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HomeMy WebLinkAboutEDCRes2015.07.02ANNA ECONOMIC DEVELOPMENT CORPORATION RESOLUTION NO. 0/s - 0? ,;� (n c A RESOLUTION OF THE ANNA ECONOMIC DEVELOPMENT CORPORATION APPROVING AN ESTOPPEL CETIFICATE FOR Q SEMINOLE ANNA TOWN CENTER, L.P. RELATED TO AN INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT WITH Q SEMINOLE ANNA TOWN CENTER, L.P, THE ANNA ECONOMIC DEVELOPMENT CORPORATION, AND THE CITY OF ANNA WHEREAS, the EDC has received a request to issue an Estoppel Certificate from Q Seminole Anna Town Center, L.P. who has represented that it will create and retain a significant number of new jobs and that will result in new capital investment, all within the corporate limits of the City; and WHEREAS, the EDC desires to issue the Estoppel Certificate to satisfy Q Seminole Anna Town Center, L.P. Lender's request to certify certain matters contained in the Incentive Agreement further detailed in EXHIBIT A attached. NOW, THEREFORE, BE IT RESOLVED BY THE ANNA ECONOMIC DEVELOPMENT CORPORATION THAT: Section 1. Recitals Incorporated The recitals set forth above are incorporated herein for all purposes as if set forth in full. Section 2. Approval Estoppel Certificate The EDC hereby approves the Estoppel Certificate for Q Seminole Anna Town Center, L.P., attached hereto as EXHIBIT A, incorporated herein for all purposes, and authorizes the EDC President to execute same on its behalf, subject to approval as to form by legal counsel for the EDC and final content by the EDC Chief Administrative Officer and subject to approval by the City Council. PASSED AND APPROVED by the Anna Economic Development Corporation on this ,", day of 2015. ATTEST: APPROVED: onnie'Stump Sherily -dfrey EDC President EDC S�ec�tar_u_.._ ANNA EDC RESOLUTION NO. �4 �5��'v a (-C-&) PAGE 1 OF 1 ESTOPPEL CERTIFICATE (INCENTIVE AGREEMENT FOR NE%y ECONOMIC DEVELOPMENT) June 2015 Independent Bank, and its successors and assigns 2100 McKinney Avenue, Suite 1200 Dallas, TX 75201 Re: Incentive Agreement for New Economic Development ("Incentive Agreement") dated effective as of June 1, 2015, by and among Q SEMINOLE ANNA TOWN CENTER, L.P., a Texas limited partnership ("Developer"), the ANNA ECONOMIC DEVELOPMENT CORPORATION, a Texas Type A development corporation ("AEDC"), and the ANNA COMMUNITY DEVELOPMENT CORPORATION, a Texas Type B development corporation ("ACDC," and together with AEDC, the "Anna Corporations"). Capitalized terms not otherwise defined in this Estoppel Certificate shall have the meaning ascribed thereto in the Incentive Agreement. Ladies/Gentlemen: The Anna Corporations understand that (i) Developer is the owner of the property described on Exhibit A (the "Developer PropelV"), and (ii) INDEPENDENT BANK ("Lender"), has made or wiil make a loan (the "Loan") to Developer, secured by a Deed: of Trust (the "Mortaaae") on the Developer Property. (The Mortgage, together with any and all papers now or hereafter governing, evidencing, guaranteeing or securing or otherwise relating to payment of all or any part of the Loan, are hereinafter referred to collectively as the "Loan Documents".) The Developer Property is a portion of the Property described in the Incentive Agreement. The Anna Corporations have been advised that on June 1, 2015, the Developer closed on the sale of the Walmart Property (the "Walmart Property Sale") to WAL-MART REAL ESTATE BUSINESS TRUST, a Delaware statutory trust ("Wal-Mart RE Trust" ), as evidenced by that certain General Warranty Deed to Wal-Mart RE Trust dated June 1, 2015, executed by Developer and filed of record on June 2, 2015 in the Official Public Records of Collin County, Texas as Instrument No. 20150602000647410, a copy of which is attached hereto as Exhibit B ("Walmart Prgpertv Deed"). The Anna Corporations have further been advised that the 1.809 acre tract of land described in Exhibit I to the Incentive Agreement was conveyed to the City (the "Water Tower Site Conveyance") pursuant to that certain Deed of Dedication of Land for Public Use dated June 16, 2015, executed by Developer and filed of record on June 23, 2015 in the Official Public Records of Collin County, Texas as Instrument No. 20150623000757290, a copy of which is attached hereto as Exhibit C (the "Water Tower Site Deed"). As a condition to making the Loan, Lender has requested that the Anna Corporations certify as to certain matters contained in the Incentive Agreement. Accordingly, each of the Anna Corporations hereby states and certifies to Lender the following matters as they relate to the Incentive Agreement as of the date hereof: 1. A true, correct, and complete copy of the Incentive Agreement is attached hereto as Exhibit D. 2. There exists no uncured default or breach in the performance of obligations of any of the parties to the Incentive Agreement. 3. The Incentive Agreement constitutes the entire agreement of the Anna Corporations and Developer with respect to payment of Project Funds, and there are no other agreements or understandings, verbal or written, that affect the rights and liabilities of the Anna Corporation or Developer to one another with respect to the Incentive Agreement or the Project Funds. ESTOPPEL CERTIFICATE - INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT - PAGE I 4. Subject to the terms of Section 5 of the Incentive Agreement, the Combined Maximum Amount of payments to Developer will total $2,934,000.00. 5. The Walmart Property Sale satisfies the condition to effectiveness of the Incentive Agreement included in Section I thereof that requires that Developer close the sale of the Walmart Property to Wal-Mart Stores, Inc. by June 15, 2015. 6. All conditions to the effectiveness of the Incentive Agreement described in Section 1 thereof have been satisfied, and the Incentive Agreement is unmodified and is in full force and effect. 7. The Anna Corporations will not seek to terminate the Incentive Agreement pursuant to Section 2.02(c) thereof solely due to the sale by the Developer of the Walmart Property to Wal-Mart RE Trust rather than to Walmart Stores, Inc. Notwithstanding the foregoing, all other termination rights set forth in Section 2.02 of the Incentive Agreement remain in full force and effect. 8. The Water Tower Site Conveyance satisfies Section 4.04(b) of the Incentive Agreement. 9. The collateral assignment of the Incentive Agreement by Developer to Lender shall not constitute a default under the terms of the Incentive Agreement, and this Estoppel Certificate shall constitute notice to the Anna Corporations of such assignment. 