet; S 560 35' 30" W, a distance of 280.00 feet; S 26° 10' 30" W. a•distance of -154.00 feet; S 52° 44' 30" E, a distance of 245.00 feet; S 86° 39' 30" E, a distance of 366.00 feet; Page 4 of 5 EXHIBIT "F" .1 . THENCE, South 250 16'-50" East, departing said East line, for a distance of 3.17 feet to a point for corner, said point being Northwest corner of said C. F. Pirkle tract; -THENCE, South 00* 531 27" West, along the West line of said Pirkle tract, for distance of 1563.49 feet to the POINT OF BEGINNING; CONTAINING, 20.8355 Acres (907,594.22 Square Feet) of land. TRACT 3.("CC" North Section in Tarrant County) BEING a tract of land situated in the J. Gibson Survey, Abstract No. 1715, and the J. M.. Baker Survey, Abstract No. 167, Tarrant County, -Texas; said tract being part of that certain tract conveyed to Trustee, E-Systems, Inc., Pool Trust, recorded'in Volume 7723, Page 289, Deed Records Tarrant County, Texas; and being more particularly described as follows: COMENCING, at a point in the centerline of Thweatt Road (undedicated roadway), said point also being the most Westerly intersection of said centerline with the West line of a tract owned by C. F. Pirkle as recorded in the Deed Records of Tarrant County, Texas; THENCE,. North 00* 531 27" East, along said Pirkle West line for distance of 1563.49 feet; -THENCE, North 25* 16' 50" West, for a distance of 3.17 feet to a pointonthe East line of a 60 foot wide roadway; HENCE, 64* 43' 10" East, along said East line, for a distance of 545.99 feet;- THENCE, North 42.* 21' 50" West, continuing along said East line for a distance of 125.82 feet to a point on the centerline of Denton Creek; THENCE, South 69* 02' 56" West, along said centerline, for a distance of 64.45 to POINT OF'BEGINNING; THENCE, South 42* 21' 50" East, departing said centerline and along the West line of said 60 foot wide roadway, for a distance of 68.14 feet to a point for corner; THENCE, South 640 43' 10" West, continuing along said West line for a distance of 835.87 feet to a point for corner; -THENCE, North 01* 37' 23" East; departing said West line, for a distance of 541.89 feet to a point for corner on the centerline of said Denton Creek; THENCE, South 75* 36' 04" East, along said centerline, for.a distance of 646.13 feet to a point for corner; THENCE, North 69* 02' 56" East, continuing along said centerline, for a distance of 73.58 feet to the POINT OF BEGINNING; . CONTAINING, 4.6512 Acres (202,608-01 Square Feet) of land. Page 3 of 5 EXHIBIT "F" EXHIBIT "D" TO ORDINANCE NO. 85-60 October 1, 1985 City Council of Grapevine, Texas 413 Main Street Grapevine, Texas 76051 Re: That certain real property located .in the City of Grapevine, Dallas, Denton and Tarrant Counties, Texas, consisting of approximately 518 acres and being more particularly described on Exhibit "A" attached hereto and made a part hereof for all purposes (the "Property"). Honorable Mayor and Members of the Grapevine -City Council: In connection with.its proposed ownership and development of the ,above- captioned Property, 519 GRAPEVINE JOINT VENTURE, a Texas joint venture (the "Owner") and THE CITY OF GRAPEVINE, TEXAS (the "City") each desire to enter into this Letter Agreement regarding certain aspects relating to the Property and the proposed development thereof for multi -use purposes. The Owner and the City hereby agree as follows: 1. Within six (6) months after the execution of this Letter Agreement, the Owner and City shall execute the following documents: (i) Quitclaim Deed and Agreement covering a proposed park site to be dedicated to the City and containing certain agreements for the City to maintain the park and the swale adjacent to the park, and (ii) a second Quitclaim Deed and Agreement relating to the dedication by Owner to the City of a certain site for use by the City as a fire station with construction of the fire station to begin within ten (10) years from the date of the execution of the deed. 2. The Owner agrees to file for record deed restrictions limiting the maximum number of multiple family dwelling units in the residential areas, designating the buildable areas for residential development and prohibiting buildings on hillsides and in the flood plain as generally shown on the site plan, providing acoustical requirements for multiple family structures, allowing public access to the hillsides and flood plain for jogging and hiking and prohibiting multiple family uses in the industrial and, commercial areas including that portion of the property not currently within the city limits of the City of Grapevine. 0 S 02* 32' 401, E, a distance of 677.70 feet$ S 140 571 47" E. a distance of 232.33 feet; S 400 141,33" E, a distance of 202.77 feet; S 50* 32' 0911 E, a distance of 88.16 feet to a point for corner; THENCE, South O1® 251 30" West, a distance of 664.10 feet to the POINT -OF BEGINNING; CONTAINING, CONTA INING, 127.45 Acres of land. Page 5 of 5 EXHIBIT "F" described in this paragraph shall be paid by Owner to the District immediately following the issuance by the City of the first Certificate of Occupancy as may be required or requested by Owner in connection with its residential development of that portion of the Property described more particularly on Exhibit "B" attached hereto and made a part hereof for- all purposes. The $500,000.00 paid to the District pursuant to this paragraph shall be used for constructing or operating the schools that serve the Property. 6. This Letter Agrbement -shall be binding upon the City, its successors and assigns and Owner, its successors and assigns to the Property, and shall be construed in accordance with the laws of the State of Texas. 7. Owner and City agree that the obligations of the Owner are in -recognition by the Owner of the impact that the development of the Property has on the City and its park system. and the impact of the development on the Grapevine- Colleyville Independent School District. Owner and City recognize and agree that said agreement is legal, binding and enforceable in the county of this state where the Property is located by suit.1f r specific performance and all other lawful remedi S'. Executed this day of 1985 by Owner. 519 GRAPEVINE JOINT VENTURE, a Texas joint venture ACCEPTED AND AGREED TO this I zf, day of (V_V� , 1985 CITY OF GRAPEVINE ERAS Name: TO CUstrs Title: By: TERRA INTERNATIONAL, INC., a Texas corporation and its Manag ng Vent4r----' 7 By 1. P ahi-V Spat resident -3- ATTEST: City Secretry, 3. The owner further agrees to cause the construction of a monument (the "Monument") on the Property identifying the northern entrance of the City of Grapevine along State Highway 121 in conjunction with Owner's development of that portion of the Property adjoining the proposed location of the Monument. Owner shall propose certain plans and• specifications relating to its pro -posed construction of such Monument for review by the City of Grapevine prior to initiating construction thereon. Notwithstanding the foregoing, Owner shall in no way be liable for an amount in excess of TEN THOUSAND AND N01100 DOLLARS ($10,000.00) in connection with its obligation to construct such Monument. 4. Owner agrees to pay the City FIVE HUNDRED THOUSAND AND N01100 DOLLARS ($500.,000.00) for use by the City in its initial development of the park site described in the Quitclaim Deed and Agreement referenced in paragraph 1(i) above. It is expressly agreed that this sum shall be paid by Owner to the City immediately after the issuance of any building permit required by Owner in connection with the development of the Property. The $500,000.00 will be kept in an interest-bearing account until it is used for park improvements and all interest from the amount will be used for park improvements. The funds may only be used to construct improvements that are mutually acceptable to the City and owner. The park improvements will be. completed within two (2) years after the money is given. S. The Owner further agrees to provide a school site which is mutually acceptable to the Owner and the Grapevine Independent School District (the "District") within one (1) year from the date of the execution of this Letter .Agreement. If a mutually agreeable school site is found within one (1) year from the date of the execution of this Letter Agreement, Owner shall retain a right of first refusal to repurchase the school site for.$500,000.00 if the District does not' construct a school on that site within five (5) years from the date of the issuance by the City of the first Certificate of occupancy as may be required or requested by Owner in connection with its residential development of that portion of the Property described more particularly on Exhibit "B" attached hereto and made a part hereof for all purposes, or ceases to use the school site for the location of a school. In the alternative, if Owner and the District do not agree on a school site within one (1) year from the date of the execution of this Letter Agreement, Owner will pay A sum of FIVE HUNDRED THOUSAND AND N01100 DOLLARS ($500,000-00) to the District for use by such District in constructing or operating new or existing school or schools. The sum PROPERTY DESCRIPTION OVERALL TRACT BEING a part of the J. M. Baker Survey, Abstract No. 1691, Dallas County, J. M. Baker Survey, Abstract No. 167, Tarrant County, B.B.B. and C.R.R. Company Survey, Abstract No. 145, Denton County, T. W. Cousy Survey, Abstract No. 317, Dallas County, C. S. Dunnagan Survey, Abstract No. 1655, Dallas County, J. Gibson Survey, Abstract No. 1715, Dallas County, J. Gibson Survey, Abstract No. 587, Tarrent.County, Peter Harmonson Survey, Abstract No. 530, Denton County, John Holland Survey, Abstract No. 614, Dallas County, Jesse Moore Survey, Abstract No. 968, Dallas County, Ii. Suggs Survey, Abstract No. 1415, Tarrant County, and the H. Turner. Survey, Abstract No. 1248 Denton County, and being all of those certain tracts conveyed to Trustee, E-Systems, Inc., Pool Trust, recorded in Volume 83235, Page 5005, and Volume 84014, Page 3575, Deed Records, Dallas County, .Texas; County Clerks No. 3391, Deed Records, Denton County, Texas, and Volume 7723, 'Page 289; Deed Records, Tarrant County, Texas, and being more particularly described by metes and bounds as follows: BEGINNING at a railroad spike driven in the present center line of Thweatt Road, a 40 foot wide undedicated County road, point being in the Southline of said Tract as described in said E-Systems deed, point being N 18° 36' E 209.62 feet, N 30° 32' E 1578.12 feet, 'N 37° 23' E 247.41 feet, N 51° 42' E 247.43 feet, N 58° 41' E 241.74 feet,.N 68° 31' E 258.23 feet, and.N 76° 36' E 188.31 feet from the most southerly southeast corner of said E-Systems tract; THENCE, Southwesterly along the said present center line of Thweatt Road, and along the common line between E-Systems Tract 1 and the H.W. Klein 131.342 acre tract described in deed recorded in the Tarrant County Deed Records the following: S 760 36' 00" W, corner; S 68° 31' 00" W, corner; S 580 41' 00" W, corner; S 510 42' 00" W, corner; S 370 23' 00" W, corner; S 300 32' 00" W, corner; a distance of 188.31 feet to an iron rod found for a distance of 258.23 feet to an iron rod found for a distance of.241.74 feet to an iron rod found for a distance of 247.43 feet to an iron rod found for a distance of 247.41 feet to an