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1999-027 RESOLUTION NO. 99-27 (111 A RESOLUTION OF THE CITY OF SOUTHLAKE, TEXAS, APPROVING THE TERMS AND CONDITIONS OF A PROGRAM TO PROMOTE ECONOMIC DEVELOPMENT AND STIMULATE BUSINESS AND COMMERCIAL ACTIVITY IN THE CITY; AUTHORIZING THE MAYOR TO EXECUTE AN AGREEMENT WITH THE SABRE GROUP, INC. FOR SUCH PURPOSES; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, Chapter 380 of the Texas Local Government Code authorizes municipalities to establish and provide for the administration of programs that promote economic development and stimulate business and commercial activity in the city; and WHEREAS, the City Council has been presented with a proposed agreement by and between the City of Southlake and the SABRE Group, Inc., a copy of which is attached hereto as Exhibit "A" and incorporated herein by reference (hereinafter called the "Agreement"); and WHEREAS, upon full review and consideration of the Agreement and all matters attendant and related thereto, the City Council is of the opinion that the Agreement will assist in implementing a program whereby economic development will be promoted and business and commercial activity will be stimulated in the City. Cr' NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SOUTHLAKE, TEXAS, THAT: SECTION 1. The City Council finds that the terms of the Agreement will promote economic development and stimulate business and commercial activity in the City and otherwise meet the criteria of Section 380.001 of the Texas Local Government Code. SECTION 2. The City Council hereby adopts an economic development program whereby the City of Southlake will make economic development program payments to the SABRE Group, Inc., and take other specified actions, in accordance with the terms outlined in the Agreement. SECTION 3. The terms and conditions of the Agreement, having been reviewed by the City Council of the City of Southlake and found to be acceptable and in the best interest of the City and its citizens, are hereby approved. Page 1 SECTION 4. The Mayor is herebyauthorized to execute the Agreement and all other documents Y 9 in connection therewith on behalf of the City substantially according to the terms and conditions set forth in the Agreement. SECTION 5. This Resolution shall become effective from and after its passage. PASSED AND APPROVED this the11 1.day of Mpf, 1999. • gee �.S // Y Y "t Op tac , Mayor ;\ °° 1�f ATTEST: =AL°s4444.. �- r Sandy LeGrand, City Secretary N:`ECONDE.PROSPE-1 SABRERES-ORD%9647 07.WPD Page 2 C • EXHIBIT A 380 AGREEMENT a Page 3 • EXECUTION COPY ECONOMIC DEVELOPMENT PROGRAM AGREEMENT This Economic Development Program Agreement ("Agreement") is made and entered into by and between the City of Southlake, Texas (the "City"), and Sabre Inc. (formerly known as The SABRE Group, Inc.), a Delaware corporation(the"Company"). WITNESSETH: WHEREAS, on May 4, 1999, the City adopted Resolution No. 99-27 establishing an Economic Development Program pursuant to Section 380.001 of the Texas Local Government Code ("Section 380.001") and authorizing this Agreement as part of the Economic Development Program established by City Council Resolution(the"Program"); WHEREAS, the Company desires to participate in the Program by entering into this Agreement; NOW, THEREFORE, in consideration of the mutual benefits and premises contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. Authorization. The City has concluded that this Agreement is authorized by Section 380.001, and is authorized by Resolution of the City. 2. Definitions. The following definitions shall apply to the terms used in this Agreement: "Area Sales Tax Due Date" means, with respect to each Subject Quarter, the latest of (i) 60 days after the end of the Subject Quarter, or (ii) ten days after the City receives the Sales Tax Schedule for the Subject Quarter, or(iii) 30 days after the City receives (or is credited with) the relevant sales tax revenue from the Texas Comptroller. "Area Construction Sales Tax Revenues" means the gross revenues of the City from the sales and use taxes imposed by the City as a result of Construction Sales (irrespective of whether the Company is the purchaser). For this purpose, "gross revenues of the City" shall include all sales and use taxes imposed by the City under Chapter 321 of the Texas Tax Code, but not including sales and use taxes imposed