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HomeMy WebLinkAboutRes 16-26 Approving an Economic Development Agreement With Charles SchwabTOWN OF WESTLAKE RESOLUTION 16-26 A RESOLUTION BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, APPROVING A ECONOMIC DEVELOPMENT AGREEMENT WITH CS KINROSS LAKE PARKWAY, A DELAWARE LIMITED LIABILITY COMPANY, ITS AFFILIATE CHARLES SCHWAB & CO., INC., RELATED TO THEIR DEVELOPMENT IN WESTLAKE, TEXAS. WHEREAS, the Town is a duly created and validly existing Type A General Law Municipality, created under the laws of the State of Texas, including particularly, but not by way of limitation, Chapter 51, Texas Local Government Code ("LGC"); and WHEREAS, the Town of Westlake is experiencing planned growth through the attraction of economic development projects such as Fidelity Investments and Deloitte University, residential developments such as Vaquero, Glenwyck Farms, Terra Bella, and Granada, and Entrada which are consistent with the Town's Comprehensive Plan, as well as enrollment growth at Westlake Academy, all of which contribute to demand for improvements to Westlake's infrastructure and public buildings: and, WHEREAS, the Town of Westlake (Town) and CS Kinross Lake Parkway, a Delaware limited liability company, its affiliate Charles Schwab & Co,, Inc. (the Owner) desire to enter into a partnership to continue this planned growth through an economic development agreement which sets out responsibilities for the Owner and the Town as it relates to the development in Westlake: and, WHEREAS, the Economic Development Policy and the Tax Abatement Policy constitute appropriate guidelines and criteria governing economic development agreements to be entered into by the Town as contemplated by Chapter 378 and Chapter 380 of the LGC and Chapter 312 of the Tax Code, providing for the availability of economic incentives for new facilities and structures; and WHEREAS, Schwab (or one of its Affiliates), as the owner of land located within the Town, intends to develop and construct two (2) or more buildings on the Land (as defined herein), and the development and construction on such Land is expected to significantly enhance the economic and employment base of the Town; and WHEREAS, the Constitution and laws of the State of Texas, including, but not by way of limitation, Chapter 378 and Chapter 380 of the LGC, Chapter 312 of the Tax Code and the Texas Constitution, authorize the Town to enter into economic development agreements and tax abatement agreements with companies such as Schwab; and 19; and WHEREAS, the Town has an economic development policy adopted by Resolution 06 - Resolution 16-26 Page 1 of 2 WHEREAS, the Town Council finds that the passage of this Resolution is in the best interest of the citizens of Westlake. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: That, all matters stated in the Recitals hereinabove are found to be true and correct and are incorporated herein by reference as if copied in their entirety. SECTION 2: That, the Town Council of the Town of Westlake, Texas, hereby approves the Economic Development Program Agreement with the Owner attached hereto as Exhibit "A"; and further authorizes the Town Manager to execute said agreement and pursue any necessary procedures on behalf of the Town of Westlake. SECTION 3: If any portion of this Resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provision ns hereof and the Council hereby deteuitines that it would have adopted this Resolution without the invalid provision. SECTION 4: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 13th DAY OF JUNE, 2016. ATTEST: Laura Wheat, Mayor Kelly1 Edwards Town Secretary Resolution 16-26 Page 2 of 2 ECONOMIC DEVELOPMENT AGREEMENT TOWN OF WESTLAKE and CHARLES SCHWAB & CO STATE OF TEXAS § COUNTY OF DENTON § This Economic Development Agreement ("Agreement") is made and entered into as of the 1 day of �:_);ane ;, , 2016 (the "Effective Date"), by and between the Town of Westlake, Texas ("Town"), a municipal corporation of Denton County, Texas, and CS Kinross Lake Parkway, a Delaware limited liability company, its affiliate Charles Schwab & Co., Inc., a California corporation, and any successor in interest that acquires all or substantially all of the assets of Charles Schwab & Co., Inc. or any of its affiliates by purchase or merger ("Schwab Successor") and any entity controlling, controlled by, or under common control with Charles Schwab & Co., Inc. or any Schwab Successor (each hereinafter sometimes referred to as "Schwab", a"Schwab Party", or"Owner"). WITNESSETH: WHEREAS, Schwab (or one of its Affiliates, as herein defined) is considering constructing certain facilities, including, but not by way of limitation, a corporate office campus within the Town; and WHEREAS, the Town had adopted an Economic Development Policy ("Economic Development Policy") that includes a Tax Abatement Policy ("Tax Abatement Policy") by the passage of Resolution No. 06-19 on the 8th day of May, 2006, which is attached hereto as Exhibit"A" and incorporated herein for all purposes; and WHEREAS, the Town is a duly created and validly existing Type A General Law Municipality, created under the laws of the State of Texas, including particularly, but not by way of limitation, Chapter 51, Texas Local Government Code("LGC"); and WHEREAS, on the 9Q day of , 2016, the Town Council of the Town ("Council"), passed Ordinance No. , which is attached hereto as Exhibit"B" and incorporated herein for all purposes, establishing Reinvestment Zone No. _, Town of Westlake, Texas ("Zone"), for commercial-industrial tax abatement as authorized by Chapter 312 of the Texas Tax Code ("Tax Code"); and WHEREAS, on the I f e� day of , 2016, the Council passed Resolution No. , which is attached hereto as Exhibit"C" and incorporated herein for all purposes, establishing Neighborhood Empowerment Zone No. _, Town of Westlake, Texas ("Zone"), as authorized by Chapter 378 of the LGC; and Page 1 of 18 Resolution 16-26 Schwabv3.6.3.16 WHEREAS, the Economic Development Policy and the Tax Abatement Policy constitute appropriate guidelines and criteria governing economic development agreements to be entered into by the Town as contemplated by Chapter 378 and Chapter 380 of the LGC and Chapter 312 of the Tax Code, providing for the availability of economic incentives for new facilities and structures; and WHEREAS, Schwab (or one of its Affiliates), as the owner of land located within the Town, intends to develop and construct two (2) or more buildings on the Land (as defined herein), and the development and construction on such Land is expected to significantly enhance the economic and employment base of the Town; and WHEREAS, the Constitution and laws of the State of Texas, including, but not by way of limitation, Chapter 378 and Chapter 380 of the LGC, Chapter 312 of the Tax Code and the Texas Constitution, authorize the Town to enter into economic development agreements and tax abatement agreements with companies such as Schwab; and WHEREAS, the Council finds that the improvements proposed for the Land are feasible and practical and would be of benefit to the Town; and WHEREAS, the Council finds that the terms of this Agreement, the Project (herein defined) and the proposed Qualified Facilities (herein defined) meet the applicable guidelines and criteria heretofore adopted by the Council and contained in the Economic Development Policy and Tax Abatement Policy; and WHEREAS, in order to maintain and enhance the commercial and industrial economic and employment base of the Town and Denton County, the Council finds that it is in the best interest of the citizens of the Town to enter into this Agreement in accordance with the Economic Development Policy, the Tax Abatement Policy, the Tax Code and the LGC; and WHEREAS, a copy of this Agreement in its proposed form has been furnished by the Town, in the manner prescribed by the Tax Code, to the presiding officers of the governing bodies of each of the taxing units (other than the independent school districts) in which the Land is located; NOW, THEREFORE, the Town and Schwab, for good and valuable consideration, the adequacy and receipt of which are hereby acknowledged, which consideration includes the attraction of major investment in the Zone and increased payroll that contributes to the economic development of the Town, the enhancement of the tax base in the Town and Denton County and the economic development and tax abatement incentives set forth therein below, as authorized by Chapter 378 and Chapter 380 of the LGC and Chapter 312 of the Tax Code, as amended, do hereby contract, covenant and agree as follows: Section 1. Definitions. Wherever used in this Agreement, the following capitalized terms shall have the meanings ascribed to them: Page 2 of 18 Resolution 16-26 Schwabv3.6.3.16 "Affiliate" shall mean any entity that owns or controls, is owned or controlled by, or is under common ownership or control with, Schwab, or a Schwab Successor, and the successors in interest to Schwab or Schwab Successor. "Certificate of Occupancy" shall mean the certificate of occupancy issued by the Town for a Qualified Facility constructed during a particular Phase. "Council" shall mean the Town Council of the Town of Westlake. "Effective Date" shall mean the last date on which all of the parties hereto have executed this Agreement, which shall be no later than August 1, 2016; provided, however that such date may be extended by mutual agreement of the parties hereto. "First Use" shall mean the designation of the Town as the situs for use tax purposes with respect to any purchases made by Schwab or its Affiliates which are subject to the Town's Sales and Use Taxes. "Force Majeure" shall mean any contingency or cause beyond the reasonable control of Schwab and its Affiliates, including, without limitation, acts of God or the public enemy, epidemic, war, riot, civil -commotion, insurrection, governmental or de facto governmental action (unless caused by acts or omissions of Schwab or its Affiliates), fire, explosions, floods, or strikes. "Jobs" shall mean all positions held by an employee, partner or principal of Schwab or any of its Affiliates, in which such employee, partner or principal works on a full-time basis for Schwab or any of its Affiliates and has an office in, or works primarily from, the Qualified Facilities. "Land" shall mean certain real property consisting of the following tracts of land: (i) approximately [69.4] acres in size (identified as the "Campus Property"); (ii) approximately 3.0 acres in size (identified as the "Pad Site"); and (iii) approximately 1.802 acres in size (identified as the "Notch Property"), which tracts of land are located in Denton County, Texas, and are generally described in "Exhibit D" attached hereto and made a part hereof for all purposes, together with, all and singular, the rights and appurtenances pertaining to each such tract. "Minimum Threshold Eligibility Requirements" shall mean (i) the construction and maintenance of a minimum 500,000 gross square feet on the Land, which includes the construction and maintenance of a minimum fifteen hundred (1,500) space parking garage; (ii) the existence of at least nineteen hundred (1,900) Jobs; and (iii) the expenditure of no less than $100,000,000 on Project Costs. "Phase" shall mean each portion of the Project, as developed in such order and containing such acreage as Schwab, in its sole discretion, may determine. "Phase I" shall mean a portion of the Project constructed on or before December 31, 2021, including, but not by way of limitation, five hundred thousand (500,000) gross square feet , which includes a fifteen hundred (1,500) space parking garage constructed as the first Phase of the Project. Page 3 of 18 Resolution 16-26 Schwabv3.6.3.16 "Phase II" shall mean a portion of the Project whose development begins after that of Phase I. Phase II may be constructed on the Land or on another parcel(s) of land owned by Schwab or its Affiliates that is within the Town. Should Phase II be constructed