iron rod found for a distance of 1578.12 feet to an iron rod found for S 180 36' 00" W, a distance of 209.62 feet to an iron rod found for corner at the said most southerly southeast corner of said E-Systems tract; THENCE, N 870 20' 01" W, a distance of 371.84 feet along an existing fence line to a fence corner post for corner; THENCE, N 010 38' 35" W, a distance of 423.88 feet along an existing fence line to a fence post for corner in the west line of said Suggs Survey; EXHIBIT It if. Page 1 of 5 �, STATE OF TEXAS § a- + COUNTY OFIUU� This instrument was acknowledged before me on 1985, by M. PAUL SPAIN as President of TERRA INTERNATIONAL, INC., a Texas corporation as -Managing Venturer on behalf of 519 GRAPEVINE JOINT VENTURE, a Texas joint venture. Notary the State of Texas Typed or Printed IMme of Notary My Commission Expires: (SEAL) STATE OF TEXAS § COUNTY OF TARRANT § This instru t was acknowledged before m " 0 1985, by i���M'T 'Iw-t"�� ,- of CITY OF GRAPEVINE/ TEXAS . a Texas municipality,. on behalf of said municipality. My commission Expires: (SEAL) Notary ublic in and for the State of Texas N 260 20' 30" E, a distance of 427.00 feet; N 730 25' 30" E, a distance of 312.00 feet; S 650 14' 30" E, a distance of 152.00 feet; S .41° 29' 30" E, a distance of 125.00 feet; S 09° 44' 30" E, a distance of 147.00 feet; S 32° 20' 30" W, a distance of 203.00 feet; S 020 30' 30" W, a distance of 259.70 feet; S 47° 29' 30" E, a distance of 285.00 feet; S 81° 59' 30" E, a distance of 223.00 feet; S 44° 54' 30" E, a distance of 125.00 feet; S 100 25' 30" W, a distance of 103.00 feet; S 56° 35' 30" W; a distance of 280.00 feet; S 260.10' 30" W, a distance of 154.00 feet; S 52° 44' 30" E, a distance of 245.00 feet; S 86° 39' 30" E, a distance of 366.00 feet; S 020 32' 40" E, a distance of 677.70 feet; S 14° 57' 47" E, a distance of 232.33 feet; S 40° 14' 33" E, a distance of 221.06 feet; S 59° 32' 09" E, a distance of 88.16 feet to a point for corner; THENCE, S 01° 25' 30" 140 a distance of 664.10 feet to an iron rod found for corner in the south line of said B.B.B. and C.R.R. Company Survey and Dallas and Denton County common line; THUCE, S 49" 28' 09" E, a distance of 628.03 feet to an iron rod for corner in the said present Northwest line of State Highway 121; TI11:NCE, S 440 12' 00" ,W, it distance of 5696.01 feet along the said present Northvicst line of State Highway 121 to a point for corner, point also being the crossing 'of the west line of said Dunnagan Survey and the East line of said Gibson Survey, point also being S 44` 12' 00" W, a distance of 583.81 feet. from the point of intersection of the said present Northwest line of State Highway 121 and the present center line of Thweatt Road, a 50 foot right-of-way road, point. also being the most easterly southeast corner of said E-Systems tract; THENCE, N 01° 01' 47" E, a distance of 1880.78 feet along an existing fence line to a 5/8 -inch iron rod at a fence corner post for corner, Tlli?NCF, N 88° 52' 20" W, a distance of 1815.53 feet: along an existing fence to an iron pipe found for corner; THENCE, S 00° 53' 27" W, a distance of 1563.49 feet passing along a meandering fenc.0 to an iron rod found for corner in the present center line of ThweatL Rood, nn undedi.caLed 40 foot wide county road at this point; °THENCE, N 880 52' 30" W, a distance of 722.90 feet along the said present center line of Thweatt.Road to a railroad spike driven for corner; THENCE, N 880 52' 30" 14, a distance of 102.67 feet continuing along present center line of Thweatt Road; THENCE, S 89° 54' 00" W, a distance of 505.55 feet continuing along present center line of Thweatt Road to a point for corner; EXHIBIT "" Page 3 of 5 THENCE, N 040 52' 37" E, a distance of 730.00 feet along the west line of said Suggs Survey to a fence corner post for corner at the Northwest corner of said Suggs Survey and the southwest corner of said Gibson Survey; THENCE, S 85* 47' 23" E, a distance of 694.00 feet along the south line of said Gibson Survey to a concrete monument for corner; THENCE, N 030 57' 3711 E, a distance of 990.65 feet to a point for corner in the center of Denton Creek; THENCE, Northeast along the present center line of Denton Creek Channel the following: N 20' 47' 05" E, a distance of 654.81 feet; N 301 58' 00" E, a distance of 788.00 feet; N 07* 14' 40" E, a distance of 528.3'2 feet passing from the Gibson to the Balker Survey; N 42' 32' 56" l", a distance of 851.80 feet; N 700 43' 54" E, a distance of 375.20 feet; S 89* 39' 04" E, a distance of 432.10 feet; S 250 46' 04" E, a distance of 514.30 feet; S 75' 36' 04" r, a distance of 796.70 feet; N 69" 02' 56" E, a distance of 73.58 feet to the Northwest corner of a 60 foot wide road; N 690 02' 56" E, a distance of 64.45 feet to the Northeast corner of a 60 foot wide road; N 690 02' 56" E, a distance of 67.97 feet; N 47' 30' 54" E, a distance of 669.11 feet; M 13' 20' 56" E, a distance of 449.00 feet; N 640 37' 56" E, a distance of 374.80 feet; N 48' 59' 56" E, a distance of 727.80 feet passing from the Balker to the Dunnagan Sui-vey; N 14' 37' 49" E, a distance of 236.94 feet; N 78' 06' 00" E, aj distance of 41.12 feet to the cast. linv of sari: DunnOgan Survey alld the west line of said Cousy Survey, a witne-z-: iron rod found at N 010 05' 23" E, as distance of 100 feet; THENCE, N 01- 06' 23" E, a distance of 537.50 feet along the west line of said Cousy Survey to an iron rod for corner in the Dallas and Denton (ountj4--.:i common line at the northwest corner of said Cousy Survey THENCE, S 880 34' 30" E, a distance of 385.00 feet along the North ]in(. said Causy Survey to the present center of the channel of Denton Creek; THFINCE, northeast and colitinuing along the center of the channel of Dent'.1i Creek the following: N 190 35' 25" E, a distance of 645.01 feet; N 12- 26' 48" E, a distance of 491.12 feet; N 14' 25' 30" F, a distance of 220.00 feet; N W 35' 30" E, a distance of 685.00 feet; N 24005' 30" E, a distance of 698.00 feet; N 13' 15' 30" E, a distance of 160.00 feet; N,01' 05' 30" E, a distance of 240-00 feet; EXHIBIT 11 A YY Page 2 of 5 f - THENCE, S 760 36' 00" 14, a distance of 24.74 feet continuing along the present center line of Thweatt Rood to the POINT OF BEGINNING; CONTAINING, 531.86 acres of land. SAVE AND EXCEPT the Wallace Tract, and being more particularly described as follows: BEGINNING at a railroad spike driven in the present cener line of Thweatt Road, a 40 foot wide undedicated County road, point being the South line of said Tract as described�in said E-Systems deed, point being N 18° 36' E, a distance of 209.62 feet, -N 30° 32' E, a distance of 1578.12 feet, N 37° 23' E, a distance of,247.41 feet, N 51° 42' E, a distance of 247.43 feet, N 58° 41' E, a distance of 241.74 feet, N 68° 31' E, a distance of 258.23 feet, and N 760 36' E, a distance of 188.31 feet from the most southerly Southeast corner of said E-Systems tract; THENCE, S 000 51' OU" 1;, a distance of 742.73 feet to an iron rod found for corner; THENCE, N 870 57' 10" W, a distance of 420.07 feet along an existing fence line to an iron rod found for corner at a fence corner post; THENCE, Northerly along the west. line of a 60 foot wide road the following: S 700 20' 25" 1%', a distance of 225.32 feet to an iron rod found for corner; S 360 54' 37" W, a distance of 325.65 feet to an iron rod found for corner; S 350 42' 30" W, a distance of. 90.22 feet to an iron rod found for corner; S 21° 12' 50" L•;, a distance of 222.50 feet to an iron rod found for corner; S 640 4:3' 10" t,, a distance of. 1088.19 feet to an iron rod found for corner; THENCE, S 420 21' 50" E, a distance ,of 68.14 feet to the Northwest corae3- of said 60 foot wide road; TI EM.A', N 69) 02' 56" 1:, a distance of 64.45 feet: to the Northeast cornWT of a 0 oof t wide road, and present centerline of Denton Creek; THENCE, Southwest along the Southeast line of said 60 foot wide road the following: S 42° 21' 50" E, a distance of 125.81 feet to an iron rod found for corner; S 64° 43' 10" h', a distance of 1113.51 feet to an iron rod found for corner; 1 � � Page 4 of 5 � ��� 1wq0- — toLw , 1#44. S 21* 12' 50" E, a distance of 199.11 feet to an iron rod found for corner; S 350 421 30" W, a distance of 123.24 feet to an iron rod found for corner; S 36" 541 37" W, a distance of 344.29 feet to an iron rod found for corner; S 700 201 25" W, a distance of 251.98 feet to an iron rod found- f . or corner; THENCE, S 870 53' 54" E, a 'distance of 260.74 feet along an existing fence line to an iron rod found at a fence corner post for corner; THENCE, S 040 171 1 50" 14, a distance of 656.15 feet along an existing -fence line to a railroad spike driven for corner at the present centerline of ThweatL Road; TUENCE, N 880 52' 30" 14, a distance of 102.67 feet continuing along the present center line of Thweatt Road; T11F.HICE, S 890 54' 00" 14, a distance of 505.55 feet continuing along thL. present centerline of Thweatt Road to a point for corner; THENCE, S 76° 36' 00" W, a distance of 24.74 feet continuing along present centerline of Thweatt Raod to the POINT OF BF,CINNING; CONTAINING, 13.52 acres of land. The net acreage of the 51111jOCt tract less the Wallace Tract is 518.34 acres. W � 11M 111,191M Page 5 of 5 South 89° 39' 0411 East, for a distance of 432.10 feet; South.25° 46' 04" East, for a distance of 514.30 feet; South 75° 36' 04" East, for a distance of 150.57 feet to a point for a corner; THENCE, South 01° 37 23" West, for a distnace of 541.89 feet to a point for a corner; THENCE, South 64° 43' 10" West, continuing along said West line, for a distance of 252.32 feet to a point for corner; THENCE, South 21° 12' 50" East,. continuing along said West line for a distance of 222.59 feet to a point for corner; THENCE, South 35° 42' 30" West, continuing along said West line for a distance of 90.22 feet to a point for corner; THENCE, South 36° 54' 37" West,. continuing along said West line for a distance of 325.65 feet to a point for corner; THENCE, South 70° 20' 25" West, continuing along said West line for a distance of 225.32 feet to a point for corner; THENCE, North 87° 57' 10" West, departing said West line, for a distance of 420.07 feet to a point for corner; THENCE, South 00° 51' 00" East, for a distance of 742.73 feet to a point for corner in the centerline of said Thweatt Road; THENCE, South 76° 36' 00" West; along said centerline, for a distance of 188.31 to a point for corner; THENCE, South 68° 31' 00" West, continuing along said centerline, for a distance of 258.23 feet to a point for corner; THENCE, South 58° 41' 00" West, continuing along said centerline, for a distance of 241.74 feet to a point for corner; THENCE, South 51° 42' 00" West,- continuing along said centerline, for a distance of 247.43 feet to a point for corner; THENCE, South 37° 23' 00" West; continuing along said centerline, for a distance of 247.41 feet to a point for corner; THENCE, South 30° 32' 00" West, continuing along said centerline, for a distance -of 1578.12 feet to a point for corner; THENCE, South 18° 36' 00" West, continuing along said centerline, for a distance of 209.62 feet to the POINT OF BEGINNING; CONTAINING, 116.3401 Acres (5,067,774.48•Square Feet) of land. Page 2 of 4 EXHIBIT "B" BEING part of the J. M. Baker Survey, Abstract. No. 1691, Dallas County, J. M. Baker Survey, Abstract No. .167, Tarrant