for the benefit of (a) Southlake Parks Development Corporation under Section 4B, article 5190.6 of the Texas Revised Civil Statutes, or (b)the Southlake Crime Control and Prevention District created under Chapter 363 of the Texas Local Government Code(the "Crime Control and Prevention District Act"). (moi 011907.00005:0425951.08 "Company Affiliate" means any Person directly or indirectly controlling, controlled by, ter or under common control with the Company. As used in the definition of"Affiliate," the term "control" means the possession, directly or indirectly, the power to direct or cause the direction of the management and policies of a Person, whether through ownership of voting securities, by contract or otherwise. "Complaining Party"has the meaning set forth in Section 7 of this Agreement. "Construction Sales" means any Sale relating to the construction of any improvement located, or to be located, on the Global Premises. "Defaulting Party"has the meaning set forth in Section 7 of this Agreement. "Global Premises" means that certain tract of real property located in Tarrant County, Texas, consisting of approximately 150 acres, more or less, as more particularly described on Exhibit A hereto. "Person" means an individual or a corporation, partnership, trust, estate, unincorporated organization, association, or other entity. "Program"has the meaning set forth in the recitals to this Agreement. "Retailer" means (a) the Company and any Company Affiliate, and (b) any "retailer" within the meaning of Section 151.008 of the Texas Tax Code, as amended. "Sale"has the meaning set forth in Section 151.005 of the Texas Tax Code, as amended. "Sales Tax Rebate"has the meaning set forth in Section 4(b) of this Agreement. "Sales Tax Schedule"has the meaning set forth in Section 4(a) of this Agreement. "Section 380.001"has the meaning set forth in the recitals to this Agreement. "Subject Quarter"has the meaning set forth in Section 4(a) of this Agreement. "Term"has the meaning set forth in Section 3 of this Agreement. 3. Term. This Agreement shall be effective as of June 1, 1999, and shall remain in full force and effect until December 31, 2009 (the"Term"). 4. Sales Tax Rebates. (a) Within thirty (30) days after the end of each calendar quarter during the Term (a "Subject Quarter"), the Company shall submit to the City a schedule detailing the Area 1 2 011907.00005:0425951.08 Construction Sales Tax Revenues from Sales occurring during the Subject Quarter (each, a tre "Sales Tax Schedule"). As backup for each Sales Tax Schedule, the Company shall submit the following: (i) A copy of those sales tax reports (including all direct payment and self- assessment returns), including amended reports and returns, filed by each Retailer for the Subject Quarter which are supportive in demonstrating the Area Construction Sales Tax Revenues for the Subject Quarter (or, if such reports or returns do not show the Area Sales Tax Revenues, a separate report shall be prepared showing the Area Construction Sales Tax Revenues); (ii) Such other data as the parties mutually agree is appropriate to support documentation of Area Construction Sales Tax Revenues. (b) On or before the Area Sales Tax Due Date for a Subject Quarter, the City shall pay fifty percent (50%) of the aggregate amount of Area Construction Sales Tax Revenues for the Subject Quarter to the Company(each such payment, a"Sales Tax Rebate"). 5. Verification. (a) If requested by the City within 30 days after a calendar year, Ernst & Young or such other Big 5 independent accounting firm which is mutually agreeable to the City and the Company (the "Auditor") shall audit the calculations of Area Construction Sales Tax Revenues for the calendar year, and shall determine whether the Company has properly calculated the Area Construction Sales Tax for such year. (b) If the Auditor determines that Area Construction Sales Tax Revenues Tax for the year have been understated, then the City shall pay to the Company the appropriate amount based on the Auditor's conclusion. If the Auditor determines that Area Construction Sales Tax Revenues for the year have been overstated, then the Company shall promptly pay to the City such amount. (c) All determinations by the Auditor shall be final, nonappealable and conclusive. 