10. In the event that either or both of the Anna Corporations delivers to Developer any notice of default pursuant to Section 8.08 of the Incentive Agreement, the party or parties delivering such notice of default shall contemporaneously therewith, and in accordance with Section 8.13 of the Incentive Agreement, deliver a copy of such notice to Lender at the address to which this Estoppel Certificate is addressed, and Lender shall have the right, but not the obligation to cure such default during the Cure Period. In the event Lender or its successors or assigns succeeds to (i) Developer's interest in the Property pursuant to Lender's rights under the Loan Documents, and (ii) Lender exercises its rights to succeed to the interest of Developer under the Incentive Agreement, then from and after the date on which Lender succeeds to Developer'.s interest in the Property, the Anna Corporations and Lender shall be bound in accordance with all of the terms, covenants and conditions of the Incentive Agreement for the balance of the term thereof with the same force and effect as if Lender were the Developer under the Incentive Agreement. [REMAINDER OF PAGE IS INTENTIONALLY BLANK - SIGNATURES APPEAR ON NEXT PAGE.] ESTOPPEL CERTIFICATE- INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT - PAGE 2 IN WITNESS WHEREOF, the undersigned have executed this Estoppel Certificate on the dates set out below to be effective as of the date first above written. ACDC: ANNA COMMUNITY DEVELOPMENT CORPORATION, a Texas Type B development corporation By: UAAr-'Oof Nam o aoat Title: ffie6aaewr Date of Execution: �? r 6 . / S 2015 AEDC: ANNA ECONOMIC DEVELOPMENT CORPORATION, a Texas Type A development corporation Date of Execution: L� �B 2015 ESTOPPEL CERTIFICATE - INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT -- SIGNATURE PAGE ESTOPPEL CERTIFICATE JOINDER (CITY OF ANNA, TEXAS) The City of Anna, a Texas municipal corporation, joins for the sole purposes of acknowledging and agreeing that: (a) The City will not seek to terminate the Incentive Agreement pursuant to Section 2.02(c) thereof solely due to the sale by the Developer of the Walmart Property to Wal-Mart RE Trust rather than to Walmart Stores, Inc. Notwithstanding the foregoing, all other termination rights set forth in Section 2.02 of the Incentive Agreement remain in full force and effect; and (b) In the event the City delivers to Developer any notice of default pursuant to Section 8.08 of the Incentive Agreement, the City shall contemporaneously therewith, and in accordance with Section 8.13 of the Incentive Agreement, deliver a copy of such notice to Lender at the address to which the Estoppel Certificate is addressed, and Lender shall have the right, but not the obligation to cure such default during the Cure Period. In the event Lender or its successors or assigns succeeds to (i) Developer's interest in the Property pursuant to Lender's rights under the Loan Documents, and (ii) Lender exercises its rights to succeed to the interest of Developer under the Incentive Agreement, then from and after the date on which Lender succeeds to Developer's interest in the Property, the City shall recognize such succession and agrees that the Anna Corporations and Lender shall be bound in accordance with all of the terms, covenants and conditions of the Incentive Agreement for the balance of the term thereof with the same force and effect as if Lender were the Developer under the Incentive Agreement. CITY OF ANNA, a Texas municipal corporation By: Name: ike Crist Title: Mayor Date of Execution: f , 2015 Attest: Na i'C r 6Y1S Title. [Acting] City Secretary ESTOPPEL CERTIFICATE- INCENTIVE AGREEMENT FOR NEw ECONOMIC DEVELOPMENT- SIGNATURE PAGE Exhibit A Legal Descriation TRACT I BEING a tract of land situated in the W.S. Ratton Survey, Abstract No. 752, the Thomas Ratton Survey, Abstract No. 782, and the F.T. Duffau Survey, Abstract No. 288, City of Anna, Collin County, Texas, and being a portion of a called 107.52 acre tract of land described in the deed to Q Seminole Anna Town Center, L.P., recorded in Instrument No. 20080128000100640, Real Property Records of Collin County, Texas, and being more particularly described as follows: BEGINNING at a 1/2 inch iron rod with plastic cap stamped "GEER 4117" found for the northwest corner of said 107.52 acre tract, common to the southwest corner of a tract of land described as Tract 7 in the deed to MJLA Adams, LTD., recorded in Instrument No. 20110505000462590, said Real Property Records, and on the easterly right-of-way line of U.S. Highway 75; THENCE North 89018'S3" East, departing the easterly right-of-way line of U.S. Highway 75, along the northerly line of said 107.52 acre tract, and .along the southerly line of said Tract 7, passing en route at a distance of 43.02 feet a TxDOT Aluminum right-of-way marker found for witness on the future easterly right-of-way line of U.S. Highway 75 per Notice of Lis Pendens recorded in Instrument No. 20150331000350710, said* Real Property Records, and continuing on said course a total distance of 965.84 feet to a 3/8 inch iron rod found for corner on the westerly line of a called 50.53 acre tract -of land described in the deed to Two-J Partners, LLLP, recorded in Instrument No. 20080509000562500, said Real Property Records; THENCE South 012848" West, along the easterly line of said 107.52 acre tract, and along the westerly line of said 50.53 acre tract, a distance of 1549.17 feet to a wooden post found for corner at the southwest corner of said 50.53 acre tract; THENCE South 89°20'45" East, along the southerly line of said 50.53 acre tract, a distance of 165.07 feet to a 3/8 inch iron rod found for the eastern -most northeast corner of said '107.52 acre tract, common to the northwest corner of Creekside Phase 3, an addition to the City of Anna, according to the plat thereof recorded in Cabinet P, page 623, Plat Records of Collin County, Texas; THENCE South 00 1 Y51 " west, along the easterly line of said 107.52 acre tract, and along the westerly line of said Creekside Phase 3, and Creekside Phase 2, an addition to the City of Anna, according to the plat thereof recorded in Cabinet P. Page 60, said Plat Records, a distance of 2412.19 feet to a point for corner on the northerly right-of-way line of F.M. 455, from which a 1/2 inch iron rod found for witness bears North 00014' East, a distance of 0.36 feet; THENCE along the southerly line of said 107.52 acre tract, and along the northerly right-of-way line of F.M. 455, the following three (3) courses: 1. North 79°2549" West, a distance of 46.42 feet to a Brass TxDOT monument found for corner; 2. North 86053`28" West, a distance of 211.81 feet to a 1/2 inch iron rod found for corner; 3. South 88°02'21" west, a distance of 144.37 feet to a 5/8 inch iron rod with plastic cap stamped "KHR' set for corner; THENCE departing the northerly right-of-way line of F.M. 455, and crossing said 107.52 acre tract, the following ten (10) courses: 1. North 1 "5625" West, a distance of 110.88 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner at the beginning of a tangent curve to the left having a central angle of 11 °59'58", a radius of 244.00 feet, a chord bearing and distance of North 715624" West, 51.01 feet; EXHIBIT A -PAGE I 2. In a northwesterly direction, with said curve to the left, an arc distance of 5 1. 