on another such parcel(s) of land within the Town, such parcel(s) shall also be considered to be "Land." "Project" shall mean the improvements, related infrastructure and/or modifications approved under the Town's Planned Development Regulations and to be constructed on the Land in Phase I, or with respect to Phase II, on the Land or another parcel(s) of land owned by Schwab or its Affiliates within the Town, by or on behalf of Schwab or its Affiliates. The Project includes the Qualified Facilities. "Project Costs" shall mean all costs incurred by Schwab or its Affiliates with respect to the acquisition, construction, reconstruction, improvement, and expansion, as the case may be, of the Project, whether paid or incurred prior to or after the date of this Agreement, including the cost of the acquisition of all land, rights-of-way, property rights, easements, and interests; the cost of all machinery and equipment, information technology and telecommunications equipment, furniture, fixtures and other personal property; the cost of engineering and legal services; plans, specifications, surveys, and estimates of cost and of revenue; other expenses necessary or incident to determining the feasibility and practicability of acquiring, constructing, reconstructing, improving, and expanding the Project; and administrative expenses. "Qualified Facilities" shall mean the buildings and other structural components of the facility to be constructed by or on behalf of Schwab or its Affiliates as part of Phase I of the Project; each of which constitutes a part of the Qualified Facilities and may be referred to as a "Qualified Facility." "Situs Sales Tax" shall mean the Town's receipts from the State Sales and Use Tax collected during construction, finish and equipping of the Qualified Facilities attributable to the purchase of taxable items or services. The Situs Sales Tax shall be limited to fifty percent (50%) of the 1% Sales and Use Taxes collected by the Town (excluding the 1/2 cent 4B Sales Taxes and the Town's 1/2 cent sales tax to lower property taxes) as a result of the construction, finish and equipping of the Qualified Facilities. The parties expressly acknowledge and agree that the sales and use tax receipts described herein are being used only as a measurement of the Town's payment of grants through the use of general funds. "State" shall mean the State of Texas and all taxing authorities thereof, including, without limitation, the Comptroller of Public Accounts of the State of Texas. General Provisions. A. The Qualified Facilities are not, and shall not be, an improvement project financed by tax increment bonds. B. The Land is not owned or leased by any member of the Town Council, any member of the Planning and Zoning Commission of the Town or any member of the governing body of taxing units with jurisdiction over the Land. Page 4 of 18 Resolution 16-26 Schwabv3.6.3.16 C. This Agreement is intended to comply with the requirements of the LGC and the Tax Code and is authorized by the Texas Property Redevelopment and Tax Abatement Act of the Texas Tax Code, Chapter 312, by Chapter 378 and Chapter 380 of the LGC, by the Economic Development Policy, the Tax Abatement Policy and by the resolution of the Town Council authorizing execution of this Agreement. The Town represents that it has due authority to enter into this Agreement and to take actions under the relevant laws cited herein. Section 2. Term. Unless earlier terminated as provided for in Section 4.D., this Agreement shall remain in full force and effect from the Effective Date until the expiration of the period during which Schwab is entitled to a real and personal property tax abatement under Section 9 or a grant under Section 12 and until any such final property tax abatement has been applied or any grant payment has been received by Schwab (the "Term"). The tax abatements, grants and other economic development incentives granted hereby to Schwab for the Qualified Facilities and the Project shall continue for the duration of the specified term and, once all applicable conditions specified herein have been fulfilled, shall not be lost through Force Majeure events or other circumstances beyond the reasonable control of Schwab or its Affiliates, except to the extent otherwise specified in Section 4 hereof. Section 3. Records and Inspections. A. Not later than February 15 of each year during the term of this Agreement, Schwab shall certify to the Town (i) the number of Jobs as of January 1 of such year, and (ii) if changed from the previous year, the aggregate number of gross square feet of office space contained in the Qualified Facilities as of January 1 of such year, as reasonably calculated by an architect selected by Schwab. B. The Town has the right to reasonable inspection of the Qualified Facilities and pertinent records of Schwab as necessary to verify compliance by Schwab with the provisions of this Agreement. Inspections shall be preceded by at least seventy-two (72) hours' notice by telephone to the head of the Qualified Facility or other person designated by Schwab, and may be attended by Schwab representatives. Such inspections shall not include any rights to access Schwab's computer systems. Inspections shall be conducted so as not to interfere with the business operations of Schwab and its Affiliates and shall comply with Schwab's security and safety standards and may, at Schwab's option, be held at a location in Denton County, Texas other than the Qualified Facility, except for compliance requirements that can only be inspected on site. The Town acknowledges and agrees that the work of constructing, installing, configuring, and operating the Qualified Facilities may be of a highly sensitive nature and, therefore, the Town agrees that it will not make any type of recording or photographic record of the interior of the facility and agrees to keep all information relating to its contents and operations confidential to the maximum extent allowed by law. Inspections will be limited to review of information reasonably necessary to verify Schwab's compliance with the requirements of this Agreement. The Town will attempt to Page 5 of 18 Resolution 16-26 Schwabv3.6.3.16 achieve all necessary compliance verification with one annual inspection trip; however, the Town may schedule additional inspections where determined necessary and with written explanation to Schwab as to the need for such additional inspections(s). C. Schwab shall also provide the Town, in a timely manner, reasonably satisfactory evidence of all sales and use taxes collected and/or paid by the Procurement Company, Schwab or its Affiliates, or any contractors or third parties acting on behalf of Schwab in connection with the construction, finish and equipping of the Qualified Facilities, in each case for which Schwab seeks a grant pursuant to Section 12 below. Section 4. Breach and Remedy; Termination. A. The occurrence of the following conditions shall constitute an event of default ("Event of Default") hereunder: (i) the Qualified Facilities for which Schwab or any of its Affiliates has received an abatement hereunder fail to satisfy the Minimum Threshold Eligibility Requirements at any time during the period commencing on January 1, 2022 through the expiration or earlier teiniination of the Term; or (ii) Schwab fails to comply with any of the material terms or conditions of this Agreement, and any such failure (hereinafter, a "breach") specified in either clause (i) or (ii), above, remains uncured for ninety (90) days following Schwab's receipt of written notice (the "Breach Notice") from the Town, delivered in accordance with Section 13 hereof, of the event and nature of such breach; provided, however, that if such breach is not reasonably susceptible of cure within such ninety (90) day period and Schwab has commenced and is continuing to pursue the cure of such breach, then after first advising the Town of such cure efforts, Schwab shall automatically receive an additional ninety (90) day period within which to cure such breach. The Town may authorize additional time to cure any such breach, but is not obligated to grant such additional time. Notwithstanding anything expressed or implied herein to the contrary, no Event of Default shall exist if the failure of Schwab to fully perform its obligations hereunder is the result of a Force Majeure event. Further time for cure of a breach by Schwab shall be extended by the reasonable time Schwab is delayed by a Force Majeure event. B. Upon the occurrence and during the continuation of any uncured Event of Default, the Town shall have the right to suspend the tax abatements and grants specified in Sections 9 and 12, hereof, pursuant to a notice (the "Suspension Notice") delivered in accordance with Section 13 hereof. In the event such Event of Default is not cured within any applicable cure period provided for in subsection A. above, upon the expiration of any such cure period, the Town may deliver a notice (the "Repayment Notice") delivered in accordance with Section 13 hereof requiring Schwab to pay, as liquidated damages, a sum equal to an amount not to exceed (i) the amount of all ad valorem taxes which were assessed against the Qualified Facilities and which would have been paid to the Town by Schwab or its Affiliates but for this Agreement, for each year in which Page 6 of 18 Resolution 16-26 Schwabv3.6.3.16 the Event of Default occurred and was continuing, without the benefit of abatement (after taking into account any applicable exemptions), and (ii) interest thereon charged at the rate of four and one-half percent (4.50%) per year and calculated for the period commencing on the date such taxes would have been delinquent and continuing through the date of payment of such liquidated damages. The calculation of liquidated damages shall not include any penalties or late charges. Such liquidated damages shall be due and payable to the Town within thirty (30) days of the receipt by Schwab of the Repayment Notice. If the Town delivers a Suspension Notice pursuant to this Section 4, then Schwab shall thereafter have no right to receive the tax abatements and grants specified in Sections 9 and 12 unless and until Schwab has cured the breach or breaches specified in the Breach Notice. C. Notwithstanding the foregoing or anything in this Agreement to the contrary, if at any time during the Term Schwab determines that it cannot comply with the terms of this Agreement, Schwab will have the opportunity to present a full and complete explanation of the reasons for the failure to comply along with Schwab's plans to achieve compliance or reasons that compliance cannot be achieved. Upon receipt of such explanation, the Town may, at its sole discretion, agree to work with Schwab to develop a mutually agreeable amendment to this Agreement with which Schwab can comply, or exercise the Town's rights as provided in this Section 4. D. The remedies of Town provided herein are exclusive; all other remedies of Town including, without limitation, the remedy of specific performance or the right to seek any damages other than the liquidated damages specified above, being hereby waived. E. This Agreement shall terminate upon the expiration of the Term, or earlier as follows: (a) By Schwab, immediately upon written notice to the Town, if the Town fails to pay any grant within the applicable time period provided under this Agreement; and (b) Immediately upon written notice from Schwab to the Town, upon any breach by the Town of its obligations under Section 16 hereof with respect to Confidential Tax Information. (c) By the Town as a result of an uncured Event of Default by Schwab by delivery of written notice to Schwab after the expiration of any applicable cure periods set forth in Section 4.A. Section 5. Payment to the Town for the Benefit of Westlake Academy and Consulting Fees Schwab (or one of its Affiliates) shall make a $500,000 contribution (the "Contribution") to the Town for capital improvements to Westlake Academy. The Contribution shall be due and Page 