County, T. W. Lousy Survey, Abstract No. 317, Dallas County, C. - S. Dunnagan Survey, Abstract No. 1655, Dallas hn Holland Survey, Abstract o. 614, Dallas County, Gibson County, Jo Survey, Abstract No. 587 Tarrant County and the H. Suggs Survey, Abstract No. 1415 Tarrant County "and a part of all of those certain tracts conveyed to Trustee, E-Systems, Inc., Pool Trust, recorded in Volume 83235, Page 5005, and Volume 84014, Page 3575, Deed Records, Dallas County, Texas, County Clerk's No. 3391, Deed Records, Denton County, Texas, and Volume 7723, Page 289, Deed Records, Tarrant County, Texas, and being more particularly described by metes and bounds in two tracts as follows. TRACT 1 BEING a tract of land situated in the J. M. Baker Survey, Abstract No. 167, the J. Gibson Survey Abstract No. 587, and the H. Suggs Survey, Abstract No. 1415, Tarrant County, Texas; and also being part of that certain tract conveyed to.Trustee, -E-Systems, Inc., Pool Trust, as recorded in Volume 7723, Page 289, Deed Records Tarrant County, Texas; and being more particularly described as follows® BEGINNING, at a point in the centerline of Thweatt Road (undedicated right- of-way), said point being the most Southerly Southeast corner of the previously described E-Systems tract; THENCE, North 87° 20' OV West, departing said centerline, for a distance of 371.84 feet to a point for corner; THENCE, North 010 38' 35" West, for a distance of 423.88 feet to a point for corner; THENCE, North 040 52' 37" East, for a distance of 730.00 feet to a point for a corner; THENCE, South 85° 47' 23" East, for a distance of 694.00 feet to a point for corner; THENCE, -North 030 57' 37" East, for a distance of 990.65 feet to a point for corner in the centerline of Denton Creek, and continuing along the meanders of said creek as follows: North 200 47' 05" East, for a distance of 654.81 feet; North 30° 58' 00" East, for a distance of 788.00 feet; North 070 14' 40" East, for a distance of 528.32 feet; North 420 32' 56" East, for a distance of 851.80 feet; North 700 43' 54" East, for a distance of 375.20 feet; Page 1 of EXHIBIT "B" . 3j 4 11 THENCE, North 14° 37' 49" East, along the centerline of Denton Creek, a distance of 236.94 feet to a point for corner; THENCE, .-North 78° 06' 00" East, a distance of 41.12 feet to a point for corner on the East line of the said Dunnagan Survey, same being the West line of the said Cousy Survey; THENCE, North 01° 06' 23" East, along the common line of said Dunnagan Survey and said Cousy Survey,' a distance of 537.50 feet to a point for corner on the Dallas and Denton Counties common line, said point also being the Northwest corner of the Cousy Survey; THENCE, South 14° 50' 15" East, a distance of 1834.51 feet to a point for corner; THENCE, South 66° 33' 07" West, a distance of 77.01 feet to the beginning of a curve to the left; THENCE, along said circular curve to the left having a beginning tangent bearing of South 66° 36':07" West, a central angle of 78° 13' 47"., a radius of 1020.00 feet, a tangent length of 829.37 feet, and an arc length of 1392.68 feet to the end of said circular.curve to the left and the beginning of a second circular curve to the left; THENCE, along said circular curve to the left having a beginning tangent bearing of South 65° 59' 57" West, -a central angle of 5° 00' 49",-a radius of 800.00 feet,- a tangent length of 35.02 feet, and an arc length of 70.00 feet to the POINT OF BEGINNING; CONTAINING, 56.9415 Acres (2,480,373.80 Square Feet) of land. Page 4 of 4 EXHIBIT "B" r - TRACT 2 BEING part of the J. M. Baker Survey, Abstract No. 1691, Dallas County, J. M. Baker Survey, Abstract No. 167, Tarrant County, T. W. Cousy Survey, Abstract No. 317, Dallas County, C. S. Dunnagan Survey, Abstract No. 1655, Dallas County, John Holland Survey; Abstract No. 614, Dallas County, and a part of all of those certain tracts conveyed to Trustee, E-Systems, Inc., Pool Trust, recorded in Volume 83235, Page 5005, and Volume 84014, Page 3575, Deed Records, Dallas County; Texas, County Clerk's No. 3391, Deed Records, Denton County, Texas, and Volume 7723, Page 289, Deed Records, Tarrant County, Texas, and being more particularly described as follows: COWIENCING, at a point on the northwest line of State Highway 121 (100 foot right-of-way), point also being the crossing .of the Northwest line of State Highway 121 with the West line of said Dunnagan Survey and the East line of said Gibson Survey; point also being South 44 12' 00" West, a distance of 583.81 feet from the point of intersection of said Northwest line of State Highway 121 with the centerline of Thweatt Road (50 feet right-of-way); THENCE, North Ol° 01' 47" East, along the West line of the said' Dunnagin Survey, same being the -East line of the said Gibson Survey, a distance of 1594.31 feet to the POINT OF BEGINNING; THENCE, North 010 01' 47" East, continuing along said Dunnagan Survey and Gibson Survey common line a distance of 286.46 feet to a point at the Northeast corner of the said Gibson Survey and the Southeast corner of the said Baker Survey; THENCE, North 880 52' 20" West, along the common line of the Baker Survey and the Gibson Survey, a distance of 1815.53 feet to a point for corner; THENCE, North 250 16' 50" West, a distance -of 3.17 feet to a point for corner on the Southeast line of a 60 foot wide road; THENCE, North 640 43' 10" East, along said Southeast line, a distance of 545.99 feet to a point for corner; THENCE, North 42° 21' 33" West, along the Northeast line of said 60 foot wide road, a distance of 125.82 feet to a point for corner on the centerline of Denton Creek; THENCE, North 69° 02' 56" East, along said Denton Creek centerline, a distance of 67.97 feet to a point for corner; THENCE, North 47" 30' 54" East, along the centerline of Denton Creek, a distance of 669.11 feet to a point for corner; THENCE, North 13° 20' 56" East, along the centerline of Denton Creek, a distance of 449.00 feet to a point for corner; THENCE, North 64° 37' 56" East, along the centerline of Denton Creek, a distance of 374.80 feet to a point for corner; THENCE, ,North 48`59' 56" East, along the centerline of Denton Creek, a distance of 727.80 feet to a point for corner; Page 3 of 4 EXHIBIT "B" �` 4 T� �e- -Deed Ft--st:�--4 cti©ns— and—ate - Letter --A eEsnent have been - proferred by the owner, 519 Grapevine Joint Venture, and duly accepted by the City for filing, which Deed Restrictions and Letter Agreement address donation of a park site and funds for park improvements, donation of a site for location of a fire station, donation of a school site or funds for school improvements, and the maximum number of and location of residential units, amongst other matters. Section 3. The City Manager is hereby directed to correct the official zoning map of the City of. Grapevine, Texas, to reflect the herein change in zoning. Section 4. That in all other respects the use of the tract or tracts of land herein above described shall be subject to all the applicable regulations contained in said City of Grapevine zoning ordinance and all other applicable and pertinent ordinances of the City of Grapevine, Texas. Section 5. That the zoning regulations and districts as herein established have been made in accordance with the comprehensive plan for the purpose of promoting health, safety, gals and the general welfare of the ccomunity. They have been designed with respect to both present conditions and the conditions reasonably anticipated to exist in the foreseeable future, to lessen congestion in the streets; to secure safety from fire, panic, flood and other dangers; provide adequate light and air; to prevent overcrowding of land, to avoid undue concentration. of population; facilitate the adequate provisions of transportation, water, sewerage, drainage and surface water, parks and other public requirements, and to make adequate provisions for the normal business, cone ercial needs and developrient of the community. They have been made with reasonable consideration, among other things, of the character of the district, and its peculiar suitability for the particular uses and with a view of conserving the value of buildings and encouraging the most appropriate use of land throughout the community. Section 6. This ordinance shall be cumulative of all other ordinances of the City of Grapevine, Texas, affecting zoning and shall not repeal any of the provisions of said ordinances except in those instances where provisions of those ordinances which are in direct conflict with the provisions of this ordinance. Section 7. That the terms and provisions of this ordinance shall be deemed to be severable and that if the validity of the zoning affecting any portion of the tract or tracts of land described herein shall be declared to be invalid, the same shall not affect the validity of the zoning of the balance of the tract or tracts of land described herein. Section 8. That any person or corporation who shall violate any of the provisions of this ordinance or fail to comply therewith, or with any of the requirements thereof, or who shall build or alter any building or use in violation_ of any detailed statement or plan submitted and approved hereunder, shall be guilty of a misdemeanor and shall be liable to a fine of not more than one thousand dollars ($1,000.00), and each day such violation shall be permitted to exist shall constitute a separate offense. The owner or owners of any building or premises, or part thereof, where anything in violation of this ordinance shall be placed or shall exist, and any architect, builder, contractor, agent, person, or corporation employed in connection therewith, and who may have assisted in the commission of any such violation, shall be guilty of a separate offense and upon conviction shall, be fined as herein provided. The City of Grapevine, likewise, shall have the power to enforce the provisions of this ordinance through civil court action as provided by state law. Section 9. The fact that the''present zoning ordinance and regulations of the City of Grapevine, Texas are inadequate to properly safeguard the health, safety, morals, peace, and general welfare of the inhabitants of the City of Grapevine, Texas, creates an emergency for the immediate preservation of the public business, property, health, safety and general welfare of the public which requires that this ordinance shall become effective from and after the date of its final passage, and it is accordingly so ordained. on 11 :-B.