10 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner at the end of said curve; 3. North 209715" East, a distance of 62.23 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner at the beginning of a non -tangent curve to the left having a central angle of 56124' 11 ", a radius of 395.00 feet, a chord bearing and distance of North 28125'52" East, 373.33 feet; 4. In a northeasterly direction, with said curve to the left, an arc distance of 388.85 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner at the end of said curve; 5. North 0013'47" East, a distance of 515.80 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner; 6. North 89146'13" West, passing en route at a distance of 60.00 feet a 5/8 inch iron rod with plastic cap stamped "KHA" set for witness at the northeast corner of a called 18.551 acre tract of land described in the deed to Wal-Mart Real Estate Business Trust, recorded in Instrument No. 20150602000647410, said Real Property Records, and continuing on said course along the northerly line of said 18.551 acre tract, a total distance of 1011.02 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner; 7. South 0° 1347" West, continuing along the northerly line of said 18.551 acre tract, a distance of 13.00 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner; 8. North 89°46' 13" West, continuing along the northerly line of said 18.551 acre tract, a distance of 229.49 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner on the aforesaid future easterly right-of-way line of U.S. Highway 75 at the westerly -most northwest corner of said 18.551 acre tract; 9. South 07°36'56" West, along the said future easterly right-of-way line of U.S. Highway 75, and along the westerly line of said 18.551 acre tract, a distance of 50.92 feet to a 5/8. inch iron rod with plastic cap stamped "KHA" set for corner; 10. North 89046' 13" West, a distance of 39.78 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner on the easterly right-of-way line of U.S. Highway 75; THENCE along the westerly line of said 107.52 acre tract, and along the easterly right-of-way line of U.S. Highway 75, the following five (5) courses: 1. North 7136 50" East, a distance of 597.15 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner; 2. North 6010'S4' + East, a distance *of 200.06 feet to a 5/8 inch iron rod with plastic cap found for corner; 3. North 7036'50" East, a distance of 1400.00 feet to a 1 /2 inch iron rod with plastic cap stamped "GEER 4117" found for corner; 4. North 5127'50" East, a distance of 400.28 feet to a TxDOT Aluminum right-of-way marker found for corner, from which a 1 /2 inch iron rod with plastic cap stamped "GEER 4117" found for witness bears North 89129' East, a distance of 2.74 feet; 5. North 10°28'35" East, a distance of 360.20 feet to the POINT OF BEGINNING and containing 87.731 acres (3,821,554 square feet) of land, more or less. LESS AND EXCEPT a called 1.809 acre tract of land dedicated and conveyed to City of Anna, Texas, by Deed of Dedication of Land for Public Use, recorded in Instrument No. 20150623000757290, said Real Property Records, and being described as follows: EXHIBIT A - PAGE 2 BEING a tract of land out of the W.S. Ratton Survey, Abstract No. 752 in the City of Anna, Collin County, Texas, being part of a called 107.52 acre tract of land described in Special Warranty Deed with Vendor's Lien to Q Seminole Anna Town Center, L.P. recorded in Instrument No. 20080128000100640, Real Property Records of Collin County, Texas and being more particularly described as follows: COMMENCING at a 1/2 inch iron rod with "Geer 4117" cap found for corner in the east right-of-way line of U.S. Highway 75 (variable width right-of-way) for the northwest corner of said 107.52 acre tract and the southwest corner of a tract of land described in Special Warranty Deed to MJLA Adams, Ltd., recorded in Instrument No. 20110505000462590, said Real Property Records; THENCE with the north line of said 107.52 acre tract, North 8998'53" East, a distance of 965.84 feet to a 3/8 inch iron rod found for corner in the west line of a tract of land described in Quitclaim Deed to Two-J Properties recorded in Instrument No. 20080509000562500, said Real Property Records; THENCE with the west line of said Two-J Properties tract, South 002848" West, a distance of 754.81 feet to a point for corner; THENCE leaving the west line of said Two-J Properties tract, North 89020'59" Nest, a distance of 56.08 feet to a 5/8" iron rod with "KHA" cap set at the POINT OF BEGINNING; THENCE the following seven (7) courses: 1. South 41 °04' 19" East, a distance of 33.28 feet to a 518" iron rod with "KHA" cap set at the beginning of a non -tangent curve to the* right having a central angle of 3 8011'54", a radius of 335.00 feet, a chord bearing and distance of South 2812616" West, 219.23 feet; 2. In a southwesterly direction, with said curve to the right, an arc distance of 223.34 feet to a 5/8" iron rod with "KHA" cap set at the end of said curve; 3. South 47032'33" West, a distance of 121.98 feet to a 5/8" iron rod with "KHA" cap set at the beginning of a tangent curve to the left having a central angle of 3°39'54", a radius of 395.00 feet, a chord bearing and distance of South 45°42'36" West, 25.26 feet; 4. In a southwesterly direction, with said curve to the left, an arc distance of 25.27 feet to a 5/8" iron rod with "KHA" cap set at the end of said curve; from said point a wood post found for the southwest corner of said Two-J Properties tract bears South 26042125" East, a distance of 534.13 feet; 5. North 4610722" West, a distance of 189.00 feet to a 5/8" iron rod with "KHA" cap set for corner; 6. North 0039'01 " East, a distance of 190.53 feet to a 5/8" iron rod with "KHA" cap set for corner; from said point the 1 /2" iron rod with "Geer 4117" cap found at the northwest corner of said 107.52 acre tract bears North 38°03'57" West, a distance of 938.53 feet; 7. South 89020'59" East, a distance of 324.73 feet to the POINT OF BEGINNING and containing 1.809 acres (78,792 square feet) of land, more or less. LEAVING A NET ACREAGE of 85.922 acres (3,742,762 square feet) of land, more or less. TRACT 2 BEING a tract of land situated in the Thomas Ratton Survey, Abstract No, 782, City of Anna, Collin County, Texas, and being a portion of a called 107.52 acre tract of land described in the deed to Q Seminole Anna Town Center, L.P., recorded in Instrument No. 20080128000100640, Real Property Records of Collin County, Texas, and a EXHIBIT A -- PAGE 3 portion of a called 7.90 acre tract of land described in the deed to Q Seminole Anna Town Center, L.P., recorded in Instrument No. 20131125001577660, said Real property Records, and being more particularly described as follows: BEGINNING at an aluminum TxDOT right-of-way monument found at the northwest corner of a called 0.006 acre tract of land described in the deed to State of Texas, recorded in Instrument No. 20111117001250980, said Real Property Records, common to the northeast corner of a called 0.007 acre tract of land described in the deed to State of Texas, recorded in Instrument No. 20120723000890530, said Real Property Records, common to the southeast corner of Lot 1, Block 1, CVS Anna Addition, and addition to the City of Anna