HomeMy WebLinkAboutRes 2021-12-1068 Development Agree with Q Seminole Multi-family RedisenceCITY OF ANNA, TEXAS
RESOLUTION NO.JU21,4 - 0b)g
A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING A DEVELOPMENT
AGREEMENT WITH Q SEMINOLE ANNA TOWN CENTER, L.P., RELATING TO
DEVELOPMENT AND DESIGN REGULATIONS FOR MULTIPLE=FAMILY
RESIDENCE DEVELOPMENT LOCATED ON THE EAST SIDE OF THROCKMORTON
BOULEVARD, 38± FEET SOUTH OF HACKBERRY DRIVE,
WHEREAS, Q Seminole Anna Town Center, L.P., is the Property Owners of real estate
generally located on the east side of Throckmorton Boulevard, 38± feet south of Hackberry
Drive; and
WHEREAS, Property Owners desire to rezone the subject property to allow residential
uses; and
WHEREAS, Property Owner has agreed to development and design regulations should
the City approve rezoning the property.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
ANNA, TEXAS THAT:
Section 1. Recitals Incorporated.
The recitals above are incorporated herein as if set forth in full for all purposes.
Section 2. Approval
The City Council hereby approves the Development Agreement with Q Seminole Anna
Town Center, L.P., attached hereto as Exhibit A, and ratifies and approves the City
Manager's execution of the same. The City Manager is hereby authorized to execute all
documents and take all other actions necessary to finalize, act under and enforce the
Agreement.
PASSED by the City Council of the City of Anna, Texas, on this 14th day of December
2021.
ATTESTED:
•
APPROVED:
ke, Mayor
tVtLUVMtN I AU LtMtN I
I HIS Developmeni. Agreement kLHIS Agreement ) is entered effective as OT December
147 2021 ("Effective Date") between and among the City of Anna, Texas, a Texas home -rule
nunicipality ("City") and Q Seminole Anna Town Center, L.P., a Texas limited partnership
14 Property Owner") as follows:
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Exhibit 1 and depicted on Exhibit 2, (the "Property") and
I ontract") the Pronerty is nresentiv under contract to be sold bv the Property Owner nnri
purchased by TM BTR OF TEXAS, LLC, a Texas limited liability company or its permitted
assigns (the "Develloper"); and,
to allow for Planned DevelopmentWultiple�Farriily High Density (PDWF~2) to allow for
multiple4amily residences with modified development standards; and,
requisite notices by publication and otherwise and have scheduled public hearings with respect
to the rezoning of the Property as required by law; and,
enter into a development agreement to establish development and design regulations to ensure
that future development is appropriate for the area and fits in well with adjacent properties; and,
J
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any such City Regulations directly conflict with the terms of this development agreement; and,
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hereby acknowledged, the Parties hereto agree as follows, effective as of the Effective Date:
SECTION 1 . RECITALS INCORPORATED.
he recitals set farin above are incorporated herein as 1T set TorTn in TUH TO Turther describe the
Parties' intent under this development agreement and said recitals constitute representations by
Property Owner, Developer, and the City.
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maintenance, repair, and replacement of all buildings and all other improvements and facilities
of any kind whatsoever on and within the Property, shall be in compliance with City Regulations
unless expressly stated to the contrary in this Agreement, City Regulations shall apply to the
development and use of the Property unless expressly set forth to the contrary in this Agreement.
It is expressly understood and the Parties agree that City Regulations applicable to the Property
and its use and development include but are not limited to City Code provisions, ordinances,
design standards, uniform codes, zoning regulations not affected by this Agreement, and other
policies duly adopted by the City including without limitation any such regulations or
requirements that were affected by the passage of Texas H.B. 2439) 86(R), codified as Chapter
3000 of the Texas Government Code ("Materials and Methods Regulations"), which are
collectively incorporated herein as if set forth in full for all purposes; provided, however, to the
extent of any conflict between the requirements of Materials and Methods Regulations and the
requirements of this Agreement, this Agreement shall control. For purposes of this Agreement,
'City Regulations" mean the City's applicable development regulations in effect on the Effective
Date, including without limitation City Code provisions, ordinances (including, without limitation,
all development fees), design standards, and other policies duly adopted by the City; provided,
however, that as it relates to public infrastructure for any given phase of the Project, the
applicable construction standards (including, without limitation, uniform building codes) shall be
hose that the City has duly adopted at the time of the filing of an application for a preliminary
plat for that phase unless construction has not commenced within two years of approval of such
preliminary plat in which case the construction standards shall be those that the City has duly
adopted at the time that construction commences,
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comply with all City Regulations and with the masonry material requirements and all other
requirements of the Anna City Code of Ordinances, Article 9.04 Zoning Ordinance, Section
9.04.034 Supplementary District Regulations, Subsection (e) Architectural Design Standards,
which are incorporated herein as if set forth in full for all purposes, and with the following
standards (in the event of any conflict, the following listed standards shall govern).
MultiplewFamilly Residence Buildings
A. Multiveenfamily building materials cc
Be A maximum of 10 percent of any exposed exterior wall may consist of E IFSm
Roofing materials of for buildings and structures must be architectural roof sh
said shingles shall be accompanied with a minimum 25-year warranty. Under no
circumstances shall three -tab shingles be used as roofing material.