- AM APPROVED --&y _TjjE-C-ITY- CMC-IL-OF THE -CITY OF -GPAPEVINE I TEXAS on first reading this 24th day of September, 1985. PASSED AM APPROVED BY THE CITY COUNCIL OF THE CITY OF GRAPEVINE, TE)(AS on second reading this 1st day of October , 1985. ATTEST: ]���O_ A I A A ,City Secretary City Attorney APPROVED: Mayot A, CITY OF GRAPEVINE, TEXAS LVOL80 ix[ 356 ORDINANCE NO. 86-24 AN ORDINANCE OF THE CITY OF GRAPEVINE, TEXAS, EX- PANDING THE EXTRATERRITORIAL JURISDICTION OF THE CITY OF GRAPEVINE, TEXAS; PROVIDING A SEVERABILITY CLAUSE; DECLARING AN EMERGENCY AND PROVIDING AN EFFECTIVE DATE 1000 :30105 7 3 04/01/ 86 WHEREAS, in accordance with the provisions of the Municipal Annexation Act, Section 3A of Article 970x, as amended, Vernon's Annotated Texas Civil Statutes, ("V.A.T.C.S."), the City Council has determined that the extra- territorial jurisdiction of the City of Grapevine, Texas, (the "City"), a city having a population of five thousand (5,000) or more inhabitants, but less than twenty-five thousand (25,000) inhabitants, consists of all the contiguous unincorporated area, not a part of any other city, within one (1) mile of the corporate limits of the City; and WHEREAS, a request has been made by the sole property owners of certain territory that the City expand its extraterritorial jurisdiction to include that certain territory described by metes and bounds in the Request For Expansion of Extraterritorial Jurisdiction attached hereto as Exhibit "A" and incorporated herein for all purposes, (the "Territory"); and WHEREAS, the Territory was previously within the extraterritorial jurisdiction, as that term is defined in Article 970a, V.A.T.C.S., of the Town of Flower Mound, Texas, but that by adoption of Ordinance No. 14-86 on the 10th day of February 1986, the Town Council of the Town of Flower Mound, Texas, agreed to reduce the extraterritorial jurisdiction of the Town of Flower Mound, Texas, in favor of the City of Grapevine, Texas, to the extent of the Territory; and WHEREAS, the City of Coppell, Texas, relinquished all its right to extraterritorial jurisdiction in favor of the City of Grapevine, Texas, to property located west of the ^enterline of State highway 121, which area includes the Territory, as eviaenced by Ordinance No. 75-43 of the City of Grapevine passed on October 28, 1975 and Ordinance No. 156 of the City of Coppell passed on October 14, 1975, a copy of which is attached to Ordinance No. 75-43, and WHEREAS, no part of the Territory is now within the corporate limits or the extraterritorial jurisdiction, as that term is defined in Article 970x, V.A.T.C.S., of any incorporated city, town or village and all of the Territory may be properly included within the extraterritorial jurisdiction of the City; and WHEREAS, the City Council desires to expand the City's extraterritorial jurisdiction over the Territory as requested by the property owners, and finds that the expansion of the extraterritorial jurisdiction of the City will result in providing more orderly development and use of the Territory, and will promote and protect the general health, safety and welfare of the public as well as the persons residing in the Territory; and WHEREAS, the meeting of the City Council at which this Ordinance is being considered is a meeting open to the public and notice of said meeting, giving the date, place and subject thereof, was posted as prescribed by Article 6252-17, V.A.T.C.S., as amended. NOW, THEREFORE, BE IT ORDAINED BY Tl',:`u CITY COUNCIL OF TI -IE CITY OF GRAPEVINE, TEXAS: Section 1. That the findings and declarations contained in the preamble of this Ordinance are hereby repeated and incorporated herein as part of this Ordinance as if copied in their entirety. Section 2. That the City Council hereby grants the request made in Exhibit "A" to expand the extraterritorial jurisdiction of the City to include the Territory. Section 3. That the extraterritorial jurisdiction of the City is hereby expanded to include the Territory described in Exhibit "A" within the existing extraterritorial jurisdiction of the City. Section 4. That the City Manager is authorized and directed to file a certified copy of this Ordinance with the County Clerks of Denton County, Texas, and Tarrant County, Texas, for recording, and take all other necessary and appropriate action. Section 5. If any section, article, paragraph, sentence, clause, phrase or word in this Ordinance or application thereto any person or circumstance is held invalid or unconstitutional by a Court of competent jurisdiction such holding shall not affect the validity of the remaining portions of this Ordinance; and the City Council hereby declares it would have passed such remaining portions of this Ordinance despite such invalidity, which remaining portions shall remain in full force and effect. Section 6. The fact that it is in the best interest of the City to expand its extraterritorial jurisdiction as contemplated herein at the earliest possible date for the immediate preservation of the health, safety, morals, peace and general welfare of the inhabitants of the City creates an emergency and an imperative necessity which requires that this Ordinance shall become effective from and after the date of its passage and it is accordingly so ordained. PASSED AND APPROVED this 4th day of March , 1986. ATTEST: A Sec�61ox o 4y .� Kr f�13`f�E:.1Tt� FORM: City Attorney Mayor, City of Grapevine, Texas 311 EXHIBIT "A" PAGE 1 OF 7 TO ORDINANCE NO. 86-24 cr�, �j REQUEST FOR EXPANSION OF EXTRATERRITORIAL VOL iX�Gt c31 ATERRITORIAL JURISDICTION OF THE CITY OF GRAPEVINE, TEXAS THE STATE OF TEXAS § COUNTY OF § TO THE HONORABLE MAYOR AND CITY COUNCIL OF THE CITY OF GRAPEVINE, TEXAS: The undersigned, consisting of all of the owners of the land described by metes and bounds in Exhibit "A", attached hereto and incorporated herein for all purposes, (the "Territory") acting pursuant to Article 970a, Section 3C, Vernon's Texas Civil Statutes, ("V.T.C.S.") respectfully requests the City Council of the City of Grapevine, Texas to expand the extraterritorial jurisdiction of the City of Grapevine, Texas, (the "City"), to include the Territory. In support of this request, the undersigned would respectfully show the following: I. That the Territory, consisting of approximately 127.4537 acres of land, is situated wholly within Denton County, Texas, and is adjacent and contiguous to existing extraterritorial jurisdiction of the City. That no part of the Territory is within the limits of any other incorporated city, town or village, or within the extraterritorial jurisdiction, as that term is defined in Article 970a, V.T.C.S., of any other incorporated city, town or village and all of the Territory may be properly included within the extraterritorial jurisdiction of the City. That the Territory was previously within the extraterritorial jurisdiction, as that term is defined in Article 970a, V.T.C.S., of the Town of Flower Mound, Texas, but that by adoption of Ordinance No. 14-86 on the 10th day of February, 1986, the Town Council of the Town of Flower Mound, Texas, pursuant to Article 970a, V.T.C.S., reduced the extraterritorial jurisdiction of the Town of Flower Mound, Texas, in favor of the City of Grapevine to the extent of all of the Territory. A certified copy of Ordinance No. 14-86 is attached hereto as Exhibit "B" and is incorporated herein for all purposes. ,Q 8,3 9 ri.,G� i' EXHIBIT "A" PAGE 2 OF 7 TO ORDINANCE NO. -86-24 lv. t 'VOI 8 0 ilUI-359 That the undersigned agree that if this request for expansion of extraterritorial jurisdiction is granted, and upon adoption of a proper ordinance by the City Council of the City of Grapevine, Texas, the Territory shall become a part of the extraterritorial jurisdiction of the City, and the Territory and any present or future inhabitants thereof shall be entitled to all the rights and privileges of other citizens within the extraterritorial jurisdiction of the City, and shall be bound by the acts and ordinances of the City applicable to the extraterritorial jurisdiction of the City now in effect and as hereafter enacted. WHEREFORE, the undersigned respectfully requests that the City of Grapevine, Texas extend its extraterritorial jurisdiction to include all of the land described in Exhibit "A". RESPECTFULLY SUBMITTED THIS '7 "0 - day of=c.. <�X� I i 198 OWNERS: Print Name: Address: S o CT ;a ,_ v STATE OF TEXAS § COUNTY OF ISA(_ § This Petition Requesting Annexation of Land Contiguous and Adjacent to the City of Grapevine, Texas was acknowledged before me on the 7 " day of 198 by [SEAL] My Commission Expires: Notary= Public in and for,;,-"� .• the State of Texas rs 77A- ' �- :,rp 11-,09 ru r, 1 -4L VOL 5 0 PAGE 310 STATE OF TEXAS § COUNTY OF ,�4-A § EXHIBIT "A" PAGE 3 OF 7 TO ORDINANCE NO. 86-24 By. Printed Na e: ` _ /',',vL .- Title: Corporate Address: -:Z j u rT = /`,-70 This Petition Requesting Annexation of Land Contiguous and Adjacent to the City of Grapevine, Texas was acknowledged before me on the ? - day of 198 , b if %ry �? ' ? v t y N - f �,,� , is (officers name), ',,ITF=ti;A i 't � '� N .` f (i 1. (title), Of �COr- poration's name), a Texas corporation on behalf of said corporation. [SEAL] My Commission Expires: Notary—Public in and,,.fc the State of Texas L i peal . � � .e•• • -��... Cij s � � �14 • �_ •+ V , • 1 X A 0. :w rA •. Y3 -o•yt�-pyx EXHIBIT "A" PAGE 4 OF 7 TO ORDINANCE NO. 86-24 L 61 EXHIBIT "A" Field Notes: 127.4537 Acre of Land All that certain lot, tract or parcel of land lying and being situated in Denton County, Texas, described as follows: Being a part of the B.B.B. and C.R.R. COMPANY SURVEY, ABSTRACT NO. 145, the H. TURNER SURVEY, ABSTRACT NO. 1248, and the PETER HARMONSON SURVEY, ABSTRACT NO. 530, Denton County, Texas, and being more particularly described in one tract by metes and bounds as follows: COMMENCING, at the point of intersection of the northwest line of State Highway No. 121, with the south line of said B.B.B. & C.R.R. COMPANY SURVEY (said south line also being the north line of the T.W. COUSY SURVEY, ABSTRACT NO. 317, Dallas County, Texas); THENCE, S 44 12 00 W, a distance of 536.48 feet to a point for reference; THENCE, N 49 28 09 W, a distance of 628.03 feet to the PLACE OF BEGINNING; THENCE, N 88 34 30 W, a distance of 2824.55 feet to a point for corner; THENCE, N 19 35 25 E, a distance of 645.01 feet to a point for corner; THENCE, N 12 26 48 E, a distance of 491.12 feet to a point for corner; THENCE, N 14 25 30 E, a distance of 220.00 feet to a point for corner; - THENCE, N 41 35 30 E, a distance of 685.00 feet to a point for corner; THENCE, N 24 05 30 E, a distance of 698.00 feet to a point for corner; THENCE, N 13 15 30 E, a distance of 160.00 feet to a point for corner; THENCE, N 01 05 30 E, a distance of 240.00 feet to a point for corner; THENCE, N 26 20 30 E, a distance of 427.00 feet to a point for corner; THENCE, N 73 25 30 E, a distance of 312.00 feet to a point for corner; i EXHIBIT "A" PAGE 5 OF 7 TO ORDINANCE NO. 86-24 THENCE, N 65 14 30 E, a distance of 152.00 feet to a point for corner; THENCE, S 41 29 30 E, a distance of 125.00 feet to a point for corner; THENCE, S 09 44 30 E, a distance of 147.00 feet to a point for corner; THENCE, S 32 20 30 W, a distance of 203.00 feet to a point for corner; THENCE, S 02 30 30 W, a distance of 259.70 feet to a point for corner; THENCE, S 47 29 30 E, a distance of 285.00 feet to a point for corner; THENCE, S 81 59 30 E, a distance of 223.00 feet to a point for corner; THENCE, S 44 54 30 E, a distance of 125.00 feet to a point for corner; THENCE, S 10 25 30 W, a distance of 103.00 feet to a point for corner; THENCE, S 56 35 30 W, a distance of 280.00 feet to a point for corner; THENCE, S 26 10 30 W, a distance of 154.00 feet to a point for corner; THENCE, S 52 44 30 E, a distance of 245.00 feet to a point for corner; THENCE, S 86 39 30 E, a distance of 366.00 feet to a point for corner; THENCE, S 02 32 40 E, a distance of 677.70 feet to a point for corner; THENCE, S 14 57 47 E, a distance of 232.33 feet to a point for corner; THENCE, S 40 14 33 E, a distance of 221.06 feet to a point for corner; THENCE, S 59 32 09 E, a distance of 88.16 feet to a point for corner; THENCE, S