according to the plat thereof recorded in Volume 2014, Page 276, Plat Records of Collin County, Texas, and on the northerly right-of-way line of F.M. 455 (white Road); THENCE departing the northerly right-of-way line of said F.M. 455 and crossing said 107.52 acre tract and said 7.90 acre tract, along the easterly and northerly lines of said Lot 1, Block 1, CVS Anna Addition, the following three (3) courses: 1. North 1 °00'23" West, a distance of 189.47 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner; 2. South 87110'40" West, a distance of 384.26 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner; 3. South 56°53'34" west, a distance of 91.77 feet to a 5/8 inch iron rod with plastic cap stamped "KHA." set for the southwest corner of said 7.90 acre tract, common to the northwest corner of said Lot 1, Block 1, CVS Anna Addition, and on the easterly right-of-way line of U.S. Highway 75, from which an aluminum TxDot right-of-way monument found for witness bears South 33005'36" East a distance of 42.59 feet THENCE North 33005'36" west, along the westerly line of said 7.90 acre tract and along the easterly right-of-way line of U.S. Highway 75, passing en route at a distance of 19.67 feet a 1/2 inch iron rod with plastic cap stamped "WIN" found for witness, and continuing on said course a total distance of 142.58 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner at the westerly -most southwest corner of a called 18.551 acre tract of land described in the deed to Wal-Mart Real Estate Business_ Trust, recorded in Instrument No. 20150602000647410, said Real Property Records; THENCE departing the easterly right-of-way line of U.S. Highway 75, and crossing said 7.90 acre tract along the southerly line of said 18.551 acre tract, the following six (6) courses: 1. North 57134' 17" East, a distance of 151.77 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner at the beginning of a tangent curve to the left having a central angle of 4°3 F07", a radius of 546.50 feet, a chord bearing and distance of North 55" 1844" East, 43.09 feet; 2. In a northeasterly direction, along said curve to the left, an arc distance of 43.10 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner at the end of said curve; 3. North 53103' 11 " East, a distance of 99.23 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner at the beginning of a non -tangent curve to the left having a central angle of 4512444", a radius of 360.50 feet, a chord bearing and distance of South 6710351" East, 278.31 feet; 4. In a southeasterly direction, along said curve to the left, an arc distance of 285.73 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner at the end of said curve; 5. South 89°46' 13" East, a distance of 215.11 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner; 6. South 105625" East, a distance of 287.52 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner on the southerly line of said 107.52 acre tract and on the northerly right-of-way line of said F.M. EXHIBIT A - PAGE 4 455 and from which a 1 /2 inch iron rod with plastic cap stamped "GEER 4117" found for witness bears North 88102'21" East a distance of 1.24 feet; THENCE South 85133'01 " West, along the southerly line of said 107.52 acre tract and along the northerly right-of- way line of said F.M. 455, a distance of 97.56 feet to a point for corner at the east corner of said 0.006 acre tract, and at the beginning of a non -tangent curve to the left having a central angle of 0°57'40", a radius of 5060.00 feet, a chord bearing and distance of South 89113'04" West, 84.89 feet; - THENCE in a southwesterly direction, continuing along the southerly line of said 107.52 acre tract and the northerly right-of-way line of said F.M. 455 and along the northerly line of said 0.006 acre tract, and with said curve to the left, an arc distance of 84.89 feet to the POINT OF BEGINNING and containing 3.040 acres (132,439 square feet) of land, more or less. TRACT 3 BEING a tract of land situated in the Thomas Ratton Survey, Abstract No. 782, City of Anna, Collin County, Texas, and being a portion of a called 107.52 acre tract of land described in the deed to Q Seminole Anna Town Center, L.P., recorded in Instrument No. 20080128000100640, Real Property Records of Collin County, Texas, and a portion of a called 7.90 acre tract of land described in the deed to Q Seminole Anna Town Center, L.P., recorded in Instrument No. 20131125001577660, said Real property Records, and being more particularly described as follows: BEGINNING at a point on the westerly line of said 107.52 acre tract and on the easterly right-of-way line of U.S. Highway 75, from which a 1 /2 inch iron rod with plastic cap stamped "GEER 4117" found at the northwest corner of said 107.52 acre tract bears North 07°36'50" East a distance of 597.15 feet, North 06110'54" East a distance of 200.06 feet, North 07036'50" East a distance of 1400.00 feet, North 05127'50" East a distance of 400.28 feet and North 10"28'35" East a distance of 360.20 feet; THENCE South 89°46' 13" East, departing the easterly right-of-way line of U.S. Highway 75 and crossing said 107.52 acre tract, passing en route at a distance of 39.78 feet a 5/8 inch iron rod with plastic cap stamped "KHA" set for witness at the northerly -most southwest corner of a called 18.551 acre tract of land described in the deed to Wal- Mart Real Estate Business Trust, recorded in Instrument No. 20150602000647410, said Real Property Records, and on the future easterly right-of-way line of U.S. Highway 75 per Notice of Lis Pendens recorded in Instrument No. 20150331000350710, said Real Property Records, and continuing on said course along the westerly line of said 18.551 acre tract, a total distance of 247.31 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner; THENCE continuing across said 107.52 acre tract the following five (5) courses: 1. South 01 13'47" West, a distance of 3 63.50 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner at the beginning of a tangent curve to the left having a central angle of 35°30'28", a radius of 360.50 feet, a chord bearing and distance of South 17131'27" East, 219.85 feet; 2. In a southeasterly direction, along said curve to the left, an arc distance of 223.41 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner at the end of said curve; 3. South 53'03' 11" West, a distance of 96.37 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner at the beginning of a tangent curve to the right having a central angle of 4131'07", a radius of 489.50 feet, a chord bearing and distance of South 55118'44" West, 38.59 feet; 4. In a southwesterly direction, along said curve to the right, an arc distance of 38.60 feet a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner at the end of said curve; EXHIBIT A -- PAGE 5 5. South 57'34' 17" west, a distance of 152.43 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner on the westerly line of said 7.90 acre tract and on the easterly right-of-way line of U.S. Highway 75; THENCE North 33005'36" West, along the westerly line of said 7.90 