6. Development Incentives. (a) Abandonment of T.W. King Boulevard. The City shall cause to be abandoned that portion of T.W. King Road generally located adjacent to the eastern edge of Lot 1, Block B, MTP-IBM ADDITION NO. 1 and adjacent to the western edge of PUD-8 (MIXED USE) (Ord. 480-179). Such abandonment shall be to the adjacent landowners without cost or expense to such landowners, and shall be subject to the rights, if any, of utilities located within such abandoned area. (b) Abandonment of Kirkwood Boulevard. The City shall cause to be abandoned that portion of Kirkwood Boulevard north and east of SH 114. Such abandonment shall be to the adjacent landowners without cost or expense to such landowners, and shall be subject to the rights, if any, of utilities located within such abandoned area. 3 011907.00005:0425951.08 Cr (c) Two-Lane Frontage Road. The City will support and use all reasonable efforts to cause the SH 114 frontage road (between "old" T.W. King Road and the Kirkwood/SH 114 interchange) to be modified to provide two-way access; such efforts to include a request to the Texas Department of Transportation for such modification. (d) Utility Infrastructure Construction. (i) Water and Sewer Service: The City shall cause to be constructed to the edge of the Global Premises water and sewer service sufficient to provide full build-out of the Global Premises. The City shall be responsible for all costs and expenses of providing such service capabilities. The City agrees to provide the services to the edge of the Global Premises in a timely manner coordinated with the anticipated need of the Company. (ii) Distribution Water Line: The City agrees to construct the necessary 12 inch distribution water line through the Global Premises in an alignment proposed by the Company, currently anticipated to be along the projected Kirkwood road extension. All fees (administration and inspection)related to this water line shall be waived by the City. (iii) Existing Water Line Abandonment: The City will cause to be abandoned (in place) the existing water line (including all easement rights) that services the Company's existing building and that bisects the Global Premises. Such abandonment shall be at no cost or expense to the Company. The City represents to the Company that funds to pay the costs and expenses of the utility infrastructure construction described in this Section 6(d) are available from current City funds. (e) Rezoning. The City shall work diligently with Company in its application to rezone the Global Premises (and, if requested by Company, Company's existing building) to accommodate Company's intended use of the Global Premises. It is understood that all fees and expenses associated with such rezoning shall be paid by a Maguire Partners entity. The City acknowledges the importance to Company of completing the rezoning by June 15, 1999, and to that end will expedite, to the maximum extent possible, all City actions necessary to accomplish such rezoning, dependent on the timely preparation and submittal of all required documents by the Company. (f) Public Works Administration and Inspection Fees. The City hereby represents to the Company that Subsections 1 and 3 of Section III (Public Works Activities) of the City Fee Schedule pertain only to the public works components of projects, e.g., water, sewer and streets, and are based on public works costs and not costs of non-public works improvements. (g) Development Permitting Acceleration. The City shall allocate to the project (i)building plan review staff to facilitate the accelerated review of submitted construction plans; (ii)building inspectors to facilitate access and timeliness of inspections during construction at CW the Global Premises; and(iii)public works inspectors to facilitate access and timeliness of public 4 011907.00005:0425951.08 works inspections during the construction/inspection of the water line installation. The Company shall require its contractor to provide an adequate on-site construction office/trailer for use by City staff. 