O1 25 30 W, a distance of 664.10 feet to the PLACE OF BEGINNING; . CONTAINING, 5,551,884 square feet or 127.4537 acres of land. EXHIBIT "A" PAGE 6 OF 7 TO ORDINANCE NO. 86-24 VOL 1840 PACE 333 EXHIBIT "B" TOWN OF FLOWER MOUND, TEXAS ORDINANCE NO. AN ORDINANCE REDUCING THE EXTRATERRITORIAL JURIS- DICTION OF THE TOWN OF FLOWER MOUND, TEXAS, BY CONSENT OF THE TOWN COUNCIL; PRESERVING ALL OTHER AREAS OF THE TOWN'S EXTRATERRITORIAL JURISDICTION; PROVIDING A SEVERABILITY CLAUSE; DECLARING AN EMER- GENCY AND PROVIDING AN EFFECTIVE DATE WHEREAS, in accordance with the provisions of the Municipal Annexation Act, Section 3A of Article 970a, as amended, Vernon's Annotated Texas Civil Statutes, ("V.A.T.C.S."), the Town Council of the Town of Flower iGlound, Texas (the "Town"), has determined that the extraterritorial jurisdiction of the Town, a town having a population of five thousand (5,000) or more inhabitants, but less than twenty-five thousand (25,000) inhabitants, consists of all the contiguous unincorporated area, not a part of any other city or town, within one (1) mile of the corporate limits of the Town; and WHEREAS, the sole property owners of certain property, (the "Property") located entirely within the extraterritorial jurisdiction of the Town, which is more fully described in the Owners' Request for Reduction of Extraterritorial Jurisdiction attached hereto as Exhibit "A" and incorporated herein, has requested the Town to reduce its extraterritorial jurisdiction over the Property; and WHEREAS, the Town Council has determined that the Property does not overlap any area under the extraterritorial jurisdiction of one or more other cities or towns; and WHEREAS, the Town Council desires to reduce the extraterritorial jurisdiction over the Property as requested by the property owners and finds that such reduction would be in the public interest, health, safety and general welfare; and WHEREAS, the meeting of the Town Council at which this Ordinance is being considered is a meeting open to the public and notice of said meeting, giving the date, place, and subject thereof, was posted as prescribed by Article 6252-17, V.A.T.C.S., as amended. NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF FLOWER MOUND, TEXAS: Section 1. That all matters in the preamble are found to be true and correct and are incorporated into the body of this ordinance as if copied in their entirety. Section 2. The Town Council hereby consents to reduce the extra- territorial jurisdiction of the Town over the Property described in attached Exhibit "A" pursuant to the Owner's Request for Reduction of Extraterritorial Jurisdiction. ,ia,� 83130 nu 1542 June 24, 1985 Ms. Joy Carol Planning & Zoning Department of Community Development 307 West Dallas Road Grapevine, Texas 76051 RE: Zoning at Z85-23 Dear Ms. Carol: Reference is made to the request for R -MS -1 (Tract 1) and R -MS -2 (Tract 2) zoning requirements requested by Terra Properties in the above referenced application. The purpose of this letter is to question the proposed multi -family district in the vicinity of the HCO zoning currently under consideration. The proposed HCO zoning includes design requirements which restrict office development in favor of adjacent residential districts. Encroachment of residential development in the commercial areas delineated for HCO zoning could further restrict the uses and design of HCO development. It is requested that any re -zoning to multi -family districts be held in abeyance until such time as HCO zoning is finalized and design requirements are fully explored. Very truly yours, JJR/ibs 00651 INC. Rosewood Properties, Inc./ 1601 Elm Street/4920 Thanksgiving Tower/Dallas, Texas 75201/214-880-0044 June 24, 1985 Ms. Joy Carroll Planning and Zoning Department of Community Development City of Grapevine P.O. Box 729 Grapevine, Texas 76051 Re: Zoning Application Z85-23 Dear Ms. Carroll: This letter will state my objection to the request for R -MF -1 (Tract 1) and R -MF -2 (Tract 2) zoning requirements requested by Terra Properties in the above referenced application. The major reason for my objection is that this area is presently free of any residential development and should be kept this way in order to avoid conflict with future HCO uses. Residents could feel the need to object to office and hotel use in their front yards. I further question the desirability of placing multi -family units in a "B" noise zone even with effective sound proofing. I assume these units will house children who will be playing outside and will be constantly subjected to noise and exhaust fumes from airplanes flying a few hundred feet overhead. For the above two reasons, I object only to the approval of the multi -family zoning requested by Terra Properties. Very truly yours, rederick Brods y /kb cc: Dale Hili Chris Larson John Roark Peter Stewart Ray Wallace NORTH CENTRAL PLAZA/SUITE 800/12655 NORTH CENTRAL EXPRESSWAY/DALLAS, TEXAS 75243 TELEPHONE: (214) 239-2600/TELEX 732594 ADVISORS DAL 6-, r1' av Ln- - ---------- Cad} - --- - -ct�n�_ _ _"'i"z1-' - — Gw CSC -- - -- ---- -- - - - ----- --- ------- 1 J February 18, 1988 Ms. Marilyn Robinson Denton County Clerk P.O. Box 2187 Denton, TX 76202-2187 Dear Ms. Robinson: � q a-mx e -#/a Q/ A 4 "t N5- � ) Enclosed for filing purposes is a Partial Release of Lien and Quitclaim Deed and Agreement relative to Terra Property, which was annexed in to Grapevine in 1986. Also enclosed is a check in the amount of $32.00 to properly cover the filing fees. Please do not hesitate to call if you have any questions. Sincerely, J?i Brown, Secretary City Secretary's Office Enclosures cc Kevin Conklin H. T. Hardy Jerry Hodge Bill Powers THE CITY OF GRAPEVINEC '3 P.O. Box 729 0 Grapevine, Texas 76051 0 Phone Metro 8171481-0300 3-5 March 17, 1988 Mr. Earl Bullock Dallas County Clerk Records Building 500 Main Street Dallas, Texas 75202-3504 Dear Mr. Bullock: FA P112 Enclosed for filing purposes, relative to a tract of land in Grapevine known as Terra Property, are the following documents: 1. Partial Release of Lien for the property site and 2. Quitclaim Deed and Agreement for a park site. Also enclosed is a check in the amount of $32.00 to properly cover the filing fees. Please do not hesitate to call if you have any questions. Sinr,erely 2di Brown, Secretary City Secretary's Office Enclosures THE CITY OF GRAPEVINE 3 G P.O. Box 729 0 Grapevine, Texas 76051 0 Phone Metro 8171481-0300 L 0 D -- Hutchison Price Boyle & Brooks FEB 2 9 980� A PROFESSIONAL CORPORATION ATTORNEYS AT LAW 3900 FIRST CITY CENTER AUSTIN OFFICE: DALLAS, TEXAS 75201-4622 2100 ONE AMERICAN CENTER Adrienne C. LeonardAUSTIN. TEXAS 78 701-327 2 (214) 754-8612 (214) 754-8600 (512) 477-4121 DALLAS TELECOPY NUMBER: February 25, 1988 1214) 754-0840 Mr. Barry R./Knight Winstead, M / Guire, Sechrest & Minick 5400 Re ai7sance Tower Dallas, T9-kas 75240 Re: 519 Grapevine Joint Venture - Highpoint Development Dear Barry: This letter confirms our telephone conversation of Monday, February 22, 1988. It is my understanding based upon our telephone conver- sation that you are in possession of the letter agreement dated October 1, 1985, addressed to the City Council of Grapevine, Texas from 519 Grapevine Joint Venture (the "Letter Agreement") and the Deed Restrictions executed October 1, 1985 by 519 Grapevine Joint Venture in connection with the above -referenced zoning case. It is further my understanding that both documents have been recorded by you in Dallas, Tarrant, and Denton Counties. Due to the fact that the Letter Agreement is addressed to the City Council of Grapevine, Texas, I requested you to forward the original of that document to me so that it can be filed in the official records of the City. I have also requested you to forward to me the original Deed Restrictions, or at a minimum, a fully executed copy of the Deed Restrictions evidencing that the document has been filed in Dallas, Tarrant, and Denton Counties. Finally, please advise as to whether your client has filed for relief from its creditors under federal bankruptcy law and if so, the status of same. Very truly yours, HUTCHISON PRICE BOYLE & BROOKS Adrienne C. Leonard ACL: ee 0272V/1 CC: Mayor Tom Powers Mr. Dennis Dawson, City Manager (A) rhe City With A Beautiful Future The Honorable Tom Powers Mayor, City of Grapevind P. 0. Box 729 Grapevine, Texas 76051 Dear Tom, R 0. Box 478 Coppell, Texas 75011 214 -462-0022 Terra Land Development has approximately 600 acres of land under development in Coppell® As a result, I've had the opportunity to become acquainted with the company and Jay Patterson, president® In my opinion, Terra is an excellent developer® They will do what they promise® They also have the financial resources to deliver on their commitments® In addition, Terra has become a corporate patron of our community --- demonstrating active involvement in the city as well as financial support of our civic needs. As with any developer, open communication is important. So ... Jay Patterson has repeatedly made himself available to me and the Council in an attempt to keep communication open and clear between our city and Terra's project® Most developers fall short in this area in comparison® I hope this information is helpful to you and your Council. CX C�l Lou Duggan Mayor wmmwmwmw�� September 30, 1985 Ms. Joy Carroll Planning & Zoning Dept. of Community Development 307 West Dallas Road Grapevine, Texas 76051 Dear Joy: I wish I knew whether the hard part of this project was over, but because of the size and complexity of it, I am sure we will be working together in the future. I want to thank you for your efforts and help to date, and if you have any ideas as to how we can make your job easier, please let us know. Once again, thanks for your help, and I look forward to working with you in the future. Sincerely, M. Paul Spain President MPS/rh TERRA COMPANIES TWC LINCOLN"' CENTRE SUITE 1370 5420 LB I FREE',VAY DALLAS, TEXAS 75240 211 9q4,)444 t363 EXHIBIT "A" (Page 1) PROPERTY DESCRIPTION PROPOSED VARIABLE WIDTH S ALE EASEMENT AND ALL REMAINING PROPERTY TO THE NORTH • PROPOSED PARK SITE BEING a tract of land situated in the B. B. B. and C. R. R. Survey, Abstract No. 145 Denton County, the Peter Harmonson Survey, Abstract No. 530 Denton County, the H. Turner Survey, Abstrct No. 1248 Denton County, the T. W. Cousy Survey, Abstract No. 317 Dallas County, the C. S. Dunnagan Survey, Abstract No. 1655 Dallas County, and the J. M. Baker Survey, Abstrct No. 1691 Dallas County, Texas; said tract being part of those certain tracts conveyed to Trustee, E-Systems, Inc., Pool Trust, as recorded in Volume 83235, Page 5005 and Volume 84014, Page 3575, Deed Records Dallas County, Texas; County Clerk's No. 3391, Deed Records Denton County, Texas; and Volume 7723, Page 289 Deed Records Tarrant County, Texas; and being more particularly described as follows: COMMENCING, at an iron rod set the Northwest line of State Highway No. 121 (100 foot right-of-way), said point being the intersection of said Northwest line with the West line of the aforementioned Dunnagan Survey; THENCE, North 44° 12' 00" East, along said Northwest line for a distance of 5696.01 feet to an iron rod set for corner, said corner also being the most easterly point of a tract conveyed to 519 Grapevine Joint Venture, as recorded in Volume 84034, Page 155, Deed