acre tract and along the easterly right-of-way line of U.S. Highway 75, passing en route at a distance of 61.29 feet the aforesaid future easterly right-of-way line of U.S. Highway 75, witnessed by a TxDOT Aluminum right-of-way marker found for witness which bears South 03*55' East, a distance of 2.7 feet, and continuing on said course a total distance of 155.43 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner; THENCE North 06131' 14" West, continuing along the westerly line of said 7.90 acre tract and the easterly right-of- way line of U.S. Highway 75, passing en route at a distance of 67.44 feet a 5/8 inch iron rod with plastic cap stamped "RPLS 5199" found for witness, and continuing on said course a total distance of 205.30 feet to a point for corner from which a 5/8 inch iron rod found for witness bears North 71 °51' East, a distance of 0.35 feet; THENCE North 01054' 12" East, continuing along the westerly line of said 7.90 acre tract and the easterly right-of- way line of U.S. Highway 75, a distance of 200.62 feet to a point for corner from which a 5/8 inch iron rod found for witness bears North 29132' East, a distance of 0.32 feet; THENCE North 07036'50" East, continuing along the westerly line of said 107.52 acre tract and the easterly right- of-way line of U.S. Highway 75 a distance of 202.85 feet to the POINT OF BEGINNING and containing 4.287 acres (186,763 square feet) of land, more or less. EXHIBIT A - PAGE 6 Exhibit B. Walmart Property Deed EXHIBIT B COVER PAGE 20150602000647410 06/02/2015 11*946:57 AM DI 1/9 TWs INSTRUMENT PREPARE By AND WHEN RECORDED RETURN To: J. Cliff McKinney, Esq. QUAWLEBAUM, GROOMS & TULL PLLC 111 Center Street, Suite 1900 XI/ Little Rock, Arkansas 72201 501-379-1725 Ahna, Texas (Store # 6963-00) NOTICE OF CONFIDENTIAL1RIGHTS: YOU ARE A NATURAL 7, ANY OR ALL OFPERSON9 YOU MAY REMOVE '..olt.. Sug:E/`` NIEENT FOLLOWING INFORMAPON FROM ----.--AfqY U(STRU THAT TRANSFERS AN iNTEREorTIN:REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC.- RECORDS: -Y.()UR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S --1JCENSR'NUM13Eik- GE BM/W- DEED THE STAT90F..TEX-AS § MOW AM PERSONS BY THESE PRESENTS: COUNTY OF COLLIN § MIlV'OLE ANNA TOWN CENTEILePaq a Texas limited .....-1 partnership;` an address of 5956 Sherry Lane, Suite 1250, Dallas, Texas 75225-8089 C ranto?),.:. for, an in consideration of the sum of Ton Dollars ($10.40) and other good an(i...valuable consideration, to it in hand paid by WAL-MART REAL ESTATE ......BUSINESS TRUST, a Delaware statutory trust, with an address of 2001 SE I e Street, 0550, Bentonville, Arkansas 72716-0550 ("Grantee'), the receipt whereof is hereby acknowledged, does hereby GRANT, BARGAIN, SELL, CONVEY AND AikGN unto Grantee, and its successors and assigns, a certain tract of land situated, " YM& of Collin, State of Texas, as more tying, and being in the City of Anna, County particularly described on Exhibit 1 attached hereto and made a part hereof including all improvements thereon and all oil, gas and mineral rights owned by Grantor in the property (the `Troperty"), subject however, to those matters more particularly described in Exhib or all purposes (collectively, the R2 attached hereto and made a part hereof f "Permitted Exceptions!). TO HAVE AND TO ' HOLD the Property unto Grantee, and its successors and assigns, forever, subject to the Permitted Exceptions, with all tenements, appurtenances and hereditaments thereunto belonging. Al 602 L/ L/nat&e-fmc 1034PC AND SAID GRANTOR does hereby bind itself and its successors to WARRANT AND FOREVER DEFEND all and singular the Property, subject to the Permitted Exceptions, unto Grantee, its successors and assigns against the lawful claims of all persons claiming the same. [Remainder of the page left intentionally blank — Signature page follows] N IN WITNESS wEFjtEOF. Grantor has caused this instrument to be executed and effective as of the I day of 20150 GRANTOR: Q SEAMONLE ANNA TOWN PENTER, L.P., a Texas limited partnership BY: ANNA TC GP, LLC..,a Texas limited liability co B Y. Name: C, L. STATE OF TEXAS r r' COUNTY OF COLLIN This * WW -mickfio* befo on thiscQ&day of May, 2015, by iaN as uick. of Anna TC GP, LLC., a Texas limited ,..liability company., a!!Vneraf Partner Qf-Q Seminole Anna Town Center, L.P., a Texas limited partnership. my Commls�ion.Ex ...... .. . (SEAL) LAURA S. ROWM NOWY PWk swm OF TEXAS MY COO". up, Oct. 301 Notary Public in and for the State of Texas EXHIBIT 1 [Legal Description] BEING a tract of land situated in the Thomas Ratton Survey, Abstract No. 782, and the W.S. Ratton Survey, Abstract No. 752, City of Anna, Collin County, Teas, and being a portion of a called 107.52 acre tract of land described in the deed to Q,,Sei�inole Anna ;. Town Center, L.P., recorded in Instrument No. 20080128000100640, Real .Proms Records of Collin County, Texas, and a portion of a called 7.90. acre tract of land described in the deed to Q Seminole Anna Town Center, L.P., recorded in Inst w- tint No. 20131125001577660, said Real Property Records, and beingm6m particularly fi described as follows: BEGINNING at a 518 inch iron rod with plastic cad :stamped• with " " set in the southerl line of said 107.52 acre tract and in th' )r�herly line of F-•M 455 (white y » } �! bears North 88°02 21 Road), from which the southeast corner of say ;107.52 acre ,; East a distance of 240.37 feet, South 86°,53'2 "East a distance of 211,81 feel; and South 79°25'49" East a distance of 204.98 feet, `skid southeast corper of said 107.52 acre tract being monumented by a 1 /2 inch u�an_�rod- thht �bears.�Torth 00014' East a distance of 0.36 feet; �' � r •••,. THENCE South 88 02 21 est, al 4 9 the southerly line of said 107.52 acre tract and along the northerly righj,,---6P y line. o#,F.M. 455, a distance of 169.65 feet to 1/2 inch iron rod with plastic cep stamge "GEE,R4117" found for corner; TSEI�TCE South-8503.310I" West, continuing along the southerly line of said 107.52 acre tract and along the niortherly riWo€-way line of F.M. 455, a distance of 1.24 feet to a 5/8 inch iron rod with plastic cap stamped with `%HA" set for corner, from which an alumingm T%x�T right-of-way monument found at the southern -most southwest corner of saicl'•��Q7.52 acro tract; common to the southeast corner of said 4.10 acre tract; bears South 87°1�5'24'Vik' distance of 182.35 feet; EWrN&th' 105675" West, departing the southerly line of said 107.52 acre tract and the •northerly right-of-way line of F.M. 455, a distance of 287.52 feet to a 5/8 inch iron %rod with' plastic cap stamped with "KHA" set for corner; ,. THENCE North 89°46'13" West, continuing across said 107.52 acre tract, passing a masterly line of said 107.52 acre tract and the easterly line of said 7.90 acre tract, a total distance of 215.11 feet to a 518 inch iron rod with plastic cap stamped with "KHA" set for corner at the beginning of a tangent curve to the right having a central angle of 45124 44", a radius of 360.50 feet, a chord bearing and distance of North 67003'51" West, 278.31 feet; THENCE in a northwesterly