7. Default. If either party should default (the "Defaulting Party") with respect to any of its obligations hereunder and should fail, within sixty (60) days after delivery of written notice of such default from the other party (the "Complaining Party") to cure such default (provided that such 60-day cure period shall be extended to one hundred eighty (180) days if the default is not curable within such 60-day period after good faith efforts to cure the default by the Defaulting Party), the Complaining Party, by action or proceeding at law or in equity, may be awarded its damages for such default. Notwithstanding anything to the contrary contained herein, any Sales Tax Rebates from the City which are not timely paid by the City shall incur interest at the lesser of(a) fifteen percent (15%) per annum, or (b)the highest rate per annum allowed by applicable law from the date such Sales Tax Rebate is due until paid; provided, however, that no interest shall be due on amounts disputed by the City if the City notifies the Company in writing of the dispute prior to the Area Sales Tax Due Date with respect to such amounts until such dispute is resolved. 8. Mutual Assistance. The City and the Company shall take all reasonable measures which are necessary or appropriate to carry out the terms and provisions of this Agreement and to aid and assist each other in carrying out such terms and provisions. The Company hereby consents to and agrees to cooperate in any reasonable request by the City to obtain copies of sales/use tax returns from the State which contains information pertinent to the calculation of Area Construction Sales Tax Revenues. To the extent the Company requests reasonable amendments to the Tax Abatement Agreements by and among the City, the Company and Maguire Partners Solana Limited Partnership relating to property located in the Global Premises to address changes in the location of improvements thereon and the boundaries of property subject to each such agreement, the City shall cooperate with the Company in that regard. 9. Representations and Warranties. The City represents and warrants to the Company that the Program and this Agreement are within the scope of its authority and the provisions of its charter and that it is duly authorized and empowered to establish the Program and enter into this Agreement. The Company represents and warrants to the City that it has the requisite authority to enter into this Agreement. 10. Company Covenants. In consideration of the City's agreements under this Agreement (including the payment of monies to the Company), the Company agrees to maintain during the Term any buildings occupied by it on the Global Premises primarily as a corporate campus or part of a corporate campus. The Company further agrees to take all reasonable steps to cause all Construction Sales 5 011907.00005:0425951.08 • to occur within the city limits of the City in order to generate city sales tax revenue to the extent feasible. 11. Section or Other Headings. Section or other headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. 12. Attorneys Fees. In the event any legal action or proceeding is commenced to enforce or interpret provisions of this Agreement, the prevailing party in any such legal action shall be entitled to recover its reasonable attorneys' fees and expenses incurred by reason of such action. 13. Entire Agreement. This Agreement contains the entire agreement between the parties with respect to the transactions contemplated herein. 14. Amendment. This Agreement may only be amended, altered, or revoked by written instrument signed by the Company and the City. 15. Successors and Assigns. This Agreement shall be binding on and inure to the benefit of the parties, their respective successors and assigns. The Company may assign all or part of its rights and obligations hereunder(a)to any Affiliate without the approval of the City, (b) to any Person which leases all or a portion of the Global Premises to the Company and/or any Affiliate of the Company without the approval of the City, and (c)to any Person other than an Affiliate with the prior written approval of the City,which approval shall not be unreasonably withheld or delayed. 16. Notice. Any notice and/or statement required and permitted to be delivered shall be deemed delivered by depositing same in the United States mail, certified with return receipt requested, postage prepaid, addressed to the appropriate party at the following addresses, or at such other addresses provided by the parties in writing; Company: Sabre Inc. 4255 Amon Carter Blvd. Fort Worth, Texas 76155 Attention: General Counsel C 6 011907.00005:0425951.08 With a copy to: Hughes & Luce, L.L.P. 1717 Main Street, Suite 2800 Dallas, Texas 75201 Attention: Jeff W. Dorrill City: Mayor City of Southlake City Hall 667 North Carroll Avenue Southlake, Texas 76092 With a copy to: Taylor, Olson, Adkins, Sralla& Elam, L.L.P. 500 Throckmorton Street 3400 Bank One Tower Fort Worth, Texas 76102-3821 Attention: Wayne K. Olson 17. Interpretation. Regardless of the actual drafter of this Agreement, this Agreement shall, in the event of any dispute over its meaning or application, be interpreted fairly and reasonably, and neither more strongly for or against any party. Cr 18. Applicable Law. This Agreement is made, and shall be construed and interpreted under the laws of the State of Texas and venue shall lie in Tarrant County, Texas. 