Records Dallas County, Texas, and Volume 1342, Page 819, Deed Records of Denton County, Texas, THENCE, North 49° 28' 09" West, for a distance of 628.03 feet along said tract boundary line to an iron rod set in the North line of Dallas County; THENCE, North 01° 25' 30" East, for a distance of 521.86 feet along said tract boundary line to the POINT OF BEGINNING; THENCE, North 710 57' 57" West, for a distance of 223.39 feet along said tract boundary line now common with the property being described herein to an iron rod set for corner; THENCE, North 460 32' 53" West, for a distance of 130.86 feet along said common boundary line to an iron rod set for corner; THENCE, North 220 37' 12" West, for a distance of 65.00 feet along said common boundary line to an iron rod set for corner; T__HENCE, North 340 41' 43" West, for a distance of 237.17 feet along said common boundary line to an iron rod set for corner; THENCE, North 070 45' 55" West, for a distance of 335.61 feet along said common boundary line to an iron rod set for corner; THENCE, North 31° 09' 40" West, for a distance of 29.97 feet along said common boundary line to an iron rod set for corner; THENCE, North 470 27' 53" West, for a distance of 645.45 feet along said common boundary line to an iron rod set for the beginning of .a circular curve to the right; EXHIBIT "A" (Page 2) THENCE, following said common boundary line along said circular curve to the right having a central angle of 02° 23' 33", a radius of 500.00 feet, a tangent length of 10.44 feet, and an arc length of 20.88 feet to an iron rod set for tangency; THENCE, North 45° 04' 20" West, for a distance of 157.85 feet along said common boundary line to an iron rod set for the beginnning of a circular curve to the left; THENCE, following said common boundary line along said circular curve to the left having a central angle of 260 43' 20", a radius of 360.00 feet, a tangent length of 85.51 feet, and an arc length of 167.90 feet to an iron rod set for tangency; THENCE, North 710 47' 40" West, for a distance of 153.29 feet along said common boundary line to an iron rod set for the beginning of a circular curve to the left; THENCE, following said common boundary line along said circular curve to the left having a central angle of 690 13' 0511, a radius of 198.01 feet, a tangent length of 136.64 feet, and an arc length of 239.21 feet to an iron rod set for tangency; _THENCE, South 39° 52' 24" West, for a distance of 213.52 feet along said common boundary line to an iron rod set for corner; THENCE, South 40° 54' 53" West, for a distance of 618.18 feet along said common boundary line to an iron rod set for the beginning of a circular curve to the left; THENCE,, following said common boundary line along said circular curve to the left, having a central angle of 250 12' 32". a radius of 220.00 feet, a tangent of 49.19 feet and.an arc length of 96.80 feet, to an iron rod set for tangency; THENCE. South 15° 42' 20" West, for a distance of 802.95 feet along said common boundary line to an iron rod set for the beginning of a circular curve to the right; THENCE, following said common boundary line along said circular curve to the right having a central angle of 030 40' 00", a radius of 1677.50 feet, a tangent length of 53.69 feet, and an arc length of 107.35 feet to an iron rod set for tangency; THENCE, South 190 22' 20" West, for a distance of 599.08 feet along said common boundary line to an iron rod set for the beginning of a circular curve to the right; THENCE, following said common boundary line along said circular curve to the right having a central angle of 27° 29' 12", a radius 790.00 feet, a tangent length of 193.21 feet, and an arc length of 378.99 feet to an iron rod set for tangency; _TH_EN_CE, South 46° 51' 32" West, for a distance of 1530.14 feet along said common boundary line to an iron rod set for corner; EXHIBIT "A" (Page 3) THENCE, North 430 32' 40" West, leaving said common boundary line for a distance of 124.00 feet to an iron rod set for corner; THENCE, North 410 22' 45" West, for a distance of 218.86 feet to an iron rod set for corner in the centerline of Denton Creek, and following the meanders of said creek as follows: North 640 37' 56" East, for a distance of 374.80 feet; North 480 59' 56" East, for a distance of 727.80 feet; North 14° 37' 49" East, for a distance of 236.94 feet; North 780 06' 00" East, for a distance of 41.12 feet; THENCE, North 010 06° 23" East, departing said centerline for a distance of 539.50 feet to an iron rod set for corner; THENCE, South 880 34' 30" East, for a distance of 385.00 feet to an iron rod set for a corner in the centerline of Denton Creek and following the meanders of said creek as follows: North 190 35' 25" East, for a distance of 645.01 feet; North 120 26' 48" East, for a distance of 491.12 feet; North 140 25' 30" East, for a distance of 220.00 feet; North 410 35' 30" East, for a distance of 685.00 feet; North 24° 05' 30" East, for a distance of 698.00 feet; North 130 15' 30" East, for a distance of 160.00 feet; North 010 05' 30" East, for a distance of 240.00 feet; North 260 20' 30" East, for a distance of 427.00 feet; North 73° 25' 30" East, for a distance of 312.00 feet; South 65° 14' 30" East, for a distance of 152.00 feet; South 410 29' 30" East, for a distance of 125.00 feet; South 09° 44' 30" East, for a distance of 147.00 feet; South 32° 20' 30" West, for a distance of 203.00 feet; South 020 30' 30" West, for a distance 'of 259.70 feet; South 470 29' 30" East, for a distance of 285.00 feet; South 81° 59' 30" East, for a distance of 223.00 feet; South 44° 54' 30" East, for a distance of 125.00 feet; South 10° 25' 30" West, for a distance of 103.00 feet; South 560 35' 30" West, for a distance of 280.00 feet; South 26° 10' 30" West for a distance of 154.00 feet; South 520 44' 30" East, for a distance of 245.00 feet; South 860 39' 30" East, for a distance of 366.00 feet; South 02° 32' 40" East, for a distance of 677.70 feet; South 14° 57' 47" East, for a distance of 232.33 feet; South 40° 14' 33" East, for a distance of 221.06 feet; South 59° 32' 09" East, for a distance of 88.16 feet; THENCE, South 010 25' 30" West, departing said creek centerline, for a distance of 142.24 feet to the POINT OF BEGINNING; CONTAINING, 65.60 acres (2,857,343.23 square feet) of land. EXHIBIT "A" (Page 4) PROPERTY DESCRIPTION FIRE STATION BEING a tract of land situated in the J. Gibson Survey, Abstract No. 587, Tarrant County, Texas; said tract being part of that certain tract conveyed to Trustee, E -System, Inc., Pool Trust, as recorded in Volume 7723, Page 289, Deed Records Tarrant County, Texas; and being more particularly described as follows: BEGINNING, at a point in the centerline of Thweatt Road (undedicated right- of-way), said point being the Southwest corner of a tract conveyed to W. Ray Wallace as recorded in the Deed Records of Tarrant County, Texas; THENCE, South 760 36' 00" West, along said centerline, for a distance of 184.40 feet to a point for corner; THENCE, North 070 32' 15" East, departing said centerline, for a distance of 230.96 feet to a point for corner; THENCE, North 89° 09' 01" East, for a distance of 146.31 feet to a point for corner in the West line of said Wallace tract; THENCE, South 00° 51' 00" East, along said West line, for a distance of 188.42 feet to the POINT OF BEGINNING; CONTAINING, 0.7730 Acres (33,672.53 Square Feet) of land. I PARTIAL RELEASE OF LIEN THE STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS: COUNTIES OF DALLAS, § DENTON AND TARRANT § THAT the undersigned, of Pinebluff, Arkansas, the present legal and equitable owner and holder of that certain promissory note in the Original principal sum of Thirty -Three Million, Five Hundred Thousand and No/100 ($33,500,000.00) dated February 15, 1984, executed by 519 Grapevine Joint Venture, payable to the order of FirstSouth Federal Savings & Loan Association, more fully described in a Deed of Trust of even date, duly recorded in Volume 84034, page 163 of the Deed of Trust Records of Dallas County, Texas; also recorded in Volume 1342, page 827, Deed of Trust Records of Denton County, Texas; and also recorded in Volume 7745, page 482, Deed of Trust Records of Tarrant County, Texas; said note being secured by said Deed of Trust and by Vendor's Lien retained in Deed of even date therewith, also secured by Financing Statement recorded in Volume 84034, page 183, Deed of Trust Records, Dallas County, Texas; also recorded in Volume 1342, page 847, Real Property Records of Denton County, Texas; and also recorded in Volume 7745, page 502, Deed of Trust Records of Tarrant County, Texas, against, AMONG OTHER PROPERTY, the following described property, to wit: See Exhibit "A" attached hereto and by reference made a part hereof. For a good and valuable consideration paid to the undersigned, the receipt and sufficiency of which is hereby acknowledged, hereby RELEASES and DISCHARGES the above described property from said lien or liens. BUT it is expressly agreed and understood that this is a PARTIAL RELEASE and that the same shall in no wise release, affect or impair said lien or liens against any other property in said instrument mentioned. EXECUTED this4�� day of,A*ww_, A.D. 1986. FIRSTSOUTH FEDERAL SAVINGS AND LOAN ASSOCIATION BY: _ - /� (Pri�4 nted Name) Title: THE STATE 0-1� ARKANSAS § COUNTY OF '(.i ;v.E A..` § This instrument was a� nowledged before me on,this day of FIRSTSOUTH FEDERAL SAVINGS AND LOAN ASSOCIATION, a --_., i corporation, on behalf of said corporation. MY Commission Expires: z��y eunilc In avid to the State of Ar nsas "Park Site" QUITCLAIM DEED AND AGREEMENT STATE OF TEXAS § COUNTIES OF DALLAS § KNOW ALL MEN BY THESE PRESENTS: AND DENTON § THAT 519 GRAPEVINE JOINT VENTURE, a Texas joint venture (hereinafter referred to as "Grantor"), whose mailing address is 5420 LBJ Freeway, Suite 1370, Dallas, Texas 75240, for and in consideration of the sum of TEN AND N0/100 DOLLARS ($10.00) and other good and valuable consideration paid in cash to Grantor by the Grantee herein named, has QUITCLAIMED, and by these presents does QUITCLAIM unto THE CITY OF GRAPEVINE, TEXAS (hereinafter referred to as "Grantee"), whose mailing. address is Main Street, Grapevine, Texas 76051, that certain real property situated in the Counties of Dallas and Denton, Texas, more particularly described on Exhibit "A" attached hereto and made a part hereof for all purposes (the "Property") TO HAVE AND TO HOLD all of Grantor's right, title and interest in and to the Property unto the said Grantee, its successors and assigns, forever, so that neither Grantor nor its successors or assigns shall have, claim or demand any right or title to the Property, premises or appurtenances or any part thereof. Grantee, by its execution and acceptance hereof, does hereby covenant and agree for itself and its successors, assigns, and subsequent owners of all or any portion of the Property that: (a) Grantee agrees to develop, maintain and provide upkeep for the Property as a first-class city park at the sole cost and expense of Grantee; (b) Notwithstanding the provisions of subparagraph (a) above, Grantee specifically agrees to maintain that portion of the Property more particularly described on Exhibit "B" hereto ( the "Swale Area") , as a swale area, provided, however, that ( i ) any such maintenance of the Swale Area shall not adversely affect the flood control effect such Swale Area has on the adjoining or nearby properties, and (ii) Grantee shall obtain, in connection with such maintenance or any construction in the Swale Area or the Property, such approvals and consents of the Federal Emergency Management Agency, the Flood Insurance Administration and any such other governmental or quasi - governmental agencies as may be required in connection with such Swale Area or the maintenance thereof; and (c) Grantee assumes the payment obligation as to any and all ad valorem taxes assessed against the Property for the current and. subsequent years. IN WITNESS WHEREOF, Grantor has executed this Quitclaim Deed and Agreement on the day of , 198,. 