direction, with said curve to the right, continuing across said 7.90 acre tract, a total arc distance of 285.73 feet to a 5/8 inch iron rod with plastic cap stamped with `TMA" set for corner at the end of said curve; THENCE South 53003' 11" west, continuing across said 7.90 acre tract, a distance of 9913 feet to a 518 inch iron rod with plastic cap stamped `%HA" set for corner at the beginning of a tangent curve to the right having a central angle of 049110711, a radius of 546.50 feet, a chord bearing a distance of South 55°18'44" 'West, 43.09 feet; THENCE in a southwesterly direction, continuing across said 7.90 acne tract, with said curve to the right, an arc distance of 43.10 feet to a 518 inch iron rod with plastic cap ; stamped "71-IA" set for corner at the end of said curve; THENCE South 57134'17" west, continuing across said 7.90 acid tiraq,_ a-distqxice of 151.77 feet to a 5/8 inch iron rod with plastic cap stamped with `TiigAsef for' corner in the westerly line of said 7.90 acre tract, and on the easterly right-o&*ay line of U.S. Highway 75, from which an aluminum TxDUT rig0�-,Q. f4 y monumlent found at an angle point in said right-of-way line bears South 33005'36" East a distance of 185.18 feet; THENCE North 33005136" West 8alon the WiOerly line of ui* 7.90 acre tract and along , the easterly right-of-way line of U.S. Hi6wai,75, a distance of 57.00 feet to a 518 inch iron rod with plastic cap stamped with4 "KHA.',' se for corner, from which a 1 /2 inch iron rod found at the northwest corner dsaid 7,90.acre tract, common to the western -most southwest corner of said 107.54 acre tract, bears.,N 33005'36" west a distance of 155.43 feet, North 06031' 1,4.1" West• w;�tdince of 5.30 feet, North 01054' 12" East a distance of 96.68 feet, and'Soth 85P°40' West a distance of 0.59 feet; THENCE North 5r34117":Exi4' depadifig the westerly line of said 7.90 acre tract and the easterly rig of -way li ii"of U.S. Highway 75, a distance of 152.43 feet to a 5/8 inch iron rod with :pfastic -cap-stampe`d� �KHA" set for corner at the beginning of a tangent curve to the;°left having'a centralrangle of 04031907", a radius of 489.50 feet, a chord bearingand`:distance of lairth 55018144" East, 38.59 feet; THENCK,in a no erl direction, with said curve to the left, continuing across said 7.90--acreftuti an arc distance of 38.60 feet to a 518 inch iron rod with plastic cap -s sta�np`ect-"1UW-- set for corner at the end of said curve; THEN .North 53003' 11" East, continuing across said 7.90 acre tract, a distance of 96 feet to a 5/8 inch iron rod with plastic cap stamped with "KHA" set for corner at the 6e 'nning of a non -tangent curve to the right having a central angle of 35°30'28", a 8� radius of 360.50 feet, a chord bearing and distance of North 1703 1`27" West, 219.85 feet; THENCE in a northwesterly direction, continuing across said 7.90 acre tract, and with said curve to the right, a total arc distance of 223.41 feet to a 518 inch iron rod with plastic cap stamped with "KHA" set for corner at the end of said curve; THENCE North 00 13147" East, continuing across said 7.90 acre tract and crossing the northerly line of said 7.90 acre tract and a southerly line of said 107.52 acre tract, a total distance of 363.50 feet to a 5/8 inch iron rod with plastic cap stamped with "KHA" set for corner; THENCE North 89°4613" west, continuing across said 107.52 acre tract, a distance of 207.53 feet to a 5/8 inch iron rod with plastic cap stamped with "KHA" set for corner on the proposed easterly right-of-way line of U.S. Highway 75 according to Notice of Lis Pendens, recorded in Instrument No. 20150331000350710, said Real Property Records, which discloses a certain Petition in an eminent domain proceeding nu/ ,bered 002- 00750-2015 and styled The State of Texas v. Q Seminole Anna Town Center, LP, a j \). Texas Limited Partnership, et al.; ,f r THENCE North 703650" East,continuing across said 107.52 tract; elan : ' "id g .gam proposed easterly right-of-way line of U.S. Highway 75s, d distance#J .92 feet to a 518 inch iron rod with plastic cap stamped with "KHW' set- %' i corner, from which a %a inch iron rod with plastic cap stamped "GEER 4117" fo6nd at"the northWdstrcorner of said 107.52 acre tract, bears North 89*46' 13" West .'distance of`39:78 feet,. - North 10°28'35" East a distance of 546.22 fee North 069 10'5"East a distance"of 00.06 feed North 07°36'50" a distance of 1400.00 feet, No0h 05°27'50" Eastih distance of 400.28 feet, and North 10°28'35" East a distance of 36a.-lb, feet t i THENCE South 89°46'13" East., phcting sai'd,proposed easterly right-of-way line of U.S. Highway 75, continuing at' 6ss said 107.52a " tract, a distance of 229.49 feet to a 5/8 inch iron rod with pla!O} cap st p6d with " set for corner; r THENCE North 010 13''47" East; continuing across said 107.52 acre tract, a distance of 13.00 feet, to a 5/8 inch.iron,--r'ciit-Vvith plastic cap stamped with `TMA" set for corner; WHENCE SoWi 99'046" 91.3" Ea**^continuing across said 107.52 acre tract, a distance of 951.02 feet„/to a 5/8 inch iron bd with plastic cap stamped with "KHA" set for corner, THErStE S`outh.q° 13'477 west, continuing across said 107.52 acne tract, a distance o 515.80 ieet,o wi St$ iftfi iron rod with plastic cap stamped with "KHA" set for corner at the-beginni tc�f a tangent curve to the right having a central angle of 60017'02", a radius a�f 335:.Wfeek athord bearing and distance of South 30°22'17" west, 336.44 feet; THENCE;in a southwesterly direction, continuing across said 107.52 acre tract, with s id cur< to the right, an are distance of 352.47 feet to a 5/8 inch iron rod with plastic cap stamped with `%HA" set for corner at the end of said curve; ,-__ -__.-THENCE South 60033148" West, continuing across said 107.52 acre tract, a distance of 6.34 feet to a 5/8 inch iron rod with plastic cap stamped with "KHA" set for corner, THENCE forth 79°55' 16" West, continuing across said 107.52 acre tract, a distance of 30.84 feet to a 5/9 inch iron tod with plastic cap stamped with "KHA" set for corner, THENCE South 49°37'03" west, continuing across said 107.52 acre tract, a distance of 69.97 feet to a 519 inch iron rod with plastic cap stamped with "KHA" set for corner at the beginning of a non -tangent curve to the right having a central angle of 09°04'37", a radius of 179.50 feet, a chord bearing and distance of South 35°50'39" East, 28.41 feet; THENCE in a southeasterly direction, continuing across said 107.52 acre tract, with said curve to the right, an are distance of 28.44 feet to a 518 inch iron rod with plastic cap stamped with 'IC A" set for corner at the beginning of a compound curveto the right having a central angle of 29021156", a radius of 90.00 feet, a chord be n"ng and distance of South 16037'23" East, 45.62 feet; 1 THENCE in a southeasterly direction, continuing across said 107.52 acre tract, with said compound curve to the right, an arc distance of 46.13 feet to a 5/94ficki on-voi, With plastic capstamped with "KHA" set for corner; N South 01 °56'25" continuing across id -07.52 acre,'tract, a