7 of 18 Resolution 16-26 Schwabv3.6.3.16 payable to the Town upon the approval of the final plat for the Project by the Town Council and prior to the filing of the Final Plat in Denton County. The Contribution is a one-time, non- refundable Contribution. In addition, Schwab (or one of its Affiliates) shall pay the Town $10,000 for consulting fees incurred by the Town to prepare this Agreement. The $10,000 payment shall be due and payable to the Town within 30 days of the Effective Date of this Agreement. Section 6. Sale, Assignment or Lease of Property. Schwab shall have the right, without the Town's consent, to transfer, convey or lease all or any portion of the Land, the Project or the Qualified Facilities to one or more of its Affiliates and, in connection therewith, to assign to such Affiliates all or any portion of Schwab's rights and obligations under this Agreement, provided that each assignee assumes the applicable terms and conditions of this Agreement. All other assignments of all or any portion of Schwab's rights and obligations under this Agreement shall require the prior approval of the Council. Schwab shall notify the Town pursuant to Section 13 of any proposed assignment requiring the Council's approval at least fifteen (15) days prior to the proposed effective date of such assignment. The approval of the Council of such assignment shall not be unreasonably withheld. Section 7. Permitting Process. A. The Town agrees that any permit or application submitted in connection with the Qualified Facilities that requires action by the Town, including, but not limited to, applications for: (a) zoning; (b) site plan and plat approval; (c) building permits; (d) certificates of occupancy; and (e) water, sewer and/or drainage improvements or connections shall be entitled to priority and shall be reviewed and approved as expeditiously as possible. Section 8. Mutual Assistance. The Town hereby agrees to cooperate with Schwab and its Affiliates in filing, whether solely or in conjunction with other parties, appropriate applications with county, state or federal agencies for grants, loans or other economic, non -economic, and infrastructure cost assistance, to benefit the Project, if requested by Schwab. Section 9. Tax Abatement. A. The Town hereby agrees to a ten (10) year tax abatement of all real and personal property ad valorem taxes which may hereafter be assessed by the Town and Page 8 of 18 Resolution 16-26 Schwabv3.6.3.16 which may be abated under Ch. 312 of the Tax Code (or any successor statute) beginning with the first year following issuance of a Certificate of Occupancy for the Qualified Facilities and terminating ten (10) years following the first year real and personal property ad valorem taxes are levied on the Qualified Facility. The amount of Tax Abatement shall begin at 100% for the first year and decrease by 10% each subsequent year until the expiration of the Term as follows: Year 1 100% Year 2 90% Year 3 80% Year 4 70% Year 5 60% Year 6 50% Year 7 40% Year 8 30% Year 9 20% Year 10 10% Section 10. Right of Protest. A. Schwab and its Affiliates shall have the right to protest, contest or litigate: (a) any assessment of the value of the Project by any appraisal district which appraises real or personal property on all or any part of the Project; and, (b) any tax imposed on the Project by any taxing authority. The tax abatement (or, if applicable, the grants) provided for herein shall be applied to the amount of taxes finally determined to be due as a result of any such protest, contest or litigation. B. Except as expressly provided, this Agreement shall not be construed to in any way modify or limit Schwab's or any of its Affiliates' right to protest, contest or litigate any and all impact fees, ad valorem taxes or any other taxes, fees or charges which may be levied or assessed by the Town or any other entity on the Project or Schwab's or any of its Affiliates' operations at the Project. Notwithstanding the foregoing, in the absence of either a casualty to the Qualified Facilities or a reduction in average property value in the Town (as measured against the average property value in the Town as of the date of this Agreement) of 25% or greater, any protest of ad valorem taxes by Schwab or its Affiliates after the completion of Phase I resulting in an appraised value for the Qualified Facilities of less than $85,000,000 shall constitute an Event of Default. Section 11. Annual Application for Tax Exemption. It shall be the responsibility of Schwab, pursuant to Section 11.43 of the Tax Code to file an annual exemption application form with the chief appraiser for each appraisal district in which the Project has situs. Page 9 of 18 Resolution 16-26 Schwabv3.6.3.16 Section 12. Chapter 380 Grant Based Upon Sales/Use Taxes Sitused in Westlake for Construction and Finish. A. During the Term of this Agreement, Schwab, subject to applicable laws of the State of Texas and rules, regulations and guidelines adopted by the Texas State Comptroller, may choose to situs all purchases related to the construction and finish of the Qualified Facilities in the Town of Westlake for the purpose of computing sales taxes ("the Situs Sales Taxes"). Pursuant to the authority granted by Chapter 380 of the LGC, the Town will reimburse fifty percent (50%) of the 1% Sales and Use Taxes collected by the Town (excluding the 1/2 cent 4B Sales Taxes and the Town's 1/2 cent sales tax to lower property taxes) on Situs Sales Taxes collected for the Qualified Facilities. It shall be incumbent upon Schwab to obtain necessary permits from the State Comptroller and verify Situs Sales Taxes to the Town. Schwab shall use good faith efforts to manage all relevant costs related to the Qualified Facilities to maximize, to the extent practicable and reasonable for Schwab, the amount of Situs Sales Taxes collected by the Town in accordance with all applicable law. B. The sales/use tax grants made hereunder shall be paid solely from lawfully available funds that have been appropriated by the Town. The Town will ensure that the amount of funds appropriated is sufficient to ensure the payment of grants in the amount identified in subsection 12.A. above. Under no circumstances shall the Town's obligations hereunder be deemed to create any debt within the meaning of any constitutional or statutory provision. C. All grants referenced herein shall be paid quarterly to Schwab within sixty (60) days following the end of the calendar quarter in which the relevant Situs Sales Tax sales tax receipts were received by the Town. The amount to be granted shall be determined based on the relevant Situs Sales Tax sales tax receipts received by the Town pertaining to the Project, by or on behalf of Schwab or its Affiliates. Section 13. Notice. Any notice, demand, or other communication required to be given or to be served upon any party hereunder, shall be void and of no effect unless given in accordance with the provisions of this Section. All notices shall be in writing and shall be delivered personally or sent by overnight courier service, by certified or registered mail, postage pre -paid, or by facsimile transmission and shall be deemed received, in the case of personal delivery, when delivered, in the case of overnight courier service, on the next business day after delivery to such service, in the case of mailing, on the third day after mailing (or, if such day is a day on which deliveries of mail are not made, on the next succeeding day on which deliveries of mail are made) and, in the case of facsimile transmission, upon transmittal. All notices, demands and other communications shall be given to the parties hereto at the following addresses: Schwab: Charles Schwab & Co., Inc. 211 Main Street Page 10 of 18 Resolution 16-26 Schwabv3.6.3.16 San Francisco, CA 94105 Attn: Glenn Cooper Senior Vice President of Corporate Real Estate With Copies to: Town: Tom Brymer Town Manager Town of Westlake 3 Village Circle, Suite 202 Westlake, Texas 76262 With copy to: L. Stanton Lowry Boyle & Lowry L.L.P. 4201 Wingren, Ste. 108 Irving, Texas 75062 Each party may change the address to which notice may be sent to that party by giving notice of such change to the other parties in accordance with the provisions of this Agreement. Section 14. Town Authorization. This Agreement was authorized by resolution of the Council that was approved by the affirmative vote of a majority of the Council at its regularly scheduled Council meeting on the th day of i n{ , 2016, authorizing the Town Manager to execute this Agreement on behalf of the Town. Town represents and warrants to Schwab that Town may lawfully perform its obligations under this Agreement. Section 15. Schwab Authorization. The individual executing this Agreement on behalf of Schwab represents to the Town that all appropriate and necessary action has been taken to authorize such individual to do so for and on behalf of the party for which his or her signature appears, that there are no other parties or Page 11 of 18 Resolution 16-26 Schwabv3.6.3.16 entities required to execute this Agreement in order for the same to be an authorized and binding agreement, and that such authorization is valid and effective on the date hereof. Section 16. Confidentiality. Except as disclosure is required by law, the Town agrees to keep all non-public information and documentation relating to Schwab or its Affiliates that it obtains in connection with this Agreement (the "Confidential Tax Information") confidential. The Town will only provide access to the Confidential Tax Information to its employees on a "need -to -know" basis. The Town will use the Confidential Tax Information solely for the purposes of determining the respective amount of each grant and for no other purpose, and the Town will not, without Schwab's prior written authorization: (a) disclose to any other person, use or exploit the Confidential Tax Information (other than as expressly permitted above) or (b) discuss Schwab or its affairs with any person other than Schwab's representatives. The Town's obligations under this Section 16 shall survive the termination of this Agreement. Notwithstanding the above, the Town and Schwab expressly understand and agree that should any third party request the Confidential Tax Information pursuant to the Texas Public Information Act, the Town's sole responsibility shall be to seek a written determination from the Texas Attorney General as to whether any or all of the Confidential Tax Information must be released as a public record; provided, however, that in the event such written determination requires disclosure of Confidential Tax Information, the Town shall provide immediate notice to Schwab and an opportunity to appeal such determination prior to disclosure. Section 17. Severability. In case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect any other provision hereof, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. Section 18. Estoppel Certificate. Any party hereto may request an estoppel certificate from another party hereto so long as the certificate is requested in connection with a bona fide business purpose, and each party agrees to promptly execute and deliver any estoppel certificate requested pursuant to this Section. The certificate, which will upon request be addressed to Schwab, or a lessee, purchaser or assignee of Schwab, shall include, but not necessarily be limited to, statements (qualified to the best knowledge of the party providing the estoppel) that this Agreement is in full force and effect without default (or if a default exists, the nature of such default and any curative action which should be undertaken to cure same), the remaining term of this Agreement, and such other matters reasonably requested by the party(ies) to receive the certificate. Any such certificate on behalf of the Town shall be executed by the Mayor of the Town. Section 19. Dispute Resolution. In the event of a dispute under this Agreement between the parties to this Agreement that could result in litigation, as a condition