19. Severability. In the event any provision of this Agreement is illegal, invalid, or unenforceable under present or future laws, then, and in that event, it is the intention of the parties hereto that the remainder of this Agreement shall not be affected thereby, and it is also the intention of the parties to this Agreement that in lieu of each clause or provision that is found to be illegal, invalid, or unenforceable a provision be added to this Agreement which is legal, valid and enforceable and is as similar in terms as possible to the provision found to be illegal, invalid or unenforceable. 20. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be considered an original,but all of which shall constitute one instrument. 7 011907.00005:0425951.08 THE CITY OF SOUTHLAKE try �Ovoi1Wot►n to °>",, ck Stacy, Mayor ATTEST: Ica • C• CI Y SECRETARY Nquitittit0���\`` SABRE INC., a Delaware corporation By: €,...,.•✓- Name: &swot ,& y Title: vP — dog, Sr,Cv/Gc,S APPROVED AS TO FORM AND LEGALITY: CITY ATTORNEY Date: O ^jo 8 011907.00005:0425951.08 THE STATE OF TEXAS § COUNTY OF TARRANT § 3 g!t BEFORE ME, the undersigned authority, on this day personally appeared Rick Stacy, 4 Mayor of the CITY OF SOUTHLAKE, a municipal corporation, known to me to be the person 3 acknowledged to me that the same was the act of the said CITY OF SOUTHLAKE, TEXAS, a municipal corporation, that he was duly authorized to perform the same by appropriate resolution of the City Council of the City of Southlake and that he executed the same as the act of the said City for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this /9 day of August, 1999. Aetk/k ifiA41) i t O�PRYPUeGn SANDRA L. LeGRAND Notary Public in and for 3 * +� * Notary Pubic the State of Texas N STATE OF TEXAS i l Jzno1rkh•Le&'ir"- ' My Comm.Exp.02/G4%2001 1 Notary's Printed Name THE STATE OF TEXAS § COUNTY OF TARRANT § I BEFORE ME, the undersigned authority ;j this day personally appeared C4(oL GC'L.� s(N t'OL C f VP PALA Sa rric"a Delaware corporation, known T to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged ti to me that he executed the same for the purposes and consideration therein expressed, in the capacity therein stated and as the act and deed of said entities. GIVEN UNDER MY HAND AND SEA. '' a 4say of August, 1999. 17P% HEWDDTON1NoaryPira ublcin ria dfor �., Notary Public P� STATE OF TEXAS t - State of Texas 90 4' My Comm.Exp.01/14/2003 Of Marti CJ'.6.ttiJretit' Notary's Printed Name I I 9 011907.00005:0425951.08 1 1 i i EXHIBIT A TO ECONOMIC DEVELOPMENT AGREEMENT Description of Global Premises Cry • { Exhibit A 011907.00005:0425951.08 • LAND DESCRIPTION Cw BEING a tract of land situated in the J. B. Martin Survey, Abstract 1134, the R. D. Price Survey, Abstract 1207 and the U. P. Martin Survey, Abstract No. 1015, Tarrant County, Texas, and being a portion of a tract of land as described in the Special Warranty Deed to International Business Machines Corporation as recorded in Volume 12782, Page 109 of the deed records of Tarrant County, Texas, and also being a portion of a tract of land as described in Special Warranty Deed to 300 Convent Street Corp. as recorded in Volume 12782, Page 110 of the Deed Records of Tarrant County said tract being more particularly described by metes and bounds as follows: BEGINNING at a 5/8 inch iron rod set with"Huitt-Zollars" cap on the southerly platted right-of-way line of Parkway Boulevard(131 foot right-of-way), said iron rod being at the most southerly southwest corner of said MTP-IBM Addition No. 1; THENCE along the southerly right-of-way line of said Parkway Boulevard as follows: North 63 degrees 15 minutes 25 seconds East, a distance of 32.25 feet to a 5/8 inch iron rod set with "Huitt-Zollars" cap at the beginning of a curve to the