distance of THE CE East, g iio-n. �151.55 feet to the POEW OF BEG G ar aming 19.5514cres (808,092 t square feet) of land, more or less. i• ' ' r\ a. i i 1 ' i •' 1L t \ i 7 i EXHIBIT 2 [Permitted Exceptions] 1. The foliaMng restrictive caments of record Itemized Wow (We must either Insert specific mootWing data or delete this exception): ClerVe File Na. 2013111211 0015*= and Properly Records, Collin County, Texas, but omitting my or --L -06n. on iA race, color, aftlon, so); handicap, familial status or national origin unless and only to the went that said covenant (a) is amapt under Chapter 420 Section ;60,7 of the Unfted -315105,11--1 Cod* or (b) relates to handicap but don not disedminift against handicapped p0mom.9 10. The following matters and all terms of the documents creating w. offe" a de e-ofthe iiiders (We must Insert matters or delete thle, exception.): a. Rights of tenants In possession, as tenants onlyluidni-vurediar&d I (Owner Policy Only) TO BE DELETED UPON RECEIPT OF EXECUTED -SELLER AFFIDAVIT b. INTENTIONALLY DELETED. auvns 4if obal, lighft c. Aillkwoes,amftexceptions or Wvido r-pilij gas and Other minsfals, together with all rights, privilege 4,' i linm"n appeadog In dw Public Records wheMer Wed In Schedu a or nnoc-17here Way be lonem Groft, exceptions ©r menmitions of rnftwral Ints! ,4jthat We not I do INTENTIONALLY DELETED. - ti e. INTENTIONALLY DELETED, f. White Road F14Lane, U01F.asfinentby Q Seminoleftand --;---,"'AVrG0"WMt Anna Town Cutter, 4,, R; 'Seminole Mne 6, Ltd, and Seminole Anna 40 Was dated 2013* &,','%,-.,".ber4,2Ql3,moW*dhifund*rClwVsFlleNo. 201310OW13SOM of the Ra*,Propedy Records, Catlin County, TOM. Refbl*nC* IN hsmb" made. to said y docum9m for ftdi pgrdwlang a shown on survey dated December 6, CRLS. No. 51810 2014 ao V, 2015, by Michod S. Marx f Ipt revised M. h I 8, .`trrtentt�n�Ih� ht HW.WaV7&M14§=WFW4z*Aaresrnsnt t9cuWdby9etnhwl*Anna 6,LAdto a Tom Hmftd pafth6ah1poei corded November 219 20113 Intunder CWVG File No, 2013112100156M of —�.—Jhe VU4, j"Wrly Records, Collin County, Taxes, as shown on survey dated December So 1611-41- Tift i*vhtvi March 10, 201 So by Michael 13. Marx R.P.L.S. No. 5181* Mdk&Addk&AA%6 pwa#AA KwOmminal& Anna IL Ltd. a Texas limited 16 rtnerehip and SunIncle Anna 4, Ltd., a Tom Ilmited partnershl% on y Records of Catlin ,.21,2013 Infundw Cleric's File No, 20131 J21001568=j, Red Propert County, Texas„ as shown an survey dated December 5, 2014t Met revised March 10, 2415, prepared by Michael S. Marx R.P.L8, No. 5161. iV Re m. Interest In and to all coal, llgnite, oil, gas and other minenft, and all rights InOldent thereto. contained In lnetrumeW dated November 2% 20139 recorded November A 2013 at Clerk's Ri#e No. 20131125001577M of the Otncw Records of Colon County, Texas# which document contains the following "Grantor expressly waives the ftht to enter upon or otherwise Wks all or any portion of the surfer of the Property or any area below the surface of the at a depth of less than 50 feet (the "Mlnbnum Depth") In Grantors axploradon, drllling, production or marketing of oil, gas and other minerals or otherwWo" provided, however, OranWs reservallort of the rrrlshall #nduds the daht to produce oil, Vs and a9mr minerals In and tinder the Frgnr'ty below the Minknum Depth but only by -� diroodonal drilling from lands other than the or by horizontal drilling, pooling or , other techniques (whathar known or later dewelopld� which do trot require entry ,,:;' or use of the surface of the Prioperty or any ma below the surf s of the Property above the: • Minimum Depth, Grantor will be solely nspons#bte'lor# and Grantor agrW to lndsmnUY, proiteat, defend and hold Grantee and Its sucaonore end assigns hart"-fr m and agar arlj% dmege t0 the Property and any Improvements f m this fp tltnr,- thereon caused by any agftradon, drilling or n o Il, go►s P ml ; attributable, directly or #ttdirecdy, to Or " NRURW to antoes reservatlo�,r_pf such mitrer�r�#s. which instrument le have made for patwculars. No furour sesrvh %of title b4Wn made Be to the Interoge) evidenced by this #ndrument, and . - ley n�skas »o t r ntation ��% as to the ownershlp or holder of such I INTENTIONALLY DELETED. ' INTENTIONALLY DELETED. with Covenants Itabictione Affecting Land ("ECR"), by and b� Wale eta# Mart Real Estate Business TwK a Delaware uk bust and Q Seminole Anna Town Corner, L.P., a Texas llm , ptu�rte �iip, dried Cy___^, Z010, recorded on May, 2010, under Cledes File No. of the Real Property Records of CoUln County, Texas. ' •L r .- t : r' i \ i Flied and Recorded omctal Publk Records Stacey Kemp, County Clerk CoUk County, TEXAS -r4wki 0612015 11:46:57 AM 554.00 BVINCENT 20150602000647410 i jr,V. ahibit-C Water Tower Site Deed. C-COVER PAC19 03:27:28 P11 DI 1/6 DEED OF DEDICATION OF LAND FOR PUBLIC USE THE STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF COLLIN § THAT Q SEMINOLE ANNA TOWN CENTER, L.P., ("Grantor"), as a dedication, donation and gift to CITY OF ANNA, TEXAS, a Texas municipal corporation ("Grantee"), whose address is 101 N. Powell Parkway, 75049, Anna, Collin County, Texas, has DEDICATED and CONVEYED, and by these presents does DEDICATE and CONVEY unto Grantee for the public use as water utility site and for all public purposes, a 1.809 acre portion of that certain tract of real property situated in the W.S. Ratton Survey, Abstract No. 752 in the City of Anna, Collin County, Texas, recorded in Instrument No. 20080128000100640, Official Public Records of Collin County, Texas, and said portion and tract more particularly described on Exhibit "A", which is attached hereto and made a part hereof for all purposes (the "Property"). This conveyance is being made by Grantors and accepted by Grantee subject to: (a) all easements, restrictions, covenants, conditions and reservations affecting the Property; and (b) taxes for the current and subsequent years and subsequent assessments for prior years due to change in land use or ownership. TO HAVE AND TO HOLD the Property, together with, all and singular, the rights and appurtenances thereto for public use belonging, to Grantee and Grantee's successors and assigns forever; Grantors do hereby bind themselves and their successors and assigns to warrant and forever defend, all and singular, the Property unto Grantee and Grantee's successors and assigns, against every person whomsoever lawfully claiming or to claim the same, or any part thereof by, through, or under Grantor, but not otherwise. I/,� EXECUTED effective as of the day of 2015. Grantor: Q SEMINOLE ANNA TOWN CENTER, L.P., a Texas limited partnership By: ANNA TC GP, LLC, its general partner By: W" William H. Vanderstmaten, its Manager DONATION DEED- Page 1 of 2 State of Texas County of Collin Before me, on this day personally appeared William H. Vanderstraaten, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same in his capacity as Manager of Anna TC GP, LLC, general partner for Q Seminole Anna Town Center, L.P., for the purposes and consideration therein expressed. Given under my hand and seal of office this day of /+p— 2015 LAURA S. RICKMAN e e Notary Public STATE OF TEXAS My Comm. Exp. Oct. 30, 2016 Grantee's Address: City of Anna 101 N. Powell Parkway Anna, Texas 75409 DONATION DEED- Page 2 of 2 C� ows o- S - R41 Notary — State of Texas Exhibit A MJLA ADAMS, LTD. INST. NO. 20110505000462690 N80°'10'63'E 965.04' c� Q l� \'OEEI24117' r� .