precedent to filing any lawsuit, the parties agree to mediate any such dispute with the Denton County Alternative Dispute Resolution Program. Page 12 of 18 Resolution 16-26 Schwabv3.6.3.16 Unless all parties are satisfied with the result of the mediation, the mediation will not constitute a final and binding resolution of the dispute. All communications within the scope of the mediation shall remain confidential as described in Texas Civil Remedies and Practice Code, Section 154.073, unless all parties agree, in writing, to waive such confidentiality. Section 20. Applicable Law. This Agreement shall be construed under the laws and court decisions of the State of Texas. Venue for any action under this Agreement shall be the State District Court of Denton County, Texas. This Agreement is performable in Denton County, Texas. Section 21. Recordation of Agreement. A copy of this Agreement in recordable form may be recorded by either party in the Real Property Records of Denton County, Texas. Section 22. Entire Agreement. This Agreement constitutes the entire agreement between the parties regarding the subject matter contained herein, supersedes any prior understanding or written or oral tax abatement agreements or representations between the parties regarding the matters contained herein, and can be modified only by a written instrument subscribed to by both parties. This Agreement may be executed in multiple counterparts, each of which shall be considered an original for all purposes. Section 23. Successors and Assigns. Subject to the provisions of Section 6 hereof, this Agreement shall be binding on, and shall inure to the benefit of, the legal representatives, successors and assigns of the Town and Schwab. Section 24. Further Assurances. The Town and Schwab shall timely take all actions reasonably necessary and/or appropriate to carry out the terms and provisions of this Agreement, and to aid and assist each other in carrying out the turns and provisions of this Agreement to allow for the full development of the Project. (SIGNATURE PAGES FOLLOW) Page 13 of 18 Resolution 16-26 Schwabv3.6.3.16 EXECUTED to be effective as of the date first set forth above. ATTEST: By: TOWN OF WESTLAKE, TEXAS, a municipal corporation By: Name: Thomas E. B ;tie: Town Manager Kelly Edw.2o s, Town Secretary APPROVED .: TO .. Stan y Town Attorney CHARLES SCHWAB & CO., INC., a California Corporation By: Name: Title: ►Tb (f'PbAJt CS KINROSS PARKWAY, LLC, a Delaware limited liability company Title: Senior Vice President Page 14 of 18 Resolution 16-26 Schwabv3.6.3.16 STATE OF TEXAS COUNTY —cal 4 r This instrument was acknowledged before me on -ax 14 , 2016, by Thomas E. Brymer, Town Manager of the Town of Westlake, Texas, a municipal corporation, on behalf of said municipal corporation. STATE OF COUNTY KELLY EDWARDS Notary Public STATE OF TEXAS nC1 Notary ublic (JY and for the State of Texas Kelly Edwards Printed/Typed Name of Notary My Commission Expires: `2 ( 0-5 \ t s instrume t was acknowledged before me on fl€- �" l , 2016, by v`t , in his/her capacity as a partner/principal of Schwab, on behalf of said partnership. CHARLES G. PRICE II COMM. AI 2144599 -1 NOTARY PUBLIC •CALIFORNIA () SAN FRANCISCO COUNTY C) My Commission Expires February 29. 2020 otary Public in and for the State of nke5 6 t1) a°c. c J�, N f -k FL4Llic Printed/Typed Name of Notary My Commission Expires: Z/Z`��Ze�Z Page 15 of 18 Resolution 16-26 Schwabv3.6.3.16 ASPHALTBRIDGE BARBED WIREBARBED WIRE BAR BED WIREBARBED WIRE BARBED WIRE PIPE FENCE O.P.R.D.C.T.INST.# 2009-55583PARCEL #1HW 2421 LAND LP O.P.R.D.C.T.INST.# 2009-55583PARCEL #1HW 2421 LAND LP O.P.R.T.C.T.INST.# D208308067MARGARET B. LEE O.P.R.T.C.T.INST.# D208308067MITCHELL TRACTMARGARET B. LEE L8 C3 L9 C4 L10 L11 L12 C5 C6L13 L14 C7 L15 N89°54'09"W 898.42'C8 L16 N56°49'26"W 588.39'N33°22'07"E 820.87'∆=56°55'10" L=462.94' R=466.00' 444.14' CH=N61°49'43"E N89°59'49"E 2125.72' C9 C1S00°07'09"E 245.16'L5 C2 L6 L7 O.P.R.D.C.T. INST.# 98-R0118649 WESTLAKE RETAIL ASSOCIATES, LTD O.P.R.T.C.T.INST.# D208308067BASS TRACTMARGARET B. LEEO.P.R.D.C.T. INST.# 98-R0118649 WESTLAKE RETAIL ASSOCIATES, LTD O.P.R.D.C.T. Vol. 4247, Pg. 2883 15' Hike & Bike Trail Easement O.P.R.D.C.T. Vol. 4247, Pg. 2883 Trail Construction Easement 40' Temporary Hike & Bike O.P.R.D.C.T. Vol. 4247, Pg. 2899 Construction Easement 200' Temporary Lake O.P.R.D.C.T. Vol. 4247, Pg. 2908 Tract 2 20' Public Utility Easement O.P.R.D.C.T. Vol. 4247, Pg. 2908 Tract 1 20' Public Utility Easement O.P.R.D.C.T. Vol. 4247, Pg. 2908 40' Public Utility Easement LAKE AREA CALLED 10.021 ACRE TRACT VOLUME 4247, PG. 2837 C.R.D.C.T. Landscape & Sign Monument Easement Vol. 4247, Pg. 2837 C.R.D.C.T. 15' SOUTHWESTERN BELL TELEPHONE COMPANY EASEMENT (EXHIBIT B) VOLUME 3144, PG. 359 C.R.D.C.T. O.P.R.T.C.T.INST.# D208013338TOWN OF WEST LAKE L3L 2N17°25'31"E 366.58'N 72°34'29"W 438.03' S17°25'21"W 287.34' L1L4 APPROXIMATE SURVEY LINEAPPROXIMATE SURVEY LINENO. 1565 ABSTRACT SURVEYJ. BACON APPROXIMATE SURVEY LINE TARRANT CO. ABSTRACT. NO. 593 JESSE GIBSON SURVEY ABSTRACT NO. 492 - TARRANT CO. ABSTRACT NO. 393 - DENTON CO. RICHARD EADS SURVEY ABSTRACT NO. 1154 JESSE SUTTON SURVEY S tate H ighw ay 114(a v ariab le w id th righ t-o f-w ay )State Highway170 (A VARIABLE W IDTH RIGHT-OF-W AY) Approximate 100-year Flood Plain digitized from Flood Insurance Rate Map#48121C0655G Rev. April 18, 2011APPROXIMATE SURVEY LINE3,141,495 Sq. Ft. 72.119 Acres 152,460 Sq.Ft. 3.500 Acres MONUMENT CONCRETE MONUMENT CONCRETE MONUMENT CONCRETE MONUMENT CONCRETE MONUMENT CONCRETE MONUMENT CONCRETE EDGE OF WATER EDGE OF WATER IRON ROD FOUND N56°49'26"W 335.24'N72°34'29"W 477.16'72.119 Acres Point of Commencing 3.500 Acres POINT OF BEGINNING 72.110 Acres POINT OF BEGINNING Line Table Line # L1 L2 L3 L4 L5 L6 L7 L8 L9 L10 L11 L12 L13 L14 L15 L16 Length 42.79 61.55 317.59 57.12 127.87 78.72 25.20 194.11 16.72 11.14 49.98 170.26 12.08 32.96 45.96 147.59 Direction S75°23'25"E S75°16'22"E S67°10'21"E S00°31'47"E S89°27'07"W S89°27'07"W S00°32'53"E S89°27'07"W N89°27'07"E S89°27'07"W N00°32'53"W S89°27'07"W S50°57'18"W S89°27'07"W S00°32'53"E N41°18'25"W Curve Table Curve # C1 C2 C3 C4 C5 C6 C7 C8 C9 Delta 17°32'30" 79°36'02" 60°21'43" 10°47'26" 90°00'00" 67°31'55" 90°00'00" 3°55'08" 35°28'51" Radius 2560.00' 211.21' 194.92' 179.93' 30.00' 408.29' 30.00' 1882.50' 238.00' Length 783.77' 293.43' 205.35' 33.89' 47.12' 481.23' 47.12' 128.76' 147.38' BEARING S08°39'06"W S89°27'07"W N60°53'56"W N28°08'22"W S44°27'07"W S33°13'04"W S44°27'07"W S88°08'17"W N72°28'35"E DISTANCE 780.71' 270.40' 195.99' 33.84' 42.43' 453.86' 42.43' 128.73' 145.04' A Boundary Survey of ACRES 72.119 & 3.500 12/20/2015 8:53 PM 12/20/2015 12:49 PM TODD BRIDGES PLOTTED BYG:\JOB\HWA15032_BLIZZARD\SUR\HWA15032_BN_TODD.DWGDWG NAME: OF SHEETS SHEETRevisions:TBPLS Firm Reg. No. 10177700Date:Checked By:Drawn By:Job #:Copyright c 2015 Peloton Land Solutions, Inc.12-21-2015TBRIDGESSRAMSEYHWA 15032Date: Todd A. Bridges, RPLS 4940 upon as a final survey document”22 TAC 663.18C any purpose and shall not be used or viewed or relied “Preliminary, this document shall not be recorded for DENTON COUNTY, TEXAS J. BACON SURVEY, ABSTRACT NUMBER 1565, JESSE SUTTON SURVEY, ABSTRACT 1154 AND THE RICHARD EADS SURVEY ABSTRACT NUMBER 393, OF LAND SITUATED IN THE 0 200 400 GRAPHIC SCALE IN FEET 100 VICINITY MAP SITE N.T.S. N SONORA V ILL A G E T R A IL Cemetery MAIN REED PECANTURNEROTTINGER OAKMONTOddfellows Turner LakeWALNUT170 114 SUBJECT PROPERTY. (BLANKET IN NATURE) (ITEM 10j) VOLUME 4247, PAGE 2869 OF THE COUNTY RECORDS, DENTON COUNTY, TEXAS AFFECTS THE CONTAINED IN SPECIAL WARRANTY DEEDS RECORDED IN VOLUME 4247, PAGE 2876 AND 12.RESERVATION OF ALL OIL, GAS AND OTHER MINERALS, WITH WAIVER OF SURFACE RIGHTS, THE SUBJECT TRACT. (BLANKET IN NATURE) (ITEM 10i) VOLUME 4247, PAGE 2837 OF THE COUNTY RECORDS, DENTON COUNTY, TEXAS, AFFECTS 11.TERMS, PROVISIONS, CONDITIONS, OBLIGATIONS, ASSESSMENTS AND LIENS RECORDED IN DENTON COUNTY, TEXAS, AFFECTS THE SUBJECT TRACT. (BLANKET IN NATURE) (ITEM 10h) 10.AGRICULTURAL LEASE RECORDED IN VOLUME 4247, PAGE 2920 OF THE COUNTY RECORDS, (ITEM 10g) THE COUNTY RECORDS, DENTON COUNTY, TEXAS, AFFECTS THE SUBJECT TRACT AS SHOWN. UNDERGROUND UTILITY EASEMENT AGREEMENT RECORDED IN VOLUME 4247, PAGE 2908 OF 9. SHOWN. (ITEM 10f) 2899 OF THE COUNTY RECORDS, DENTON COUNTY, TEXAS, AFFECTS THE SUBJECT TRACT AS TEMPORARY LAKE CONSTRUCTION EASEMENT AGREEMENT RECORDED IN VOLUME 4247, PAGE 8. THE SUBJECT TRACT AS SHOWN. (ITEM 10e) IN VOLUME 4247, PAGE 2883 OF THE COUNTY RECORDS, DENTON COUNTY, TEXAS, AFFECTS HIKE & BIKE TRAIL CONSTRUCTION, EASEMENT AND REIMBURSEMENT AGREEMENT RECORDED 7. SHOWN. (ITEM 10d) 359 OF THE COUNTY RECORDS, DENTON COUNTY, TEXAS, AFFECTS THE SUBJECT TRACT AS EASEMENT TO SOUTHWESTERN BELL TELEPHONE COMPANY RECORDED IN VOLUME 3144, PAGE 6. AFFECT THE SUBJECT TRACT AS SHOWN. (ITEM 1) RECORDED IN CC# 95-R0029595 OF THE COUNTY RECORDS, DENTON COUNTY, TEXAS, DENTON COUNTY, TEXAS, AFFECT THE SUBJECT TRACT AS SHOWN. RESTRICTIVE COVENANTS RESTRICTIVE COVENANTS RECORDED IN VOLUME 4247, PAGE 2837 OF THE COUNTY RECORDS, 5. SURVEYOR ASSUMES NO LIABILITY FOR THAT MAP. FLOOD INSURANCE RATE MAP NUMBER 48121C0655 G REVISED DATE OF APRIL 18, 2011. THE 100 YEAR FLOOD PLAIN LINE DOES AFFECT SUBJECT TRACT AS DETERMINED FROM DIGITIZED 4. UNLESS OTHERWISE NOTED. ”PELOTON“ALL CORNERS SET ARE 5/8 INCH IRON RODS WITH PLASTIC CAP STAMPED 3. 4202, NAD83. BASIS OF BEARINGS IS THE TEXAS COORDINATE SYSTEM, TEXAS NORTH CENTRAL ZONE, 2. RELIED ON FOR EASEMENTS AND OTHER MATTERS OF RECORD. 1002-171131-RTT, AND HAVING AN EFFECTIVE DATE OF NOVEMBER 15, 2015 AND WAS ISSUED BY FIRST AMERICAN TITLE INSURANCE COMPANY UNDER GF NUMBER THIS SURVEY WAS PERFORMED WITH THE BENEFIT OF A COMMITMENT OF THE INSURANCE 1. NOTES:5751 KROGER DR. STE. 185 KELLER, TX 76244 817-562-3350SIGN TELEPHONE PEDESTAL POWER POLE GUIDE WIRE WATER MANHOLE BURIED CABLE MARKER/TELEPHONE TELEPHONE MANHOLE PIPELINE MARKER LIGHT POLE SIGNAL BOX GAS MANHOLE SIGNAL POLE SERVICE POLE A Boundary of72.119 & 3.500 ACRES1154 AND THE J. BACON SURVEY, ABSTRACT NUMBER 1565, DENTON COUNTY, TEXASRICHARD EADS SURVEY ABSTRACT NUMBER 393, JESSE SUTTON SURVEY, ABSTRACT OF LAND SITUATED IN THE LEGEND E, 57.12 TO THE POINT OF BEGINNING AND CONTAINING 152,460 SQUARE FEET OR 3.500 ACRES MORE OR LESS.”THENCE S 00°31'47 E, 317.59 FEET, TO A TEXAS HIGHWAY DEPARTMENT MONUMENT FOUND;”THENCE S 67°10'21 E, 61.55 FEET, TO A TEXAS HIGHWAY DEPARTMENT MONUMENT FOUND;”THENCE S 75°16'22 E, 42.79 FEET, TO A TEXAS HIGHWAY DEPARTMENT MONUMENT FOUND;”THENCE S 75°23'25 SET;”PELOTON“ E, 366.58 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE N 17°25'31 SET;”PELOTON“ W, 428.03 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE N 72°34'29 SET;”PELOTON“ W, 287.34 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE S 17°25'21 SET;”PELOTON“ E, 42.79 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE S 75°23'25 VARIABLE WIDTH RIGHT-OF-WAY); BEGINNING AT A TEXAS HIGHWAY DEPARTMENT MONUMENT FOUND IN THE SOUTHERLY RIGHT-OF-WAY LINE OF STATE HIGHWAY 170 (A RECORDS DENTON COUNTY, TEXAS AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: OF LAND DESCRIBED BY DEED TO WESTLAKE RETAIL ASSOCIATES, LTD. RECORDED IN INSTRUMENT NUMBER 98-R0118649, OFFICIAL PUBLIC ABSTRACT NUMBER 1154, AND THE J. BACON SURVEY, ABSTRACT NUMBER 1565, DENTON COUNTY, TEXAS AND BEING PART OF THAT TRACT BEING A CERTAIN TRACT OF LAND SITUATED IN THE RICHARD EADS SURVEY, ABSTRACT NUMBER 393, THE JESSE SUTTON SURVEY, DESCRIPTION 3.500 ACRES ACRES MORE OR LESS. E, 145.04 TO THE POINT OF BEGINNING AND CONTAINING 3,141,495 SQUARE FEET OR 72.12 ”238.00 FEET, LONG CHORD WHICH BEARS N 72°28'35 , HAVING A RADIUS OF ”THENCE WITH SAID CURVE TO THE LEFT, AN ARC DISTANCE OF 147.38 FEET, THROUGH A CENTRAL ANGLE OF 35°28'51 LEFT; SET FOR THE BEGINNING OF A CURVE TO THE ”PELOTON“ E, 2125.72 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE N 89°59'49 SET;”PELOTON“ E, 444.14 TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”466.00 FEET, LONG CHORD WHICH BEARS N 61°49'43 , HAVING A RADIUS OF ”THENCE WITH SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 462.94 FEET, THROUGH A CENTRAL ANGLE OF 56°55'10 RIGHT; SET FOR THE BEGINNING OF A CURVE TO THE ”PELOTON“ E, 820.87 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE N 33°22'07 SET;”PELOTON“ W, 588.39 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE N 56°49'26 SET;”PELOTON“ W, 147.59 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE N 41°18'25 SET;”PELOTON“ W, 128.73 TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”1882.50 FEET, LONG CHORD WHICH BEARS S 88°08'17 , HAVING A RADIUS OF ”THENCE WITH SAID CURVE TO THE LEFT, AN ARC DISTANCE OF 128.76 FEET, THROUGH A CENTRAL ANGLE OF 03°55'08 LEFT; SET FOR THE BEGINNING OF A CURVE TO THE ”PELOTON“ W, 898.42 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE N 89°54'09 SET;”PELOTON“ W, 45.96 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE S 00°32'53 SET;”PELOTON“ E, 42.43 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”30.00 FEET, LONG CHORD WHICH BEARS S 44°27'07 , HAVING A RADIUS OF ”THENCE WITH SAID CURVE TO THE LEFT, AN ARC DISTANCE OF 47.12 FEET, THROUGH A CENTRAL ANGLE OF 90°00'00 LEFT; SET FOR THE BEGINNING OF A CURVE TO THE ”PELOTON“ W, 32.96 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE S 89°27'07 SET;”PELOTON“ W, 12.08 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE S 50°57'18 SET;”PELOTON“ W, 453.86 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”408.29 FEET, LONG CHORD WHICH BEARS S 33°13'04 , HAVING A RADIUS OF ”THENCE WITH SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 481.23 FEET, THROUGH A CENTRAL ANGLE OF 67°31'55 BEGINNING OF A CURVE TO THE RIGHT; SET FOR THE ”PELOTON“ E, 42.43 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”30.00 FEET, LONG CHORD WHICH BEARS S 44°27'07 , HAVING A RADIUS OF ”THENCE WITH SAID CURVE TO THE LEFT, AN ARC DISTANCE OF 47.12 FEET, THROUGH A CENTRAL ANGLE OF 90°00'00 LEFT; SET FOR THE BEGINNING OF A CURVE TO THE ”PELOTON“ W, 170.26 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE S 89°27'07 SET;”PELOTON“ W, 49.98 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE N 00°32'53 SET;”PELOTON“ W, 11.14 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE S 89°27'07 SET;”PELOTON“ E, 33.84 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”179.93 FEET, LONG CHORD WHICH BEARS N 28°08'22 , HAVING A RADIUS OF ”THENCE WITH SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 33.89 FEET, THROUGH A CENTRAL ANGLE OF 10°47'26 RIGHT; SET FOR THE BEGINNING OF A CURVE TO THE ”PELOTON“ E, 16.72 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE N 89°27'07 SET;”PELOTON“ E, 195.99 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”194.92 FEET, LONG CHORD WHICH BEARS N 60°53'56 , HAVING A RADIUS OF ”THENCE WITH SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 205.35 FEET, THROUGH A CENTRAL ANGLE OF 60°21'43 RIGHT, SET FOR THE BEGINNING OF A CURVE TO THE ”PELOTON“ W, 194.11 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE S 89°27'07 SET;”PELOTON“ E, 25.20 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE S 00°32'53 SET;”PELOTON“ W, 78.72 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE S 89°27'07 SET;”PELOTON“ E, 270.40 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”211.21 FEET, LONG CHORD WHICH BEARS S 89°27'07 , HAVING A RADIUS OF ”THENCE WITH SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 293.43 FEET, THROUGH A CENTRAL ANGLE OF 79°36'02 RIGHT; SET FOR THE BEGINNING OF A CURVE TO THE ”PELOTON“ W, 127.87 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE S 89°27'07 SET;”PELOTON“ E, 245.16 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE S 00°07'09 SET;”PELOTON“ W, 780.71 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”2560.00 FEET, LONG CHORD WHICH BEARS S 08°39'06 , HAVING A RADIUS OF ”THENCE WITH SAID CURVE TO THE LEFT, AN ARC DISTANCE OF 783.77 FEET, THROUGH A CENTRAL ANGLE OF 17°32'30 BEGINNING OF A CURVE TO THE LEFT; SET FOR THE POINT OF BEGINNING FOR THE ”PELOTON“ W, 477.17 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE S 17°25'21 SET;”PELOTON“ E, 42.79 FEET, TO A 5/8 INCH IRON ROD WITH CAP STAMPED ”THENCE S 75°23'25 VARIABLE WIDTH RIGHT-OF-WAY); COMMENCING AT A TEXAS HIGHWAY DEPARTMENT MONUMENT FOUND IN THE SOUTHERLY RIGHT-OF-WAY LINE OF STATE HIGHWAY 170 (A COUNTY, TEXAS AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: DESCRIBED BY DEED TO WESTLAKE RETAIL ASSOCIATES, LTD. RECORDED IN INSTRUMENT NUMBER 98-R0118649, OFFICIAL PUBLIC RECORDS DENTON NUMBER 1154, AND THE J. BACON SURVEY, ABSTRACT NUMBER 1565, DENTON COUNTY, TEXAS AND BEING PART OF THAT TRACT OF LAND BEING A CERTAIN TRACT OF LAND SITUATED IN THE RICHARD EADS SURVEY, ABSTRACT NUMBER 393, THE JESSE SUTTON SURVEY, ABSTRACT DESCRIPTION 72.119 ACRES N Resoltuion 16-26 T12 611 10 ASPHALT BRIDGE BARBED WIRE BAR BED WIRE PIPE FENCE APPROXIMATE SURVEY LINEDENTON COUNTY TARRANT COUNTY APPROXIMATE COUNTY LINE O.P.R.D.C.T. Vol. 4247, Pg. 2883 15' Hike & Bike Trail Easement O.P.R.D.C.T. Vol. 4247, Pg. 2883 Trail Construction Easement 40' Temporary Hike & Bike O.P.R.D.C.T. Vol. 4247, Pg. 2899 Construction Easement 200' Temporary Lake O.P.R.D.C.T. Vol. 4247, Pg. 2908 Tract 2 20' Public Utility Easement O.P.R.D.C.T.Inst.# 2009-55583Parcel #1Hw 2421 Land Lp O.P.R.T.C.T.Inst.# D208308067Margaret B. Lee N E S W O.P.R.T.C.T.Inst.# D206256955Tract 2Town of West Lake G:\JOB\HWA15032_Blizzard\Sur\HWA15032_bn2.dgn1/18/201611:10:03 PMOF SHEETS SHEETRevisions:TBPLS Firm Reg. No. 10177700Date:Checked By:Drawn By:Job #:Copyright c 2016 Peloton Land Solutions, Inc.Default5751 KROGER DR. STE. 185 KELLER, TX 76244 817-562-3350ABSTRACT NO. 393 RICHARD EADS SURVEY O.P.R.T.C.T.Inst.# D208013338Town of West Lake Map no. 48121C0655G, Revised April 18, 2011 digitized from Flood Insurance Rate Map Approximate 100 Year Floodplain VICINITY MAP N.T.S. OTTI N GE R Cemetery Oddfellows Turner Lake T R A IL V ILL AG ESONORA OAKMONTTURNERMAIN TRAIL LAKEsite 170 114 GRAPHIC SCALE IN FEET 100 200 3000 IRS IRS 1.802 Ac. EDGE OF WATER EDGE OF WATER IRSIRS IRSIRS IRS IRS IRS IRSIRS IRS ABSTRACT NUMBER 393,DENTON COUNTY, TEXASOF LAND SITUATED IN THE RICHARD EADS SURVEY, A BOUNDARY SURVEY OFIRS O.P.R.D.C.T.Inst.# 98-R0118649Associates, LTDWestlake Retail L1 C1 L2 L3 L4 C2 C3 C4 C5L5 L6 L7 L8 L9 L10 HWA15032SRAMSEYTBRIDGES1/18/2016SIGNAL POLE SIGNAL BOX GAS MANHOLE GUIDE WIRE SERVICE POLE POWER POLE LIGHT POLE PIPELINE MARKER WATER MANHOLE BURIED CABLE MARKER / TELEPHONE TELEPHONE MANHOLE TELEPHONE PEDESTAL SIGN Legend Commencing Point of Beginning Point of O.P.R.D.C.T. Inst.# 2009-55583 Parcel #1 HW 2421 Land LP O.P.R.D.C.T.Inst.# 2009-55583Parcel #1HW 2421 Land LP O.P.R.D.C.T. Inst.# 2009-55583 Parcel #1 HW 2421 Land LP Lake Area Vol. 4247, Pg. 2837 O.P.R.D.C.T. ABSTRACT NO. 1154 JESSE SUTTON SURVEY (BLANKET IN NATURE) (ITEM 10j) COUNTY RECORDS, DENTON COUNTY, TEXAS AFFECTS THE SUBJECT PROPERTY. IN VOLUME 4247, PAGE 2876 AND VOLUME 4247, PAGE 2869 OF THE OF SURFACE RIGHTS, CONTAINED IN SPECIAL WARRANTY DEEDS RECORDED 8. RESERVATION OF ALL OIL, GAS AND OTHER MINERALS, WITH WAIVER NATURE) (ITEM 10i) DENTON COUNTY, TEXAS, AFFECTS THE SUBJECT TRACT. (BLANKET IN LIENS RECORDED IN VOLUME 4247, PAGE 2837 OF THE COUNTY RECORDS, 7. TERMS, PROVISIONS, CONDITIONS, OBLIGATIONS, ASSESSMENTS AND TRACT. (BLANKET IN NATURE) (ITEM 10h) THE COUNTY RECORDS, DENTON COUNTY, TEXAS, AFFECTS THE SUBJECT 6. AGRICULTURAL LEASE RECORDED IN VOLUME 4247, PAGE 2920 OF COUNTY, TEXAS, AFFECT THE SUBJECT TRACT AS SHOWN. (ITEM 1) INSTRUMENT NUMBER 95-R0029595 OF THE COUNTY RECORDS, DENTON SUBJECT TRACT AS SHOWN. RESTRICTIVE COVENANTS RECORDED IN OF THE COUNTY RECORDS, DENTON COUNTY, TEXAS, AFFECT THE 5. RESTRICTIVE COVENANTS RECORDED IN VOLUME 4247, PAGE 2837 ASSUMES NO LIABILITY FOR THAT MAP. 48121C0655 G REVISED DATE OF APRIL 18, 2011. THE SURVEYOR DETERMINED FROM DIGITIZED FLOOD INSURANCE RATE MAP NUMBER 4. 100 YEAR FLOOD PLAIN LINE DOES AFFECT SUBJECT TRACT AS STAMPED "PELOTON" UNLESS OTHERWISE NOTED. 3. ALL CORNERS SET ARE 5/8 INCH IRON RODS WITH PLASTIC CAP NORTH CENTRAL ZONE, 4202, NAD83. 2. BASIS OF BEARINGS IS THE TEXAS COORDINATE SYSTEM, TEXAS EASEMENTS AND OTHER MATTERS OF RECORD. EFFECTIVE DATE OF NOVEMBER 15, 2015 AND WAS RELIED ON FOR COMPANY UNDER GF NUMBER 1002-171131-RTT, AND HAVING AN OF THE INSURANCE ISSUED BY FIRST AMERICAN TITLE INSURANCE 1. THIS SURVEY WAS PERFORMED WITH THE BENEFIT OF A COMMITMENT NOTES:1.802 Acres1.802 Acres ABSTRACT NUMBER 393,DENTON COUNTY, TEXAS OF LAND SITUATED IN THE RICHARD EADS SURVEY, A BOUNDARY SURVEY OF NO.BEARING DISTANCE L1 127.87' L2 78.72' L3 25.20' L4 194.11' L5 16.72' L6 11.14' L7 49.98' L8 170.26' L9 304.03' L10 213.57' NO.DELTA RADIUS LENGTH BEARING DISTANCE C1 293.43'270.40' C2 205.35'195.99' C3 33.89'33.84' C4 47.12'42.43' C5 312.52'304.95' 211.21' 194.92' 179.93' 30.00' 408.29' Date: 1-18-2016 Todd a. Bridges, RPLS 4940 relied upon as a final survey document" 22 TAC 663.18C for any purpose and shall not be used or viewed or "Preliminary, this document shall not be recorded 79,499 SQUARE FEET OR 1.802 ACRES OF LAND MORE OR LESS. THENCE N 64°51'12"E, 213.58 FEET TO THE POINT OF BEGINNING AND CONTAINING "PELOTON" SET; ACROSS AFOREMENTIONED HW 2421 TRACT TO A 5/8 INCH IRON ROD WITH CAP STAMPED THENCE N 80°32'48"E, 304.03 FEET, DEPARTING SAID SOUTH LINE, OVER AND ROD WITH CAP STAMPED "PELOTON" SET; LONG CHORD WHICH BEARS S 21°22'48"W, 304.95 FEET TO A 5/8 INCH IRON A CENTRAL ANGLE OF 43°51'24", HAVING A RADIUS OF 408.29 FEET, THE WITH SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 312.52 FEET, THROUGH WITH CAP STAMPED "PELOTON" SET FOR THE BEGINNING OF A CURVE TO THE RIGHT; CHORD WHICH BEARS S 44°27'07"W, 42.43 FEET TO A 5/8 INCH IRON ROD CENTRAL ANGLE OF 90°00'00", HAVING A RADIUS OF 30.00 FEET, THE LONG WITH SAID CURVE TO THE LEFT, AN ARC DISTANCE OF 47.12 FEET, THROUGH A "PELOTON" SET FOR THE BEGINNING OF A CURVE TO THE LEFT; S 89°27'07"W, 170.26 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET; N 00°32'53"W, 49.98 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET; S 89°27'07"W, 11.14 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED ROD WITH CAP STAMPED "PELOTON" SET; LONG CHORD WHICH BEARS N 28°08'22"W, 33.84 FEET TO A 5/8 INCH IRON A CENTRAL ANGLE OF 10°47'26", HAVING A RADIUS OF 179.93 FEET, THE WITH SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 33.89 FEET, THROUGH "PELOTON" SET FOR THE BEGINNING OF A CURVE TO THE RIGHT; N 89°27'07"E, 16.72 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED ROD WITH CAP STAMPED "PELOTON" SET; LONG CHORD WHICH BEARS N 60°53'56"W, 195.99 FEET TO A 5/8 INCH IRON A CENTRAL ANGLE OF 60°21'43", HAVING A RADIUS OF 194.92 FEET, THE WITH SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 205.35 FEET, THROUGH FOLLOWING COURSES AND DISTANCES; THENCE CONTINUING WITH SAID SOUTH LINE AND SAID NORTH LINE THE CURVE TO THE RIGHT; "PELOTON" SET FOR THE POINT OF BEGINNING AND AT THE BEGINNING OF A S 89°27'07"W, 194.11 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET; S 00°32'53"E, 25.20 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET; S 89°27'07"W, 78.72 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET; FEET, THE LONG CHORD WHICH BEARS S 89°27'07"W, 270.40 FEET TO A THROUGH A CENTRAL ANGLE OF 79°36'02", HAVING A RADIUS OF 211.21 WITH SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 293.43 FEET, FOLLOWING COURSES AND DISTANCES; THENCE CONTINUING WITH SAID NORTH LINE AND SAID SOUTH LINE THE TO THE RIGHT; IRON ROD WITH CAP STAMPED "PELOTON" SET FOR THE BEGINNING OF A CURVE ARE AND THE SOUTH LINE OF SAID WESTLAKE RETAIL TRACT, TO A 5/8 INCH THENCE S 89°27'07"W, 127.87 FEET, WITH THE NORTH LINE OF SAID LAKE RECORDS; ASSOCIATES, LTD RECORDED IN INSTRUMENT NUMBER 98-R0118649 SAID PUBLIC CORNER OF THAT TRACT OF LAND DESCRIBED BY DEED TO WESTLAKE RETAIL THE NORTHEAST CORNER OF SAID LAKE AREA TRACT AND BEING THE SOUTHEAST COMMENCING AT A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET AT MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: RECORDED IN VOLUME 