right; Along said curve to the right with a central angle of 24 degrees 19 minutes 16 seconds, a radius of 1,419.50 feet, an arc distance of 602.55 feet a long chord that bears North 75 degrees 25 minutes 02 seconds East, a distance of 598.04 feet to a 5/8 inch iron rod set with"Huitt- Zollars" cap; North 87 degrees 34 minutes 40 seconds East, a distance of 137.89 feet to a 5/8 inch iron rod set with"Huitt-Zollars" cap at the southeast corner of said MTP-IBM Addition No. 1; THENCE, along the easterly line of said MTP-IBM Addition No. 1,North 00 degrees 09 minutes 22 seconds West, a distance of 848.90 feet to the most easterly northeast corner of the MTP-IBM Addition No. 1 and being on the south line of a tract of land as described by deed to C.R. Revels as recorded in Volume 86, Page 557, Deed Records, Tarrant County, Texas; THENCE, along the southerly line of said C.R. Revels tract the following courses and distances; North 89 degrees 50 minutes 38 seconds East, a distance of 596.50 feet to a Corps of Engineers concrete monument found; North 89 degrees 33 minutes 04 seconds East, a distance of 1132.28 feet to a point for a corner; South 01 degrees 09 minutes 16 seconds East, a distance of 651.54 feet to a 3/4 inch iron rod found; North 89 degrees 56 minutes 04 seconds East, a distance of 333.16 feet to a 2 inch pipe found in the westerly right-of-way line of White Chapel Road (50 feet wide right-of-way); J:\Surve.2512\O4\wp\DESC15Ore a« 1 OF 6 ' a:::vro9 REV 4!2799 THENCE, along the westerly right-of-way of White Chapel Road, South 02 degrees 11 minutes 25 seconds East, a distance of 85.06 feet to a point for a corner at the northeasterly corner of a tract of land as 'escribed in Special Warranty Deed to the City of Southlake as executed on April 28, 1998; THENCE, South 89 degrees 56 minutes 04 seconds West, departing the westerly right-of-way line of said White Chapel Road and along the northerly line of said City of Southlake tract, a distance of 114.99 feet to the northwesterly corner of said City of Southlake tract; THENCE, South 00 degrees 03 minutes 56 seconds East, along the westerly line of said City of Southlake tract, a distance of 100.00 feet to the southwesterly corner of said tract; THENCE, South 06 degrees 07 minutes 22 seconds West, a distance of 263.21 feet to a point for corner; THENCE, South 02 degrees 25 minutes 42 seconds East, a distance of 160.37 feet to a point for a corner on the southerly top of bank of South Fork Kirkwood Branch; THENCE, generally along the southerly top of bank of said creek the following courses and distances: South 46 degrees 28 minutes 21 seconds East a distance of 81.99 feet; South 42 degrees 41 minutes 23 seconds West a distance of 92.21 feet; South 29 degrees 21 minutes 54 seconds West a distance of 106.36 feet; South 16 degrees 11 minutes 08 seconds West a distance of 148.69 feet; South 03 degrees 24 minutes 13 seconds West a distance of 168.53 feet; South 45 degrees 59 minutes 11 seconds West a distance of 74.72 feet; South 05 degrees 31 minutes 46 seconds West a distance of 52.64 feet; South 63 degrees 16 minutes 32 seconds East a distance of 53.47 feet; South 08 degrees 05 minutes 54 seconds West a distance of 38.62 feet; South 85 degrees 28 minutes 32 seconds West a distance of 48.87 feet; South 05 degrees 31 minutes 46 seconds West a distance of 196.76 feet; South 41 degrees 44 minutes 24 seconds West a distance of 43.62 feet; South 32 degrees 52 minutes 05 seconds East a distance of 91.58 feet; South 83 degrees 49 minutes 21 seconds East a distance of 36.19 feet; North 15 degrees 36 minutes 10 seconds East a distance of 58.44 feet; I:\Survcy\25I2O4\wp\DEsclsorcv.doc 2 OF 6 • 4/2L99 REV.4.27.'99 South 73 degrees 59 minutes 03 seconds East a distance of 36.34 feet; South 18 degrees 26 minutes 43 seconds East a distance of 87.49 feet; South 19 degrees 22 minutes 15 seconds West a distance of 40.53 feet; South 61 degrees 25 minutes 48 seconds West a distance of 99.80 feet; South 08 degrees 36 minutes 22 seconds East a distance of 198.28 feet; North 70 degrees 42 minutes 42 seconds East a distance of 47.08 feet; South 22 degrees 16 minutes 43 seconds East a distance of 12.87 feet; South 32 degrees 05 minutes 51 seconds West a distance of 60.69 feet; South 30 degrees 18 minutes 36 seconds East a distance of 27.12 feet; South 43 degrees 10 minutes 57 seconds West a distance of 48.11 