� O I \ (fug C 0: \ CALLED -101.52 ACRES \vim Q SEMINOLE ANNA TOWN CENTER, L,P. \S yL INST. NO. 2008 C.C.000100040 W-1RFc 'GEER d117' 9 (N 01'20' E 2.74) I \ I \ \ S89°20'59"F. UP 110C \ 324.73' OUR 4117' NO°30'01' E 190.63' NORTH 0 too 200 N46'07'22"W 189.00, GRAPHIC SCALE 14 FEET LEGEND A = CENTRAL ANGLE P.O.C. = POINT OF COMMENCING P.O.B. = POINT OF BEGINNING IRSG = 5f8" IRON ROD W1 "KlIA" CAP SET IRFC = IRON ROD WICAP FOUND O.P.R,C.C.T. = OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS NOTES All corners of water lank site are a 6/8" Iron rod with "I(HA" cap set unless otherwise noted. Bearing system based on the Texas Coordinate Systom of 1993, North Central Zone (4202), North American Datum of 1983. WATER TANK SITE W.S. RATTON SURVEY ABSTRACT NO. 752 CITY OF ANNA COLLIN COUNTY, TEXAS P.O.B. 1.809 ACRES 78,792 SQ.FT o-1 2�I w TWO-J PROPERTIES N INST. NO. rn 20080509000562500 O,P.R.C.C.T. ' I" 1 S41'04'19"G 33.28' A=38`11'54" R=335.00' L=223.34' CB=S28`26'36"W C=219.23' 347°32'33' W 121.08' \ R=395.00' L=25.27' \ CB=S45°42'36' W \ C=25.26' WN� Wa Wu� Wool POST 318-'IRF LEGAL DESCRIPTION 1.809 ACRES 13EING a tract of land out of the W.S. Ratton Survey, Abstract No. 752 in the City of Anne, Collin County, Texas, being part of a called 107.52 acre tract of land described in Special Warranty Deed with Vendor's Lien to Q Seminole Anna Town Center, L.P. recorded in Instrument No. 20080128000100640, Official Public Records of Collin County, Texas and being more particularly described as roilows: COMMENCING at a 1/2" Iron rod wlth "Geer 4117" cap found for corner In the east right-of-way line of U.S. Highway 75 (variable width right-of-way) for the northwest corner of said 107.52 acre tract and the southwest corner of a tract of land described in Special Warranty Deed to MJLA Adams, Ltd., recorded in Instrument No. 20110505000462690, Official Public Records or Collin County, Texas; THENCE with Ilia north line of said 107.62 acre tract, North 89018153" East, a distance of 965.84 feet to a 318" Iron rod found for corner In the west line of a tract of land described in Quitclaim Deed to T%vo•J Properties recorded in Instrument No. 20000609000662600, Offlcial Public Records of Collin County, Texas; THENCE with the west line of said Two-J Properties tract, South 0028'44" West, a distance of 754.81 feet to a point for corner; THENCE leaving the west line of sold Two-J Properties tract, North 89°2V69" West, a distance of 56.08 feet to a 5/8" Iron rod with "KHA" cap set at the POINT OF BEGINNING; THENCE the following courses and distances: South 41 °04'19" East, a distance of 33.28 feet to a 60 Iron rod with "KHA' cap set at the beginning of a non -tangent curve to the right having a central angle of 38°11'54", a radius of 335.00 feet, a chord bearing and distance of South 2802836" West, 219.23 feet; In a southwesterly directlon, with said curve to the right, an are distance of 223.34 feet to a 5/8" iron rod with "KHA" cap set at the end of said curve; South 47032'33" West, a distance of 121.98 feet to a 5/8" Iron rod with "KHA" cap sot at the beginning of a tangent curve to the left having a central angle of 3°39'54", a radius of 395.00 feet, a chord bearing and distance of South 45042'36" West, 25.26 feet; In a southwesterly direction, with said curve to the left, an arc distance of 26.27 feet to a 6/8" Iron rod with "KHA" cap set at [lie end of sold curve; from sold point a wood post found for the southwest corner of said Two-J Properties tract bears South 26*42125" East, a distance of 534.13 feet; North 46°07'22" West, a distance of 189.00 feet to a 5/8" Iron rod with "I<HA" cap set for corner; North 0°39'01" East, a distance of 190.63 feet to a 6/8" Iron rod with "KHA" cap set for corner; from said point the 1/2" Iron rod with "Geer 4117" cap found at the northwest corner of said 107.52 acre tract bears North 38*03167" (Nest, a distance of 938.63 feet; South 89020169" East, a distance of 324.73 feet to the POINT OF BEGINNING and containing 1.809 acres or 78,792 square feet of land. Bearing system based on the Texas Coordinate System of 1983, North Central zone (4202), North American Datum of 1983, DANA BROWN REGISTERED PROFESSIONAL LAND SURVEYOR NO.6330 12760 MERIT DRIVE, SUITE 1000 DALLAS, TEXAS 75261 PH. 972-770-1300 dana.brown a@klmley-horn.conn 8.24 OF T '`1•(31$7E �1p�QtooS DANA BROWN 6336 so ,,y� ••s ,.....v l . i U R 1�1 WATER TANK SITE W.S. RATION SURVEY ABSTRACT NO.752 CITY OF ANNA COLLIN COUNTY, TEXAS SAVED Return To: City of Anna PO Box 776 Anna, TX 75409 Piled and Reoorded Offloial Publio Records Staoey Kemp, County Clerk Collin County, TEXAS 06/23/20M 03:27:28 PM $42.00 DLAiRD 20160823000767290 Ex-hibft. D Incentive.Agreement. ExHmrr. -D .M-- COVER- PAGE ESTOPPEL CERTIFICATE JOINDER (DEVELOPER) Q SEMINOLE ANNA TOWN CENTER, L.P., a Texas limited partnership By: Anna TC GP, LLC, a Texas limited liability company Its: General Partner By: md&&c Name: William H. Vanderstraaten Title: Manager EsTOPPEL CERTIFICATE- INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT - SIGNATURE PAGE CITY OF ANNA, TEXAS RESOLUTION NO. 2015-07-05 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANNA APPROVING AN ESTOPPEL CERTIFICATE FOR Q SEMINOLE ANNA TOWN CENTER, L.P. RELATED TO AN INCENTIVE AGREEMENT FOR NEW ECONOMIC DEVELOPMENT WITH Q SEMINOLE ANNA TOWN CENTER, L.P., THE ANNA ECONOMIC DEVELOPMENT CORPORATION, AND THE ANNA COMMUNITY DEVELOPMENT CORPORATION WHEREAS, the City of Anna City Council has received a request to issue an Estoppel Certificate from Q Seminole Anna Town Center, L.P. who has represented that it will create and retain a significant number of new jobs and that will result in new capital investment, all within the corporate limits of the City; and WHEREAS, the City of Anna City Council desires to issue the Estoppel Certificate to satisfy Q Seminole Anna Town Center, L.P Lender's request to certify certain matters contained in the Incentive Agreement further detailed in EXHIBIT A attached. NOW THEREFORE, BE IT RESOLVED BY THE CITY OF ANNA CITY COUNCIL: Section 1. Recitals Incorporated. The recitals set forth above are incorporated herein for all purposes as if set forth in full. Section 2. Authority for Project, Agreement, and Expenditure The City of Anna City Council approves the Estoppel Certificate for QSeminole Anna Town Center, L.P., attached hereto as EXHIBIT A, incorporated herein for all purposes, and authorizes the Mayor to execute same on its behalf. PASSED AND APPROVED by the City Council of the City of Anna this 215Y day of July, 2015. APPROVED• -ATTEST: 1.5 Mike Crist, Mirenda McQuagge-Walden, „��;,UiiiilNilir Mayor ,� . l <<<< Acting City Secretary V � A ,60 CITY OF ANNA �'':,�� % Xp,�� LUTION NO. 2015-07-05 PAGE 1 OF 1