4247, PAGE 2837, SAID PUBLIC RECORDS AND BEING AREA" IN THE DECLARATION OF COVENANTS, RESTRICTIONS AND EASEMENTS DENTON COUNTY, TEXAS AND BEING ALL OF THE AREA DEFINED AS THE "LAKE IN INSTRUMENT NUMBER 2009-55583 OF THE OFFICIAL PUBLIC RECORDS, THAT TRACT OF LAND DESCRIBED BY DEED TO HW 2421 LAND, LP RECORDED ABSTRACT NUMBER 393, DENTON COUNTY, TEXAS AND BEING A PORTION OF BEING A CERTAIN TRACT OF LAND SITUATED IN THE RICHARD EADS SURVEY, DESCRIPTION Resolution 16-26 Exhibit A Town of Westlake Economic Development Policy RES 06-19 Page 16 of 18 Resolution 16-26 Schwabv3.6.3.16 TOWN OF WESTLAKE RESOLUTION NO. 06-19 A RESOLUTION OF THE BOARD OF ALDERMEN OF THE TOWN OF WESTLAKE, TEXAS,ADOPTING AN ECONOMIC DEVELOPMENT INCENTIVE POLICY. WHEREAS, the Town of Westlake, Texas, relies upon the generation of Sales and Use Taxes for basic city operations; and WHEREAS, the Town of Westlake aggressively pursues sales tax producing enterprises that meet the Town's high development standards; and WHEREAS, Chapter 312 of the Texas Tax Code requires that guidelines and criteria be adopted by the Board of Aldermen before entering into any Economic Development Agreement that provides reimbursement of taxes; and WHEREAS, Chapter 380 of the Texas Local Government Code allows the Board of Aldermen to create policies for economic development and any related grants or incentives. NOW, THEREFORE,BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: The above findings are hereby found to be true and correct and are incorporated herein in its entirety. SECTION 2: The Board of Aldermen of the Town of Westlake, Texas, adopts the attached Exhibit A, Town of Westlake Economic Development Incentive Policy and directs the Town Manager to immediately submit an Economic Development Agreement to the Board of Aldermen consistent with the terms of this policy. PASSED AND APPROVED ON THIS 8th DAY OF MAY, 2006. ATTEST: Scott Brad fey, Mayor T an Dwinnell, Tf)-,n Secretary Trent O. Petty, T,,4dn Manager APPRO F RM: L- o o Attorney EXHIBIT A Town of Westlake Economic Development Incentive Policy Section I. General Purpose and Objectives The Town of Westlake, Texas, ("Town") is committed to the promotion and retention of high quality development in all parts of the Town as park of an overall effort to improve the quality of life for its residents. Since these objectives can be served, in part, by the expansion of its commercial business, retail, and mixed use base, the Town will, on a case-by-case basis, give consideration to providing tax abatements, economic development grants, loans, and other incentives (collectively referred to as "Incentives") as may be allowed by law as stimulation for selected economic development within the community. It is the policy of the Town that consideration will be provided in accordance with the criteria set forth in this document. Nothing within this policy shall imply or suggest that the Town is under any obligation to provide Incentives to any applicant. All applicants ("Applicants") for any Incentives shall be considered on a case- by-case basis. Section II. Applicability This Economic Development Incentive Policy (the "Policy") establishes guidelines and criteria for Incentives as allowed for by the provisions of Chapter 312 of the Texas Tax Code, and other economic grants, loans, or incentives as authorized by Chapter 380 of the Texas Local Government Code, the Development Corporation Act, Article 5190.6, Tex. Rev. Civ. Stat., Article III, Section 52-a of the Texas Constitution, and other applicable laws. Any Incentive approved by the Town's Board of Aldermen ("Board of Aldermen") pursuant to the Policy must be memorialized in an agreement to be executed and approved by the Town and applicant (the "Incentive Agreement"). Section III. Tax Abatement Criteria A. Any application for tax abatement shall be reviewed and approved or disapproved by the Board of Aldermen and, if applicable, consider the recommendations of the Westlake Development Corporation and/or the Westlake 4A Corporation. In general, the application will be considered based upon the following: • The `value added' to the community by the Applicant's proposed project; • The likelihood of the development of the proposed project without abatements; • The comparison of the use of abatements versus the use of other potential incentives. 1 B. Specific considerations for approving tax abatement applications will be based upon the degree to which the proposed project: • Furthers the goals and objectives of the Town as expressed in the Town's Comprehensive Plan, Planned Development District Ordinances, and infrastructure plans; • Impacts the Town's costs and ability to provide municipal services; • Impacts the local environment, housing market, and available infrastructure; • Offers potential for long term payback in tax and/or other revenues for the Town's investment; • Potentially stimulates other desirable economic development within the Town. C. Term of the Abatement — A tax abatement may be granted for a maximum of ten years. The term of the abatement may be granted for a lesser number of years depending upon the anticipated `value added' to the Town. Section IV. Value of the Project The amount of the Incentive will be determined by the Board of Aldermen based upon the merits of the economic development project(the "Project'), including, but not limited to, the factors referenced in paragraph III, B. (above) and the following specific economic considerations: • total capital investment; • added employment; • generation of other tax revenues. Incentives may be granted only for the additional value of eligible property improvements described in the Project and listed in the executed tax abatement agreement. Target thresholds are established as expected qualifying levels for abatement consideration as indicated in paragraphs A and B as follows: A. For New Businesses or Development - The Project must be reasonably expected to produce an added value of five million dollars ($5,000,000) in real and personal property improvements within the Town of Westlake; or to create a minimum of 200 fall- time jobs, or to generate annual sales tax revenues to the Town of at least $100,000. B. For Expansion or Modernization of Existing Businesses or Development — The Project must be reasonably expected to produce an added value of two million dollars ($2,000,000) in real and personal property improvements within the Town, or to create a minimum of 100 full time jobs, or to generate additional annual sales tax revenues to the Town of at least$50,000. Section V. Inspection, Verification and Incentive Modification The terms of an Incentive Agreement shall include the Town's right to: 2 (a) require the submission of an annual certification of compliance for the property receiving an Incentive; (b) conduct an on-site inspection of the project in each year during the life of the Incentive to verify compliance with the terms of the Agreement and the Policy; and (e) reduce or eliminate the Incentive if the applicant has failed to comply with the requirements of the Incentive Agreement. Section VI. Evaluation Upon completion of the Project, the Town shall no less than annually evaluate each Project receiving an abatement to insure compliance with the terms of the agreement. Any incidents of non-compliance will be reported to all affected taxing units. Section VII. Severability and Limitation In the event that any section, clause, sentence, paragraph or any part of this Policy shall, for any reason, be adjudged by any court of competent jurisdiction to be invalid, such invalidity shall not affect, impair, or invalidate the remainder of the guidelines and criteria in this Policy. Section VIII. Expiration and Modification This Policy is effective upon the date of its adoption and will remain in force for two years, at which time Incentive Agreements created pursuant to its provisions will be reviewed by the Board of Aldermen to determine whether the objectives of the Policy are being achieved. Based upon that review, this Policy may be modified, renewed or eliminated. However, any Incentive Contracts created pursuant to this Policy will remain in effect according to their respective terms without regard to any change to this Policy unless mutually agreed by the parties. Section IX. Economic Development Grants,Loans, and Other Incentives A. Any application for economic development grants, loans, and other incentives shall be reviewed and approved'or disapproved by the Board of Aldermen. In the review process, the Board of Aldermen will, if applicable, consider the recommendations of the Westlake Development Corporation and/or the Westlake 4A Corporation. Any such economic development grants, loans, and other incentives may come from any one or combination of the following: • Grants or loans as authorized by Chapter 380 of the Texas Local Government Code; • The general Sales and Use taxes of the Town; • Sales and Use taxes collected pursuant to section 4A and/or 4B of Article 5190.6, Tex. Rev. Civ. Stat.; and/or 3 Any other lawful source of revenue of the Town including, but not limited to, bond or other debt financing which further the purpose of economic development. B. To be eligible to apply and qualify for consideration of any grants, loans, and other incentives under this Section, the applicant must submit documentation, and enter into an Incentive Agreement, which indicates the specific details of the Project and compliance with the Policy. HABoyle-Lowry\Wcst Lak6w1-agreements41-agr econ dev inc policy.doc 4 Exhibit B Ordinance Establishing Reinvestment Zone Page 17 of 18 Resolution 16-26 Schwabv3.6.3.16 TOWN OF WESTLAKE ORDINANCE NO. 790 AN ORDINANCE OF THE TOWN OF WESTLAKE, TEXAS, DESIGNATING COMMERCIAL/INDUSTRIAL TAX ABATEMENT REINVESTMENT ZONE NO. 4, IN THE TOWN OF WESTLAKE, TARRANT AND DENTON COUNTIES, TEXAS; PROVIDING AN EFFECTIVE DATE; AND PROVIDING A SEVERABILITY CLAUSE. WHEREAS, the Town Council ("Council") of the Town of Westlake, Texas ("Town"), desires to promote the development or redevelopment of a certain contiguous geographic area within its jurisdiction by the creation of a reinvestment zone ("Zone) for commercial/industrial tax abatement, as authorized by Chapter 312, Property Redevelopment and Tax Abatement Act, Texas Tax Code, Subchapter B, Sections 312.201 and 312.202, as amended (the "Code"); and WHEREAS, the Town of Westlake (Town) and CS Kinross Lake Parkway, a Delaware limited liability company, its affiliate Charles Schwab & Co., Inc. (the Owner) desire to enter into a partnership to continue this planned growth through an economic development agreement which sets out responsibilities for the Owner and the Town as it relates to the development in Westlake as established in Resolution 16-26, approved on June 16, 2016: and, WHEREAS, the Town has elected to become eligible to participate in tax abatement; and WHEREAS, a public hearing at a regularly scheduled meeting before the Board was held at 6:30 p.m. on the 22nd day of August, 2016, such date being at least seven (7) days after the date of publication of the notice of such public hearing in a newspaper having general circulation in the Town as required by the Code; and WHEREAS, notice of the public hearing was delivered to the presiding officer of the governing body of each taxing unit located within the proposed reinvestment zone at least seven (7) days before the date of the public hearing; and WHEREAS, the Town at such hearing invited all interested persons, or their representatives, to appear and speak for or against the creation of the proposed reinvestment zone, the boundaries of the proposed reinvestment zone, whether all or part of the territory described in this ordinance should be included in such proposed reinvestment zone, and the concept of tax abatement; and WHEREAS, all interested persons spoke and the proponents of the reinvestment zone offered evidence, both oral and documentary, in favor of the creation of the proposed reinvestment zone and the proponents also submitted evidence