feet; THENCE, departing said top of bank South 17 degrees 04 minutes 45 seconds East a distance of 85.86 feet to the southerly top of bank of said creek; THENCE, South 21 degrees 49 minutes 50 seconds East along the southerly top of bank a distance of 51.02 feet to the beginning of a non-tangent curve to the right having a radius of 1,572.00 feet; THENCE, departing the southerly top of bank and along said curve to the right through a central angle of 04 degrees 19 minutes 29 seconds, an arc distance of 118.66 feet and being subtended by a chord bearing South 38 degrees 45 minutes 42 seconds East a distance of 118.63 feet to a point for corner; THENCE, South 53 degrees 24 minutes 02 seconds West a distance of 50.00 feet to a point for corner; THENCE, South 35 degrees 06 minutes 11 seconds East a distance of 79.67 feet to the platted northwesterly line of Kirkwood Hollow Phase I, an addition to the City of Southlake, as recorded in Cabinet A, Slide 4537 of the Deed Records of Tarrant County, Texas, and being on the northeasterly right-of-way line of Kirkwood Boulevard; THENCE. South 56 degrees 24 minutes 01 seconds West continuing along the platted northwesterly line of said Kirkwood Hollow Phase I and an extension thereof a distance of 198.41 feet to point for corner in the centerline of South Fork Kirkwood Branch; THENCE. generally along the centerline of said branch the following courses and distances: South 17 degrees 28 minutes 39 seconds West a distance of 13.61 feet to a point for corner; South 40 degrees 25 minutes 34 seconds West a distance of 38.10 feet to a point for corner; South 26 degrees 58 minutes 38 seconds West a distance of 25.77 feet to a point for corner; :'Survey 12512\O4\wp\DESCISOrxv.doc 3 OF 6 • 4'2V99 REV 4/2 /99 South 02 degrees 00 minutes 59 seconds West a distance of 29.72 feet to a point for corner; South 69 degrees 47 minutes 31 seconds West a distance of 22.44 feet to a point for corner; South 84 degrees 36 minutes 18 seconds West a distance of 26.95 feet to a point for corner; South 53 degrees 15 minutes 40 seconds West a distance of 22.56 feet to a point for corner; South 25 degrees 06 minutes 35 seconds West a distance of 37.90 feet to a point for corner; South 07 degrees 01 minutes 26 seconds East a distance of 29.93 feet to a point for corner; South 00 degrees 53 minutes 14 seconds East a distance of 31.56 feet to a point for corner; South 19 degrees 28 minutes 57 seconds West a distance of 14.92 feet to a point for corner; South 59 degrees 39 minutes 56 seconds West a distance of 33.26 feet to a point for corner; North 65 degrees 23 minutes 25 seconds West a distance of 50.64 feet to a point for corner; { South 76 degrees 18 minutes 39 seconds West a distance of 54.62 feet to a point for corner; North 39 degrees 23 minutes 55 seconds West a distance of 28.52 feet to a point for corner; North 80 degrees 25 minutes 36 seconds West a distance of 16.87 feet to a point for corner; North 76 degrees 53 minutes 30 seconds West a distance of 38.04 feet to a point for corner; North 43 degrees 26 minutes 30 seconds East a distance of 16.71 feet to a point for corner; North 62 degrees 48 minutes 05 seconds East a distance of 25.48 feet to a point for corner; North 03 degrees 15 minutes 56 seconds West a distance of 20.42 feet to a point for corner; North 47 degrees 33 minutes 51 seconds West a distance of 25.63 feet to a point for corner; North 57 degrees 28 minutes 08 seconds West a distance of 26.66 feet to a point for corner; South 70 degrees 01 minute 26 seconds West a distance of 18.54 feet to a point for corner; South 37 degrees 59 minutes 12 seconds West a distance of 30.91 feet to a point for corner; South 09 degrees 24 minutes 11 seconds West a distance of 8.82 feet to a point for corner; South 51 degrees 22 minutes 17 seconds West a distance of 41.55 feet to a point for corner; South 32 degrees 44 minutes 12 seconds West a distance of 23.43 feet to a point for corner; \SurveyZS12\04 wPDESCI5Ore doc 4 OF 6 . 