519 GRAPEVINE JOINT VENTURE, a Texas joint venture By: TERRA INTERNATIONAL, INC., a Texas corporation and its Managing Venturer By: M. Paul Spain, President ACCEPTED AND AGREED TO this day of 198° 9/0 - CITY OF GRAPEVINE, TEXAS ATTEST: By: Name: By: Title: City Secretary STATE OF TEXAS § COUNTY OF DALLAS § This instrument was acknowledged before me on 198,i(, by M. PAUL SPAIN as President of TERRA INTERNATIONAL, INC., a Texas corporation as Managing Venturer on behalf of 519 GRAPEVINE JOINT VENTURE, a Texas joint venture. Notary Public in and for the State of Texas Typed or Printed Name of Notary My Commission Expires: STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on 1980 by CITY OF GRAPEVINE, TEXAS, a Texas municipality, of municipality. P y, on behalf of said Notary Public in and for the State of Texas My Commission Expires: PROPERTY DESCRIPTION PROPOSED VARIABLE WIDTH SWALE EASEMENT AND ALL RE14AINING PROPERTY TO THE NORTH PROPOSED PARK SITE BEING a tract of land situated in the B. B. B. and C. R. R. Survey, Abstract No. 145 Denton County, the Peter Harmonson Survey, Abstract No. 530 Denton I County, the.H. Turner 'Survey, Abstract No. 1248 Denton County, the T. W. Cousy Survey, Abstract No. 817 Dallas County., the C. S. j Dunnaan No. 1655 Dallas County, and the J. M. Baker Survey, AbstrSurvey, Abstract 1691 Dallas County, Texas; said tract being part of those:cer.tain tracts conveyed to Trustee, E-Systems, Inc., Pool Trust, as recorded in Volume 83235, Page 5005 and Volume,84014, Page 3575, Deed Records Dallas County, Texas; County Clerk's No. 3391, Deed Records Denton County, Texas; and Volume 7723, Page 289 Deed Records Tarrant County, Texas;" and being more particularly described as follows: i COMMENCING, at a point the Northwest line of State Highway No. 121 (100 foot right-of-way), said point being the intersection of said Northwest line with the West line -of the aforementioned Dunnagan Survey; THENCE, North 44° 12' 00" East, along said Northwest line for a distance of 5696.01 feet to a point; THENCE, North 49° 28' 09" West,. for a distance of 628.03 feet to a point in the North line of Dallas County; THENCE, North 1° 25' 30" East, for a distance of 521.86 feet to the POINT OF BEGINNING; THENCE, North 71° 57' 57" West, for a distance of 223.39 feet to a point for corner; THENCE, North 46° 32' 53" West, for a distance of 130.86 feet to a point for ;{ corner; THENCE, North 22° 37' 12" West, for a distance of 65.00 feet to a point for corner; i THENCE, North 34° 41' 43" West, for a distance of 237.17 feet to a point for corner; THS, North 70 45' 55" West, for a distance of 335.61 feet to a point for corner; THENCE, North 470,021 40".West, for a distance of 863.96 feet to a point for the beginning of a circular curve to the left; THENCE„ along said circular curve to the left having a central angle of 240 45 00 , a radius of 350.00 feet, a tangent length of 76.79 feet, and an arc length of 151.19 feet to a point of tangency; THENCE, North 71° 47' 40" West, for a distance of 150.00 feet to a point for the be of a circular curve to the left; THENCE, along said circular curve to the left having a central angle of 67° 45' 001, a radius of 195.00 feet, a tangent length of 130;91 feet, and an arc length of 230.58 feet to a point of tangency; EXHIBIT "A" THENCE, South 400 27' 20" West, for a distance of 800.00 feet to a point for the beginning of a circular curve to the left; THENCE, along said circular curve to the left having a central -angle of 24° 45' 00", a radius of 355.00 feet, a tangent length of 77.89 feet, and an arc length of ,153.35 feet to a point of tangency; THENCE,__ South 15° 42" 20" West, for a distance -of 770.00 feet to a oint of beginning of a circular curve to the right; p THENCE, - along said circular curve to the right having a central an 40 ", .a radius of.1690.00 feet, a tangent length of 54.09 feet ale n a30 rc length of 108.52 feet to a point of tangency; and an arc THENCE, South 190 22' 20" West, for a distance of 575.44 feet to a the beginning of a circular curve to the right; point for THENCE, along said circular curve to the right having a central angle of 270 OS'' 00"0 a radius 788.59 feet, a tangent length of 189.93 feet length of 372.76 feet to a point of tangency; and an arc THENCE, South 460 27' 20" West, for a distance of corner; 1563.04 feet to a point for THENCE, North 43° 32' 40" West, for a distance of 160.00 feet to a point for corner; THEA'CE, North 41° 06' 00" West, for a distance of 193.88 -feet to a point for corner in the centerline of Denton Creek creek as follows: , and following the meanders of said North 640 37' 56" East, for a distance of 374.80 feet; North 480 59' 56" East, for a distance of 727.80 feet; North 410 37' 49" East, for a distance of 236.94 feet; North 78° 06' 00" East, for a distance of 41.12 feet; North 01° 06' 23" Fast, for a distance of 537.50 feet; South 88° 34' 30" East, for a distance of 385.00 feet; North 19° 35' 25" East, for a distance of 645.01 feet; North 12° 26' 48" East, for a distance of 491.12 feet; North 14° 25' 30" East, for a distance of 220.00 feet; North 41° 35' 30" East, for a distance of 685.00 feet; North 24° 05' 30" East, for a distance of 698.00 feet;' North 13° 15' 30" East, for a distance of 160.00 feet; c North 010 05' 30" East, for a distance of 240.00 feet; North 260 20' 30" East, for a distance of 427.00 feet; North 730 25' 30" East f or a distance of 312.00 feet; South 650 14' 30" East, for a distance of 152,00 feet; South 41° 29' 3011'East, for a distance of 125.00 feet; South 09° 44' 30" East, for a distance of 147,00 feet; South 32° 20' 30" West, for a distance of 203.00 feet; South 02° 30' 30" West, for a distance of 259.70 feet; South 47° 29' 30" East, for a distance of 285.00 feet; South 81° 59' 30" East, for a distance of 223.00 feet; South 440 54' 30" East, for a distance of 125.00 feet; South 10° 25' 30" West, for a distance of 103.00 feet; South 56° 35' 30" West, for a distance of 280.00 feet; South 26° 10' 30" West, for a distance of 154.00 feet; South 52° 44' 30" East, for a distance of 245.00 feet; South 860 39' 30" East, for a distance of 366.00 feet; South 02° 32' 40" East, for a distance of 677,70 feet; South 140 57' 47" East, for a distance of 232.33 feet; South 400 14' 33" East, for a distance of 221.06 feet; South 59° 32' 09" East, for a distance of 88.16 feet; THENCE, South 01° 25' 30" West, departing said creek centerline, for a distance of 142.24 feet to the POINT OF BEGINNING; .CON UNING, 66.7484 Acres (2,907,5°58.73 Square Feet) of land. EXHIBIT "A" PROPERTY DESCIPTION PROPOSED VARIABLE WIDTH SWALE EASEMENT BEING a tract of land situated in the B. B. B. and C. R. R. Survey Abstract No. 145 Denton County, the Peter Harmonson Sruvey Abstract No. 530 Denton County, the H: Turner Survey Abstract No. 1248 Denton County, The T. W. Cousy Survey Abstract No. 817 Dallas County, the C. S. Dunnagan Survey Abstract No. 1655 Dallas County, and the J. M.,.Baker Survey Abstract No. 1691 Dallas County, Texas; said tract being part of those certain tracts conveyed to Trustee,. E-Systems, Inc., Pool Trust, as recorded in Volume 83235, Page 5005 and Volume 84014, Page 357.5, Deed Records Dallas County, Texas; County Clerk's No. 3391, Deed Records Denton County, Texas; and Volume 7723, Page 289 Deed Records Tarrant County, Texas; and being more particularly described as follows: COMMENCING, at a point the Northwest line of State Highway No. 121 (100 foot right-of-way) said point being the intersection of said Northwest line with the West line of the aforementioned Dunnagan Survey; THENCE, North 44° 12' 00" East, along said Northwest line for a distance of 5696.01 feet to a point; THENCE, North 49 28 09 West, for distance of 628.03 feet to a point in the North line of Dallas County; THENCE, North 1° 25' 30" East, for a distance of 521.86 feet to the POINT OF BEGINNING; THENCE, North 71° 57' 57" West, for a distance of 223.39 feet to a point for corner; THENCE, North 460 32' 53" West, for a distance of 130.86 feet to a point for corner; THENCE, North 22° 37' 12" West, for a distance of 65.00 feet to a point for corner; THENCE, North 340 41' 43" West, for a distance of 237.17 feet to a point for corner; THENCE, North 7° 45' 55" West, for a distance of 335.61 feet to a point for corner; THENCE, North 47° 02' 40" West, for a distance of 863.96 feet to a point for the beginning of a circular curve to the left; THENCE, along said circular curve to the left having a central angle of 24° 45' 00", a radius of 350..00 feet, a tangent length of 76.79 feet, and an arc length of 151.19 feet to a point of tangency; i THENCE, North 71° 47'.40" West, for a distance of 150.00 feet to a point for the beginning of a circular curve to the left; THENCE, along said circular curve to the left having a central angle of 67° 45' 00", a radius of 195.00 feet, a tangent length of 130.91 feet and an arc length of 230.58 feet to a point of tangency; , THENCE, South 40° 27' 20" West, for a distance of 800.00 feet to a point for EXHIBIT "B" the beginning of a circular curve to the left; THENCE, - along said circular curve to the left having a central angle of 240 45' p0",- a radius of 355.00 feet,a tangent length of 77.89 feet, and an arc length of 153.35 feet to a point of tangency; THENCE, South 150 42',20" West, for a distance of 770.00 feet to aoint for the beginning of a circular curve to the right; P THENCE, along said circular curve to the right having a central angle of 30 40 00", a radius of 1690.00 feet, a tangent length of 54.09 feet, and an arc length of 108.52 feet to a point of tangency, THENCE, South 19° 22' 20" West, for a distance of 575.44 feet to a point for the beginning of a circular curve to the right; THENCE, along said circular curve to the right having a central angle of 27* 05'" 00", a radius 788.59 feet, a tangent length of 189.93 feet, and an arc length of 372.76 feet to a point of tangency; i THENCE, South 46° 27' 20" West, for a distance of 1563.04 feet to a point for corner; THENCE, North 43° 32' 40" West, for a distance of 160.00 feet to a point for t corner; ! THENCE, North 46° 27' 20" East, for a distance of 1563.04 feet to a oin the beginning of a circular curve to the left; P t for THENCE, along said circular curve to the left having a central angle of 27° 05' 00", a radius of 81.41 feet,a tangent length of 19.61 feet, and an arc length of 38:48 feet to a point of tangency; i THENCE, North 19° 22' 20" East, for a distance of 824.56 feet to a point for the beginning of a circular curve to the left, i ! THENCEalong said circular curve to the left