as to the proposed Ordinance 790 Page I of 3 improvements; and WHEREAS, the Town Council of the Town of Westlake, Texas, approving the ordinance is of the opinion that it is in the best interests of the town and its citizens. NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: That the facts and recitations contained in the preamble of this ordinance are hereby found and declared to be true and correct and are incorporated herein in their entirety. SECTION 2: The Council, after conducting such hearings and having heard such evidence and testimony, has made the following findings and determinations based on the testimony and evidence presented to it: (a) That a public hearing on the designation of the reinvestment zone has been properly called, held and conducted and that notices of such hearings have been published as required by law and delivered to all taxing units located within the proposed reinvestment zone; and (b) That the boundaries of the reinvestment zone should be the area as described in the metes and bounds description attached hereto and identifies as Exhibit "A", which are incorporated herein for all purposes and which area is within the taxing jurisdiction of the Town; and (c) That the creation of the reinvestment zone for commercial/industrial tax abatement, with boundaries as described in Exhibit "A" attached hereto will result in benefits to the Town and to the land included in the Zone and to the Town after the expiration of any Tax Abatement Agreement entered into and the improvements sought within the Zone are feasible and practical; and (d) That the reinvestment zone as defined • in Exhibit "A" attached hereto meets the criteria for the creation of a reinvestment zone as set forth in the Code, as amended, in that it is reasonably likely as a result of the designation to contribute to the retention or expansion of primary employment or to attract major investment in the Zone that would be a- benefit to the property and that would contribute to the economic development of the Town; and (e) That the reinvestment zone as defined in Exhibit "A" attached hereto meets the criteria for the creation of a reinvestment zone as set forth in the Town of Westlake Tax Abatement Policy, which Policy establishes guidelines and criteria governing tax abatement agreements by the Town and provide for the availability of tax abatement for both new facilities and structures and for the expansion or modernization of existing facilities and structures. SECTION 3: That pursuant to the Code, the Town hereby creates a reinvestment zone for commercial/industrial tax abatement encompassing only the area described by the metes and bounds in Exhibit "A" attached hereto and such reinvestment zone is hereby designated and shall hereafter be designated as Reinvestment Zone No. 4, Town of Westlake, Texas. Ordinance 790 Page 2 of 3 SECTION 4: That the Town shall deliver to the Texas Comptroller's Office a general description of the reinvestment zone, including its size, the types of property located in it, its duration, and the guidelines and criteria established for the reinvestment zone under Section 312.002 of the Code, including subsequent amendments and modifications of the guidelines or criteria. SECTION 5: That the Zone shall take effect on the 22"d day of August 2016. SECTION 6: That this Ordinance shall be cumulative of all other Town Ordinances and all other provisions of other Ordinances adopted by the Town which are inconsistent with the terms or provisions of this Ordinance are hereby repealed. SECTION 7: It is hereby declared to be the intention of the Town Council of the Town of Westlake, Texas, that sections, paragraphs, clauses and phrases of this Ordinance are severable, and if any phrase, clause, sentence, paragraph or section of this Ordinance shall be declared legally invalid or unconstitutional by the valid judgment or decree of any court of competent jurisdiction, such legal invalidity or unconstitutionality shall not affect any of the remaining phrases, clauses, sentences, paragraphs or sections of this Ordinance since the same would have been enacted by the Town Council of the Town of Westlake without the incorporation in this Ordinance of any such legally invalid or unconstitutional, phrase, sentence, paragraph or section. SECTION 8: This ordinance shall take effect immediately from and after its passage as the law in such case provides. PASSED AND APPROVED ON THIS 22" DAY OF AUGUST 2016. ATTEST: Kelly Edwaids, wTown Secretary APPROVED AS TO FORM: l L. S ton Low4, Town Attorney Laura Wheat, Mayor Thomas E. Br , T wn M pager OF WEST �o CXP Ordinance 790 Page 3 of 3 0 7 0 0 J c 0 0 a� i a :J MAIN pFz VILLq�E T RAIQf L w � _ v 0 I O 170 114 site ��Turner pT Lake Oddfellows Cemetery VICINITY MAP N.T.S. NO. BEARING DISTANCE L1 S89027'07"W 127.87' L2 S89027'07"W 36'02" 211.21' 78.72' L3 S00032'53"E 27'07" W 25.20' L4 S89027'07"W 21' 43" 194.92' 194.11' L5 N89027'07"E 53' 56" W 16.72' L6 S89027'07"W 47' 26" 179.93' 11.14' L7 N00032'53"W 08' 22" W 49.98' L8 S89027'07"W 30.00' 170.26' L9 N80032'48"E 27'07" W 304.03' L10 N64°51' 51' 24" 12"E 213.57' j J I I w I I 5 I i 200' Temporary Lake j n / I Construction Easement Uj Vol. 4247, Pg. 2899 O.P.R.D.C.T. x j0Cr / / i I -----------------z---------------------------I--------------- //----------------7-1 LG GnI.L Retai - / U Westlake pss R'g8Ro118649 I S I GN 1ns� p.R 0•C'T• /�/ TP TELEPHONE PEDESTAL 42, O TELEPHONE M A N H O L E 20' Public Utility Easement I Hw P ar #55583 / Tract 2 I I # 2009 j BURIED CABLE MARKER / TELEPHONE �' Vol.4R7,Pg.-r j InSa.P R.o•c ® WATER MANHOLE /-------------------, / o. R.D.c.. I i'/ IRS IRS L I PIPELINE MARKER ' L8 I✓ j 40' Temporary Hike & Bike L I G H T P O L E ,� I I C4 L 7 / �\ j Trail Construction Easement IRS S Vol. 4247, Pg. 2883 POWER POLE IRs O.P.R.D.C.T. PQ� �q� � � I I I IRS '�3 � So SERVICE POLE \ P�� �� N� ° // �� ' IRS/� I - - �' GUIDE WIRE ��� P� ,/ �` / - --------- -� r GAS MANHOLE P� // ��� % 1.802 Ac. /� L5 �-�------------------i IRS +-I 171__ SIGNAL BOX I __ _ L1 IRs -----.'---------------� L2 j _------- // IRS SIGNAL POLE ( �� // ��� HW 2421 Land LIP,RS Lq IRS \ --� -- Parcel #1 L3 C1 / Inst.* 2009-55583 point of j Beginning - - - ..... –EDGE OF WATER 15' Hike & Bike Troil Easement-. Vol. 4247, Pg. 2883 � ! ' •,,! � v�� I O.P.R.D.C.T. !• --- i HW 2421 Land LP ��% \A ° I Parcel #1 C) co Inst.# 2009-55583 P�6j •^ � — CP Lake Area Vol. 4247, Pg. 2837 O.P.R.D.C.T. - - - - --- - 0. P. R. D. C . T. I 1 1 l APPROXIMATE COUNTY LINE --------------------------------------------- EASEMENTS AND OTHER MATTERS OF RECORD. 2. BASIS OF BEARINGS IS THE TEXAS COORDINATE SYSTEM, TEXAS NORTH CENTRAL ZONE, 4202, NAD83. 3. ALL CORNERS SET ARE 5/8 INCH IRON RODS WITH PLASTIC CAP STAMPED "PELOTON" UNLESS OTHERWISE NOTED. A. 100 YEAR FLOOD PLAIN LINE DOES AFFECT SUBJECT TRACT AS DETERMINED FROM DIGITIZED FLOOD INSURANCE RATE MAP NUMBER 48121CO655 G REVISED DATE OF APRIL 18, 2011. THE SURVEYOR ASSUMES NO LIABILITY FOR THAT MAP. 5. RESTRICTIVE COVENANTS RECORDED IN VOLUME 4247, PAGE 2837 OF THE COUNTY RECORDS, DENTON COUNTY, TEXAS, AFFECT THE SUBJECT TRACT AS SHOWN. RESTRICTIVE COVENANTS RECORDED IN INSTRUMENT NUMBER 95-ROO29595 OF THE COUNTY RECORDS, DENTON COUNTY, TEXAS, AFFECT THE SUBJECT TRACT AS SHOWN. (ITEM 1) 6. AGRICULTURAL LEASE RECORDED IN VOLUME 4247, PAGE 2920 OF THE COUNTY RECORDS, DENTON COUNTY, TEXAS, AFFECTS THE SUBJECT TRACT. (BLANKET IN NATURE) (ITEM 10h) 7. TERMS. PROVISIONS, CONDITIONS, OBLIGATIONS, ASSESSMENTS AND LIENS RECORDED IN VOLUME 4247, PAGE 2837 OF THE COUNTY RECORDS, DENTON COUNTY, TEXAS, AFFECTS THE SUBJECT TRACT. (BLANKET IN NATURE) (ITEM 10i) 8. RESERVATION OF ALL OIL, GAS AND OTHER MINERALS, WITH WAIVER OF SURFACE RIGHTS, CONTAINED IN SPECIAL WARRANTY DEEDS RECORDED IN VOLUME 4247, PAGE 2876 AND VOLUME 4247, PAGE 2869 OF THE COUNTY RECORDS, DENTON COUNTY, TEXAS AFFECTS THE SUBJECT PROPERTY. (BLANKET IN NATURE) (ITEM 10j) NU. UtL I A KAUIUJ LtNU IN CtAKINU UIJ I ANL t C1 790 36'02" 211.21' 293.43' S 890 27'07" W 270.40' C2 600 21' 43" 194.92' 205.35' N 600 53' 56" W 195.99' C3 100 47' 26" 179.93' 33.89' N 280 08' 22" W 33.84' C4 90000,001, 30.00' 47.12' S 440 27'07" W 42.43' C5 43. 51' 24" 408.29' 312.52' S 210 22' 48" W 304.95' Ordinance 790 Point of Commencing 0 100 200 300 GRAPHIC SCALE IN FEET A BOUNDARY SURVEY OF 1.802 Acres OF LAND SITUATED IN THE RICHARD EADS SURVEY, ABSTRACT NUMBER 393,DENTON COUNTY, TEXAS 0 m >+ m -0 0 w (n >a cl:� x = w U �r o� wz LL- Lo CD o0 Q� U Q w =z > U O r'r v z �z Un w wo CqQ rn � O � 0 ow m (Y1 w m Q Q z z cn U a o� z� a cn -J Om a LL 0 0 `\1 m N Z o? Z N 0 O 00 H � N Jx O0 O� w J w O LO WZ LU Q LU J Q� 0 0-1LU Ln Ln SHEET OF SHEETS DESCRIPTION BEING A CERTAIN TRACT OF LAND SITUATED IN THE RICHARD EADS SURVEY, ABSTRACT NUMBER 393, DENTON COUNTY, TEXAS AND BEING A PORTION OF THAT TRACT OF LAND DESCRIBED BY DEED TO HW 2421 LAND, LP RECORDED IN INSTRUMENT NUMBER 2009-S5S83 OF THE OFFICIAL PUBLIC RECORDS, DENTON COUNTY, TEXAS AND BEING A PORTION OF THAT AREA DEFINED AS THE "LAKE AREA" IN THE DECLARATION OF COVENANTS, RESTRICTIONS AND EASEMENTS RECORDED IN VOLUME 4247, PAGE 2837, SAID PUBLIC RECORDS AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: COMMENCING AT A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SETAT THE NORTHEAST CORNER OF SAID LAKE AREA TRACT AND BEING THE SOUTHEAST CORNER OF THAT TRACT OF LAND DESCRIBED BY DEED TO WESTLAKE RETAIL ASSOCIATES, LTD RECORDED IN INSTRUMENT NUMBER 98-RO118649 SAID PUBLIC RECORDS; THENCE S 89°27'07"W, 127.87 FEET, WITH THE NORTH LINE OF SAID LAKE ARE AND THE SOUTH LINE OF SAID WESTLAKE RETAILTRACT, TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET FOR THE BEGINNING OF A CURVE TO THE RIGHT; THENCE CONTINUING WITH SAID NORTH LINE AND SAID SOUTH LINE THE FOLLOWING COURSES AND DISTANCES; WITH SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 293.43 FEET, THROUGH A CENTRAL ANGLE OF 79°36102", HAVING A RADIUS OF 211.21 FEET, THE LONG CHORD WHICH BEARS S 89°27'07"W, 270.40 FEET TO A S/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET; S 89°27'07"W, 78.72 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET; S 00°32'53"E, 25.20 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET; S 89°27'07"W, 194.11 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET FOR THE POINT OF BEGINNING AND AT THE BEGINNING OF A CURVE TO THE RIGHT; THENCE CONTINUING WITH SAID SOUTH LINE AND SAID NORTH LINE THE FOLLOWING COURSES AND DISTANCES; WITH SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 205.35 FEET, THROUGH A CENTRAL ANGLE OF 60°21'43", HAVING A RADIUS OF 194.92 FEET, THE LONG CHORD WHICH BEARS N 60°53'56"W, 195.99 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET; N 89°27'07"E, 16.72 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET FOR THE BEGINNING OF A CURVE TO THE RIGHT; WITH SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 33.89 FEET, THROUGH A CENTRAL ANGLE OF 10°47'26", HAVING A RADIUS OF 179.93 FEET, THE LONG CHORD WHICH BEARS N 28°08'22"W, 33.84 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET; S 89°27'07"W, 11.14 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET; N 00°32'53"W, 49.98 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET; S 89°27'07"W, 170.26 FEET TO A S/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET FOR THE BEGINNING OF A CURVE TO THE LEFT; WITH SAID CURVE TO THE LEFT, AN ARC DISTANCE OF 47.12 FEET, THROUGH A CENTRAL ANGLE OF 90°00'00", HAVING A RADIUS OF 30.00 FEET, THE LONG CHORD WHICH BEARS S 44°27'07"W, 42.43 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET FOR THE BEGINNING OF A CURVE TO THE RIGHT; WITH SAID CURVE TO THE RIGHT, AN ARC DISTANCE OF 312.52 FEET, THROUGH A CENTRAL ANGLE OF 43°51'24", HAVING A RADIUS OF 408.29 FEET, THE LONG CHORD WHICH BEARS S 21°22'48"W, 304.95 FEET TO A S/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET; THENCE N 80°32'48"E, 304.03 FEET, DEPARTING SAID SOUTH LINE, OVER AND ACROSS AFOREMENTIONED HW 2421 TRACT TO A 5/8 INCH IRON ROD WITH CAP STAMPED "PELOTON" SET; THENCE N 64°51'12"E, 213.58 FEETTO THE POINT OF BEGINNING AND CONTAINING 79,499 SQUARE FEET OR 1.802 ACRES OF LAND MORE OR LESS. Ordinance 790 Exhibit C Resolution Establishing Neighborhood Empowerment Zone Page 18 of 18 Resolution 16-26 Schwabv3.6.3.16 TOWN OF WESTLAKE RESOLUTION 16-31 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, DESIGNATING A NEIGHBORHOOD EMPOWERMENT ZONE IN THE TOWN OF WESTLAKE, TARRANT AND DENTON COUNTIES, TEXAS; PROVIDING AN EFFECTIVE DATE; AND PROVIDING A SEVERABILITY CLAUSE. WHEREAS,the Town Council ("Council") of the Town of Westlake, Texas, ("Town"), desires to promote and increase economic development in the Town, and the property described herein,pursuant to Chapter 378 of the Texas Local Government Code; and WHEREAS, the Town of Westlake (Town) and CS Kinross Lake Parkway, a Delaware limited liability company, its affiliate Charles Schwab & Co., Inc. (the Owner) desire to enter into a partnership to continue this planned growth through an economic development agreement which sets out responsibilities for the Owner and the Town as it relates to the development in Westlake as established in Resolution 16-26, approved on June 16, 2016: and, WHEREAS, the Town Council finds that the passage of this Resolution is in the best interest of the citizens of Westlake. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: That the facts and recitations contained in the preamble of this resolution are hereby found and declared to be true and correct and are incorporated herein in their entirety. SECTION 2: That the Council hereby finds and determines that: (a) That the creation of a Neighborhood Empowerment Zone ("Zone")would promote an increase in economic development in the Zone; (b) The property to be contained within the Zone is described in attached Exhibit "A" and incorporated herein in its entirety; (c) That the creation of the Zone benefits and is for the public purpose of increasing public health, safety and welfare of the persons in the Town, and the creation of the Zone satisfies the requirements of Section 312.202 of the Texas Tax Code. SECTION 3: That pursuant to Chapter 378 of the Texas Local Government Code, the Council hereby creates the Zone in the earlier described Exhibit "A", attached hereto and incorporated herein. SECTION 5: That the Zone shall take effect on the 22°d day of August 2016. Resolution 16-31 Page 1 of 2 SECTION 6: If any portion of this Resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the Council hereby determines that it would have adopted this Resolution without the invalid. provision. SECTION 7: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 22"d DAY OF AUGUST 2016. ATTEST: #, . $r ., Y � Laura L. Wheat, Mayor .AVAV 14 ,s+ Kelly Edwards, Town Secretary homas E. Brymer, 'anager APPROVED AS TO FORM: O. OF WFS) gym: Sky- : * If L. Sta n Lowry, Tow, Attorney w..s� � �AS {1111 �inustiYlt ! Resolution 16-31 Page 2 of 2 OR' VILLAGE. RAIL 4„ , N� o w II = o O , P r / I � /(Iii_ N o MAIN �_ � NO. BEARING DISTANCE i Z I I I W _ : E �� L1 S89° 27 ' 07 "W 127. 87 ' I = I 1 I iii \ r site L2 S89° 27 07 W 78. 72 ' w I 1 I o _ •-Turner L3 S00° 32 ' 53 "E 25. 20' j 5 I 1 I S '> �, o Lake /" L4 S89° 27 ' 07 "W 1 94 . 1 1 ' 200'Temporary Lake / i I fY T - __ Construction Easement w 10 0 200 3 0 0 m T/tic, I L 5 N89° 27 ' 07 "E 1 6. 7 2 ' Vol.4247.Pg.2899 a I0 L6 S89 27 07 W 11 . 14 o 1 I ■ lArArio.......10------ Oddfellows Cemetery N L7 N00° 32 ' 53 a "W 49. 98 ' / 1 L8 589° 27 ' 07 "W 1 70. 26' // I GRAPHIC SCALE IN FEET VICINITY MAP N.T.S. oI 1 L9 N80 32 48 E 304 . 03 ' 1 / I , N L10 N64° 51 ' 12 "E 213. 57 ' / 1 c / 1 Legend t\aK Reta\ \ - 1 ....._ .__ _ — / WA s # 198 R0ote 11 g649 i1 -- SSIGN Inst.D.P•R.D•C.1. / j c a TP TELEPHONE PEDESTAL , — _—� �/ i I 42� sand �P — a �/ 20'Public Utility Easement I NW P ar ce I #55583 5, © TELEPHONE MANHOLE , / Tract I I # 2009- m / BURIED CABLE MARKER / TELEPHONE ,' / Vo1.4247,Pg.2908 j inSa.P R•o.c•T m U / -- 1 I O.PR.D.C.T. o ® WATER MANHOLE / / L • IRS IRs O I I / N 1 PIPELINE MARKER ' 1 I o L ccs $ i i ' L 8 ✓ 40'Temporary Hike & Bike 0 L I G H T POLE ,� I 1 I C 4 L 7 i Troll Construction Easement 0 POWER POLE 0���� 1 I 'R S IRS c a3(/"\\ Val'o.R.D.C.T.883 PO '5q� I I I IRS C3 \ I So SERVICE POLE Pip �� NO ° // N IRs�c I\ 1 1 0_ 7 GUIDE WIRE n\- 0,K . G /y N� /' / / / ,n P / ,� / / L5 i r O © GAS MANHOLE 7 , / 1 . 802 Ac. / --___ �� ��� ,�' , I ❑ SIGNAL BOX / C �,-___-- IRS IRS i 'J IRS �-. • /� �` � ,/ — L2 1 IRs L1 if SIGNAL POLE l `� L4 °\ LPointof / \ �HW 2421 Land LP • ,Rs IRs \— — — ' — — Parcel *1 L3 Cl Commencing / Inst.* 2009-55583 NO Point of / O.P.R.D.C.T. / cc, R Beginning I / � / /, - // /i L 9 -'_EDGE OF WATER I / / / / I /5'Hike & Bike Troll Easement-. / /r / , Vol.4247•Pg.2883 ! '•, / i O.P.R.D.C.T. !.--- / 2•--- - \ ,00 0 G),,( I HW 2421 Land LP 6v N() ° I / / -_r`- i' ,, Parcel #1 J�0(�POK : � - � • '�.� Inst.# 2009-55583 10' I 1 I ,' -F}— Lake Area Vol.4247,Pg.2837 O.P.R.D.C.T. - 0.P.R.D.C.T. I W (n 1 / / > a 1 / I / '.. x 1 I i Q 1 z w LL Approximate l00 Year Floodplain O O O 1 < U \ digitized from Flood Insurance Rate Map W iimi = \ _� EDGE OF WATER z Map no.48121C0655G,Revised April l8,20l1 > nU O - 1_ • '`\ T12 V) w \ 'ci 6111ro — — — — — — —-—-—-—-—-—-—-—-—-—-—-—-—-—-—-—-—-—-—-—-—-—LI = o \�, O d LP H- I� Q rn an n V V z Tr) \ \�, Hw Pa Ice # 5583 j I \--1-<<\ \nst # R.D.0 j I � z R O CI \\ oP 1 DENTON COUNTY II APPROXIMATE COUNTY LINE mCCI m - - - - - - `\=\+ - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -- - - - - - TARRANT COUNTY - - - - - - - - - - - - - - - - - I 1 ; ' Q Q = • •\ - .-. 1 tucKe I = z \ ............. Town (:)- p208o�j338 I H- \ InSO.P•R•T C II Q o \ II CD DC • z H- + 1 1 a cn o _ I CO \ a i ' L_ \ I PIPE FENCE O ,�( . x�x�ARB�x x x x _ x —X— — — X — — X — — X—�— x x — — x — — x� I w x x L BRIDGE ASPHALT :� rj Ill 0{ West U(3 e jI x Mar9oret pB. Ueeg3p W I Town #02p6256g55 \ InSt.P•R?T•C T 1ns0•P.R 1 .•-• T \.\ II NOTES: `\ IIx II 1 . THIS SURVEY WAS PERFORMED WITH THE BENEFIT OF A COMMITMENT OF THE INSURANCE ISSUED BY FIRST AMERICAN TITLE INSURANCE COMPANY UNDER GF NUMBER 1002-171131-RTT, AND HAVING AN 1 EFFECTIVE DATE OF NOVEMBER 15, 2015 AND WAS RELIED ON FOR x EASEMENTS AND OTHER MATTERS OF RECORD. NO. DELTA RADIUS LENGTH BEARING DISTANCE p Cl 79° 36'02" 211.21' 293.43' S 89° 27'07" W 270.40' m 2. BASIS OF BEARINGS IS THE TEXAS COORDINATE SYSTEM, TEXAS — ZN NORTH CENTRAL ZONE, 4202. NAD83. C2 60° 21' 43" 194.92' 205.35' N 60° 53' 56" W 195.99' Z C3 10° 47' 26" 179.93' 33.89' N 28° 08' 22" W 33.84' 3. ALL CORNERS SET ARE 5/8 INCH IRON RODS WITH PLASTIC CAP = _ = O 0 STAMPED "PELOTON" UNLESS OTHERWISE NOTED. C4 90° 00'00" 30.00' 47.12' S 44° 27'07" W 42.43' _ °J C5 43° 51' 24" 408.29' 312.52' S 21° 22' 48" W 304.95' — •71- 4. 100 YEAR FLOOD PLAIN LINE DOES AFFECT SUBJECT TRACT AS DETERMINED FROM DIGITIZED FLOOD INSURANCE RATE MAP NUMBER 0- 48121C0655 G REVISED DATE OF APRIL 18, 2011 . THE SURVEYOR -a ASSUMES NO LIABILITY FOR THAT MAP. O 0 f w c 5. RESTRICTIVE COVENANTS RECORDED IN VOLUME 4247, PAGE 2837 N J 1 OF THE COUNTY RECORDS, DENTON COUNTY, TEXAS, AFFECT THE N SUBJECT TRACT AS SHOWN. RESTRICTIVE COVENANTS RECORDED IN 0 o INSTRUMENT NUMBER 95-R0029595 OF THE COUNTY RECORDS. DENTONZ in COUNTY. TEXAS. AFFECT THE SUBJECT TRACT AS SHOWN. ( ITEM 1 ) w Q uJ Q w 6. AGRICULTURAL LEASE RECORDED IN VOLUME 4247, PAGE 2920 OF J = THE COUNTY RECORDS, DENTON COUNTY, TEXAS, AFFECTS THE SUBJECT o L TRACT. (BLANKET IN NATURE ) ( ITEM 10h) r D w 0 V 7. TERMS. PROVISIONS. CONDITIONS. OBLIGATIONS. ASSESSMENTS AND O ...... •• — Y LIENS RECORDED IN VOLUME 4247. PAGE 2837 OF THE COUNTY RECORDS, a DENTON COUNTY, TEXAS, AFFECTS THE SUBJECT TRACT. (BLANKET IN "' ..... LO NNA U ( ITEM i 1 8. RESERVATION OF ALL OIL, GAS AND OTHER MINERALS, WITH WAIVER A BOUNDARY SURVEY OF SHEET N OF SURFACE RIGHTS, CONTAINED IN SPECIAL WARRANTY DEEDS RECORDED o IN VOLUME 4247. PAGE 2876 AND VOLUME 4247, PAGE 2869 OF THE in COUNTY RECORDS. DENTON COUNTY. TEXAS AFFECTS THE SUBJECT PROPERTY. (BLANKET IN NATURE ) ( ITEM 1 10j ) _ . 802 Acres 7 OF LAND SITUATED IN THE RICHARD FADS SURVEY , 0 i Resolution 16 31 ABSTRACT NUMBER 393 , DENTON COUNTY , TEXAS _ OF SHEETS DESCRIPTION BEING A CERTAIN TRACT OF LAND SITUATED IN THE RICHARD EADS SURVEY,ABSTRACT NUMBER 393,DENTON COUNTY,TEXAS AND BEING A PORTION OF THAT TRACT OF LAND DESCRIBED BY DEED TO HW 2421 LAND,LP RECORDED IN INSTRUMENT NUMBER 2009-55583 OF THE OFFICIAL PUBLIC RECORDS, DENTON COUNTY,TEXAS AND BEING A PORTION OF THAT AREA DEFINED AS THE"LAKE AREA"IN THE DECLARATION OF COVENANTS,RESTRICTIONS AND EASEMENTS RECORDED IN VOLUME 4247,PAGE 2837,SAID PUBLIC RECORDS AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: COMMENCING AT A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET AT THE NORTHEAST CORNER OF SAID LAKE AREA TRACT AND BEING THE SOUTHEAST CORNER OF THAT TRACT OF LAND DESCRIBED BY DEED TO WESTLAKE RETAIL ASSOCIATES,LTD RECORDED IN INSTRUMENT NUMBER 98-R0118649 SAID PUBLIC RECORDS; THENCE S 89°27'07"W,127.87 FEET,WITH THE NORTH LINE OF SAID LAKE ARE AND THE SOUTH LINE OF SAID WESTLAKE RETAIL TRACT, TO A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET FOR THE BEGINNING OFA CURVE TO THE RIGHT; THENCE CONTINUING WITH SAID NORTH LINE AND SAID SOUTH LINE THE FOLLOWING COURSES AND DISTANCES; WITH SAID CURVE TO THE RIGHT,AN ARC DISTANCE OF 293.43 FEET,THROUGH A CENTRAL ANGLE OF 79°36'02",HAVING A RADIUS OF 211.21 FEET,THE LONG CHORD WHICH BEARS S 89°27'07"W,270.40 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET; S 89°27'07"W,78.72 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET; S 00°32'53"E,25.20 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET; S 89°27'07"W,194.11 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET FOR THE POINT OF BEGINNING AND AT THE BEGINNING OF A CURVE TO THE RIGHT; THENCE CONTINUING WITH SAID SOUTH LINE AND SAID NORTH LINE THE FOLLOWING COURSES AND DISTANCES; WITH SAID CURVE TO THE RIGHT,AN ARC DISTANCE OF 205.35 FEET,THROUGH A CENTRAL ANGLE OF 60°21'43",HAVING A RADIUS OF 194.92 FEET,THE LONG CHORD WHICH BEARS N 60°53'56"W,195.99 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET; N 89°27'07"E,16.72 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET FOR THE BEGINNING OF A CURVE TO THE RIGHT; WITH SAID CURVE TO THE RIGHT,AN ARC DISTANCE OF 33.89 FEET,THROUGH A CENTRAL ANGLE OF 10°47'26",HAVING A RADIUS OF 179.93 FEET,THE LONG CHORD WHICH BEARS N 28°08'22"W,33.84 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET; S 89°27'07"W,11.14 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET; N 00°32'53"W,49.98 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET; S 89°27'07"W,170.26 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET FOR THE BEGINNING OF A CURVE TO THE LEFT; WITH SAID CURVE TO THE LEFT,AN ARC DISTANCE OF 47.12 FEET,THROUGH A CENTRAL ANGLE OF 90°00'00",HAVING A RADIUS OF 30.00 FEET,THE LONG CHORD WHICH BEARS S 44°27'07"W,42.43 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET FOR THE BEGINNING OF A CURVE TO THE RIGHT; WITH SAID CURVE TO THE RIGHT,AN ARC DISTANCE OF 312.52 FEET,THROUGH A CENTRAL ANGLE OF 43°51'24",HAVING A RADIUS OF 408.29 FEET,THE LONG CHORD WHICH BEARS S 21°22'48"W,304.95 FEET TO A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET; THENCE N 80°32'48"E,304.03 FEET,DEPARTING SAID SOUTH LINE,OVER AND ACROSS AFOREMENTIONED HW 2421 TRACT TO A 5/8 INCH IRON ROD WITH CAP STAMPED"PELOTON"SET; THENCE N 64°5112"E,213.58 FEET TO THE POINT OF BEGINNING AND CONTAINING 79,499 SQUARE FEET OR 1.802 ACRES OF LAND MORE OR LESS. Resolution 16-31 MARY LOUISE NICHOLSON COUNTY CLERK 100 West Weatherford Fort Worth, TX 76196-0401 PHONE (817) 884-1195 TOWN OF WESTLAKE 1500 SOLANA BLVD BLDG 7 7200 WESTLAKE, TX 76262 Submitter: TOWN OF WESTLAKE DO NOT DESTROY WARNING - THIS IS PART OF THE OFFICIAL RECORD. Filed For Registration: 3/18/2019 2:41 PM instrument#: D219053036 OPR 23 PGS $100.00 By: D219053036 ANY PROVISION WHICH RESTRICTS THE SALE, RENTAL OR USE OF THE DESCRIBED REAL PROPERTY BECAUSE OF COLOR OR RACE IS INVALID AND UNENFORCEABLE UNDER FEDERAL LAW.