4r_:J99 RE% 4.2"99 3 South 53 degrees 10 minutes 04 seconds West a distance of 44.67 feet to a point for corner; C., South 66 degrees 26 minutes 53 seconds West a distance of 31.90 feet to a�' point for corner; South 45 degrees 09 minutes 44 seconds East a distance of 17.42 feet to a point for corner; South 76 degrees 54 minutes 57 seconds East a distance of 36.92 feet to a point for corner; South 20 degrees 45 minutes 22 seconds West a distance of 40.45 feet to a point for corner; South 30 degrees 23 minutes 01 second West a distance of 72.88 feet to a point for corner; South 53 degrees 13 minutes 24 seconds West a distance of 99.78 feet to a point for corner; South 62 degrees 06 minutes 48 seconds West a distance of 87.11 feet to a point for corner; South 58 degrees 29 minutes 32 seconds West a distance of 51.51 feet to a point for corner; North 85 degrees 07 minutes 51 seconds West a distance of 53.55 feet to a point for corner; South 76 degrees 52 minutes 54 seconds West a distance of 38.97 feet to a point for corner; North 67 degrees 16 minutes 38 seconds West a distance of 56.75 feet to a point for corner; tir South 55 degrees 38 minutes 19 seconds West a distance of 11.38 feet to a point for corner on g the proposed easterly right-of-way line of State Highway No. 114; THENCE, along the proposed easterly right-of-way line of State Highway No. 114 as follows: North 36 degrees 32 minutes 05 seconds West a distance of 147.32 feet to a Texas Highway Department concrete monument, found; North 47 degrees 50 minutes 42 seconds West, a distance of 101.98 feet to a Texas Highway Department concrete monument, found; North 36 degrees 32 minutes 04 seconds West, a distance of 500.00 feet to a Texas Highway Department concrete monument, found; North 32 degrees 14 minutes 44 seconds West, a distance of 200.56 feet to a 5/8 inch iron rod set with "Huitt-Zollars" cap; North 36 degrees 32 minutes 05 seconds West, a distance of 199.81 feet to a Texas Highway Department concrete monument, found; North 42 degrees 14 minutes 23 seconds West, a distance of 201.18 feet to a Texas Highway Department concrete monument, found; 1:\Surer.512`A4\wp1DESCI5Orn•.doc 5 OF 6 • 4/2Z99 REV.4,_-99 North 36 degrees 32 minutes 05 seconds West, a distance of 702.91 to a 5/8 inch iron rod set with"Huitt-Zollars"cap on the existing easterly right-of-way line of State Highway No. 114; ("T HENCE, along the existing easterly right-of-way line of said highway as follows: North 18 degrees 59 minutes 38 seconds West, a distance of 112.97 feet to a 5/8 inch iron rod set with "Huitt-Zollars" cap; North 32 degrees 06 minutes 29 seconds West, a distance of 430.57 feet to a 5/8 inch iron rod set with '`Huitt-Zollars" cap; North 29 degrees 36 minutes 27 seconds West, a distance of 232.63 feet to a 5/8 inch iron rod set with "Huitt-Zollars" cap at the beginning of a curve to the left; Along said curve to the left, with a central angle of 06 degrees 26 minutes 28 seconds, a radius of 1,452.40 feet, an arc distance of 163.28 feet, a long chord that bears North 32 degrees 49 minutes 41 seconds West, a distance of 163.19 feet to a 5/8 inch iron rod set with"Huitt- Zollars" cap at the beginning of a reverse curve to the right; Along said curve to the right, with a central angle of 99 degrees 18 minutes 20 seconds, a radius of 90.00 feet, an arc distance of 155.99 feet, a long chord that bears North 13 degrees 36 minutes 16 seconds East, a distance of 137.18 feet to the POINT OF BEGINNING and CONTAINING 150.716 acres of land, more or less. 4111 asis of bearings: A bearing of South 89 degrees 39 minutes 47 seconds East along the northerly right-of-way line of Dove Road according to the Special Warranty Deed to MTP-IBM Phase II an III Joint Venture as recorded in Volume 8995, Page 1268 of the Deed Records of Tarrant County, Texas. For Huitt-Zollars, Inc. Eric J. Y oudy Registered Professional Land Surveyor Texas Registration No. 4862 Huitt-Zollars, Inc. 3131 McKinney Avenue Dallas, Texas 75204 Date: April 7. 1999 Revised April 23, 1999 Revised April 27, 1999 C 1'Survev 51?`od\wp0ESC15orn doc 6 OF 6 • a/22/99 REV.4.7'99 "MOW • . .. (Ile S' 6, fit ...2. .0.0 o'i CP.' klk''. z d t g 1 1 11 11 li a. it:i 1:1 1:11 1111; c c :-...t6 -- p m iiall ED gglill ,11- ! C/4 Lij 0•113 ; it. , CE• I, ...I 113 , _ •.-- a. i—W ealei' k ... a.. &t 1 112 oz, 11:4; 9 1 i fils t : into *Oa I 1 ! . . .,.! i ; is . • / ei y h 1 t (111" ?... CO NI! • if R 0•le W • • 0 . If!, -5. • 4 c.) iil G ; B e 4( P.a . \ / tt.tt . 0 r: g3g v ci // ! . ..- ts) / ‘,, / —A..2...I _\• -•!--.—E. 4 ' SAKI MC UK"Mt 11 i / t 11! ,..,.. 1 . — i!1 // .gia : 60 iii 122 1 , 1 • .,1/2‘ i 3 .., . // . • . ill .•, i r 1 1 ..6 .. . i e ck. 1 i 2 ,1.,72 id i 3 t - 0 i.! `'," i. IZill \ g5 ',i. t:i 3.5: 1 E 1 if 5 1 3 4 i g I Is As -i• \ (.... \ 1