having a central angle of 3° 401--0611 , a radius of 1470 feet, a tangent length of 47.05 feet, and an arc length of 94.07 feet to a point of tangency; ` THENCE, North 15° 42' 20" East, the beginning of a circular curve torthedrigght'e of ?70.00 feet to a point for ! THENCE, along said circular curve to the right having a central angle of 24° 4 OS 0", a radius of 575.00 feet, a tangent length of 126.16 feet, and an arc length of 248.38 feet to a point of tangency; THENCE, North 40° 27' 20" East, for distance of 800.00 feet to a point for the beginning of a circular curve to the right; THENCE, along said circular curve to the right having a cefitral angle of 67° 45'_V, " a radius of --415.00 feet, a tangent length of 278.61 feet, and an arc length of 490.12 feet to a point of tangency; THENCE, South 71° 47' 40" East, for a distance of 150.00 feet to apoint for t the beginning of a circular curve to the right; THENCE, along said circular curve to the right having a central angle of 240 45' 00", a.radius of 570.00 feet, a tangent length of 125.06 feet, and an arc length of 246.22 feet to a point of tangency; THENCE, South 47° 02' 40" East, for a distance of 968.06 feet to a point for corner at the center of Denton Creek; THENCE, South 2° 32' 40" East, along said centerline, for a distance of 256.94 feet to a point for corner; l THENCE, South 14° 57' 47" East, continuing along said centerline, for a r distance of 232.33 feet to a point for corner; ' THENCE, South 40° 14' 33" East, continuing along said centerline, for a distance of 221.06 feet to a point for corner; I THENCE, South 59° 32' 09" East, continuing along said centerline, for a distance of 88.16 feet to a point for corner; THENCE, South 01° 25' 30" West, departing said centerline, for a distance of 142.24 feet to the POINT OF BEGINNING; c ' CONTAINING, 31.7885 Acres (1,384,709.10 Square Feet) of land. 1 i 1• i' f i c EXHIBIT "Bei STATE OF TEXAS COUNTY OF TARRANT "Fire Station Site" QUITCLAIM DEED ANDAGREEMENT KNOW ALL MEN BY THESE PRESENTS: THAT 519 GRAPEVINE JOINT VENTURE, a Texas joint venture (hereinafter referred to as "Grantor"), whose mailing address is 5420 LBJ Freeway, Suite 1370, Dallas, Texas 75240, for and in consideration of the sum of TEN AND NO1100 DOLLARS ($10.00) and other good and valuable consideration paid in cash to Grantor by the Grantee herein named, has QUITCLAIMED, and by these presents does QUITCLAIM unto THE CITY OF GRAPEVINE, TEXAS (hereinafter referred to .as "Grantee"), whose mailing address is Arl-6 Main Street, Grapevine, Texas 76051, that certain real property situated in the County of Tarrant, Texas, more particularly described on Exhibit "A" attached hereto and made a part hereof for all purposes (the "Property"), but only for so long as the Property is used in accordance with the Conditions (hereinafter defined). Any failure by GrantpA tnv- *,k - successors and assigns of Grantee) to fully and completely satisfy the Conditions shall result ipso facto in the reversion of title- to the Property to Grantor without necessity for execution or recordation of any such other documents whatsoever, whereupon such Conditions shall cease to be effective. TO HAVE AND TO HOLD all of Grantor` s right, title and interest in and to the Property unto the said Grantee, its successors and assigns, forever, so that neither Grantor nor its successors or assigns shall have, claim or demand any right or title to the Property, premises or appurtenances or any part thereof except as may be hereinafter provided. It is expressly acknowledged and agreed by Grantee that Grantee's ownership of the Property shall be conditioned upon its use as a Fire Station (hereinafter defined). It is further expressly agreed that Grantee's ownership of the Property shall be further conditioned upon (i) Grantee's commencement of construction of the a Fire Station on the Property within ten (10) years from the execution of this deed, and shall diligently pursue such construction to its prompt completion, and (ii) the Property being continuiously operated as a Fire Station from and after the completion of its construction. It is further agreed that each and all of the Conditions (so called herein) described in this paragraph shall constitute covenants running with the Property and shall be specifically binding upon the successors and assigns of Grantee and any subsequent owner of all or any portion of the Property. Any failure to satisfy any or all of the Conditions shall result in the reversion of title to the Property to Grantor as hereinabove provided. The term "Fire Station" as used herein shall mean a facility for the operation of a municipal fire department including, without limitation, garage facilities for firetrucks and other vehicles utilized by such fire department in the providing of its services. It is further expressly agreed that Grantee assumes the payment obligation as to any and all ad valorem taxes assessed against the Property for the current and subsequent years. IN WITNESS WHEREOF, Grantor has executed this Quitclaim Deed and Agreement on the day of 198 519 GRAPEVINE JOINT VENTURE, a Texas joint venture By:. TERRA INTERNATIONAL, INC., a Texas corporation and its Managing Venturer By: M. Paul Spain, President ACCEPTED AND AGREED TO this day of 198 ,41 CITY OF GRAPEVINE, TEXAS ATTEST: By: Name: Title: 2 By: City Secretary STATE OF TEXAS § COUNTY OF DALLAS § This instrument ,, was acknowledged before me on J. 198,6, by M. PAUL SPAIN as President of TERRA INTERNATIONAL, INC., a Texas corporation as Managing Venturer on behalf of 5 . 19 GRAPEVINE JOINT VENTURE, a Texas joint venture. Notary Public in and for the State of Texas Typed or Printed Name of Notary MY Commission Expires: STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on 198, by Of CITY OF GRAPEVINE, TEXAS, a Texas municipality, on bahalf of said municipality. Notary Public in and for the State of Texas Typed or Printed Name of Notary MY Commission Expires: w Tri PROPERTY DESCRIPTION FIRE STATION BEING a tract of land situated in the J. Gibson Survey, Abstract No. 587, Tarrant County, Texas; said tract being part of that certain tract conveyed to Trustee, E -System, . Inc., Pool Trust, as recorded in Volume 7723, Page 289, Deed Records Tarrant County, Texas; and being more particularly described as follows: BEGINNING, at a point in the centerline of Thweatt Road (undedicated right- of-way), said paint being the Southwest corner of a tract conveyed to W. Ray Wallace as recorded in the Deed Records of Tarrant County, Texas; THENCE, South 76° 36' 00" West, along said centerline, for a distance of 184.40 feet to a point for corner; THENCE, North 07° 32' 15" East, departing said centerline, for a distance of 230.96 feet to a point for corner; THENCE, North 89° 09' 01" East, for a distance of 146.31 feet to a point for corner in the West line of said Wallace tract; THENCE, South 00° 51' 00" East, along said West line, for a distance of 188.42 feet to the POINT OF BEGINNING; CONTAINING, 0.7730 Acres (33,672.53 Square Feet) of land. 11 EXHIBIT "'A" F MEMO TO: DENNIS E. DAWSON, CITY MANAGER FROM: H. T. (TOMMY) HARDY, DIRECTOR OF SUBJECT: BRAZOS ELECTRIC POWER CoOpERATIV DATE: JUNE 6, 1988 '98 TY DE PMENT TRANSMISSION I have received correspondence and clarified locations of the proposed BEPC power line and can say the lines will definitely be passing through Grapevine. As you can note on the attached maps, the lines will pass through the north side of the Terra Property as well as the city park which was donated by Terra. /9t Attachment JOE FORMAN SECRETARY / TREASURER WILLIAM G. PARKER PRESIDENT LUTHER PARKS VICE PRESIDENT MPIX The Brazos System RICHARD E. MCCASKILL EXECUTIVE VICE PRESIDENT AND GENERAL MANAGER Brazos Electric Power Cooperative, June 2, 1988 The City of Grapevine P.O. Box 729 Grapevine, Texas 76051 Attn: H.T. Hardy Director of Community Development Dear Tommy: Enclosed are maps representing the area of the City of Grapevine that we are proposing to cross with our electric transmission line. I hope this information is helpful and if I can be of any further service please let me know. Sincerely, .00 Mike B. Sartain Senior Right -of -Way Agent vm Encl. 43 POST OFFICE BOX 2585 WACO, TEXAS 76702-2585 PHONE (817) 750-6500 / GENERAL OFFICE: 2404 LaSALLE AVENUE kCWC 3 Ti 1delO.4PFA*j I'S 444awl4y 4AJ& 4rj7W" S,'4r>r LVIC m M vff�� -16 4 3g fl , i Pax -r O'c 'E—P,4AJC�C Q4-C"I- Ag kUAt: 0,- A SO 6e4V7ED -jo Lavl:� &,6 A! GA5 (,/,� );�— S7S DRIED atoC-C6 , PWYOAJ Co.,-,-alA6. 7 rA--,,GMEA/7-5 OVEe,(Ap _2FZ5-r-. N v January 27, 1992 Memorandum: To: H.T.(Tommy)Hardy, Community Development Director From: Joy Carroll, Administrative/Planning Aide( -'Ye-/ 4- Subject: Zoning Files To Be Copied By Night Rider Copier Service And This Office For The Coppel Attorneys To Be Charged To John Pierce Griffin, Attorney At Law, 1800 Lincoln Plaza, 500 North Akard Street, Dallas, TX 75201 Our attorney's office is sending the following files to Night Rider Copier Service to be copied this date and to be returned January 28, 1992: 1. Northeast Grapevine Dallas and Denton County Tax Maps 2. Zoning Application Files Z85-09 (Highpoint J.V.-Terra) 3. Zoning Application Files Z85-23 and 23A (Highpoint J.V.- Terra) 4. Zoning Application File Z88-11, Crown Hill Trust 5. Board of Zoning Adjustment File BZA85-09-Frederick Broadsky-Vested Rights Case This office is providing the Coppell Attorneys copies of the following maps: /ic 1. City Rezoning Location Map, Sheet #3 $ 2.00 2. 111=1000' Updated Zoning Map 25.00 3. 1"=8001 1984 Zoning Map 25.00 4. 111=2001 Updated Official Zoning Map Pages: 90.00 Sheets - 30, 31, 32, 33, 33A, 33B, 33C, 34, and 35 to I See ........ .. sk A" I N EASTANCE NA 0= F, L 1 A25 -16 -50"S 1 1 A 542-21-31 it 12 13 NQ -01 -MAE 6 7 L 4 NQ -06- OWF 41 A L5 Q SO -33- 710 TTO i 7741 LW 116-31- 70E L� A 4 A 20,49 A 349-25- 0 OL 42.T.7 V E ',LJFA E"), it... 'FA IN.G E 1 q T AFT LB GIA -7 161,00 6170 i 2T32 C3 4-42-5 1 A i MO co 15 MW 1 ZT32 I fr NA 0= F, f LW co um , JA'' NO, :22- 'il - )4bl�J 4E, moi! I : -1 - I : : I "" I � . : . � : I : : : : : I I - I I - k) '41'1� 1 � I \ �\ " i / 1'_� I I - �:, 1. I I I 0 N � I I I_ I � 01 I \1 I ____11 / %�, ,_ _� ._�,­/�/."­ �, �i�','4 , I 1. 0) I � .. � . I I fl- I 11 .1/ __,_�� " .*. :�.__ � �, '� I , 1 ./ LEGEND � i _,_ �� /111-, 1___� I . _..'��� . \ -,- � / ----I- � __�_ I /� I ; . m ,Vloe ��­ � � � i "I-, _____ _____ .. fl I li I 1 LAj L� . I � 4 I I .. � i � . 1 $� R -20 -SINGLE FAMILY DISTRICT � �� 1_� �__� I_--- �( / / .1 11 / w � x_____ I ­ --- X - �) I X I I ch R -12.5 -SINGLE FAMILY DISTRICT _.__�,1<____ \1 ---- `N 1-/ ----;P, - . . / I 'In 1__,_� �___ ____ . -- . . � I � 1� __�____­�.­_ __ . . G U / I/ Xr � I , . . -1 R -7.5 -SINGLE FAMILY DISTRICT I I . 1, I Tr - .. I 0 / : I _111 I 9 I I R -5.0 -ZERO LOT LINE DISTRICT � 0 . I . . I Z' 11 _____ x .! — X ­ pw@� I _�_, 11 ,�� I t R-3.5- TWO FAMILY DISTRICT R— 1 � �� .. I /1*1 ) I : , � 11 � '. .. —I---- I � I 11 / i�: I. I ` q, � -, "I,\ : ; . - I 1". R -3.75 -THREE & FOUR FAMILY I � �� C2����// ',"'/, 1. �_ I . I / i ; THWEAT , ". I I L,X � j T�_ ,',).�:( DISTRICT �1� I �� --"-' \ 7�_; � I — I � ___�- 1___,_`�' ­.. ­ . "I �,\, / : . R -MH- MOBILE HOME DISTRICT I \\,( — — ____ — — _____ \ 1, - -_ , , i zl_7 K" t\ I / P I D * �. 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