D. Accessory buildings shall have elevations consistent with those set forth in Exhibit OF
SECTION 3. NOTICES.
Any and all notices required to be given by either of the parties hereto must be in writing and
will be deemed delivered upon personal service if hand -delivered, or when mailed in the
United States mail, certified, return receipt requested, addressed as follows:
To City: City Manager
City of Anna
111 North Powell Parkway
PO Box 776
Anna, Texas 75409
Attn: City Manager
To Property Owner: Q Seminole Anna Town Center, L.P
8111 Westchester Dr., Suite 800
Dallas, TX 75225
Attn: Brian Bischoff
To Developer: TM BTR of Texas, LLC
6735 Salt Cedar Way, Building 1, Suite 200
Frisco, TX 75034
Attn: Sunny Patel
With a copy to:
TM BTR of Texas, LLC
6735 Salt Cedar Way, Building 1, Suite 200
Frisco, TX 75034
Attn: Jack Rowe
SECTION 4. MODIFICATIONS OR TERMINATION.
This Agreement may only be modified and/or terminated as follows: (a) by mutual written
agreement of Property Owner (or, after the Closing (as hereinafter defined), by Developer
instead of Property Owner) and City; and/or (b) unilaterally by City upon default of the Property
Owner. Notwithstanding the foregoing or any other provision of this Agreement, this
Agreement shall terminate and be null and void if the City does not approve the rezoning of
he Property to be zoned as Planned uevelopmenWvluitipie�Family Kesidential � High Density
(PDWF�2), as set forth in Section 9.04 of the Anna City Code of Ordinances, ("Zoning
Ordinance"), The parties acknowledge and agree that the rezoning of the Property is a
egislative act and that this Agreement does not bind the City Council to approve any proposed
rezoning of the Property,
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before July 1, 2022, unless otherwise extended or amended by the parties to the Contract (the
'Closing"). Notwithstanding anything to the contrary herein, upon Closing and funding of the
sale of the Property, Developer or its successors or assigns shall fully assume all of Property
Owner's rights and obligations under this Agreement that arise or accrue from and after the date
of the Closing, and Property Owner, its successors and assigns, shall be fully and completely
released from this Agreement for all purposes for all matters that arise or accrue from and after
he Closing (it being acknowledged and agreed that Property Owner shall remain liable and
responsible for, and Developer shall not be liable or responsible for, any defaults, violations or
Dther obligations of Property Owner that arose during or otherwise pertain to any time period
prior to the Closing), without the necessity of additional notice from or action by any Party,
Nothing in this Section 5 shall serve to release any subsequent owners of the Property from the
erms, conditions and obligations in this Agreement.
with Property Owner to modify the terms and conditions of this Agreement to accommodate any
subsequent purchaser(s) and/or alternative use(s) of the Property.
"k� U "�j U "UL [if LU LU L %V %`)ULJZj"UtVlIL rlUYt:;I Ly �,JWHUI, lcM to Comply WILH ail Me maLerial
terms and conditions included in this Agreement (the "Defaulting Owner"), City will have the
following non�exclusive and cumulative remedies.
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the default (but no other portions of the Property) including without limitation building
permits and certificates of occupancy, until such default has been cured.
Thn Mnfn"Ifln n%Airwignr chnll him linklin +^ +k (�;+ +k ; (te) ()r)n F� k
this Agreement, The Defaulting Owner shall be liable to pay the City said $2,000 sum
per day for each day that such failure to comply occurs. The sums of money to be paid
for such failure(s) is not to be considered as a penalty, but shall be deemed, taken and
reated as reasonable liquidated damages that accrue per day that such a Tailure shall
xist or occur. The said amounts are fixed and agreed upon by the parties because
f the impracticability and extreme difficulty of fixing and ascertaining the actual
amages the City in such event would sustain; and said amounts are agreed to be the
mounts of damages which the City would sustain. In the event of a breach that is not
imely cured as set forth below, the sum of liquidated damages shall be calculated to
nclude each and every day of the occurrence of the breach beginning on the date that
he City first provided written notice of such breach under this paragraph and the City
hall not be required to provide any subsequent written notices as to subsequent dates
r times during which such breach is repeated or continues to occur
equity or in law; provided however, the City waives, and shall not seek against any
Defaulting Owner, any punitive, consequential, special or exemplary damages for any
default hereunder.
this Section 6 unless there is a breach of any material term or condition of this Agreement and
such breach remains uncured after forty4ive (45) calendar days following receipt of written
notice from the City provided in accordance with this Agreement describing said breach in
reasonable detail (or, if the cure of the breach has diligently and continuously been undertaken
but reasonably requires more than forty4ive (45) calendar days to cure, then such additional
amount of time as is reasonably necessary to effect the cure, as determined by both Parties
mutually and in good faith but in no event shall such additional period exceed 120 days unless
agreed to in writing by the parties to this Agreement).
Except as otherwise provided for herein, this Agreement will be binding upon and inure to the
benefit of the parties' respective successors, assigns and personal representatives. This
Agreement will run with the land and be binding on all subsequent Property Owners and
Developers.
I I
HOLD HARMLESS, AND INDEMNIFY THE CITY AND ITS OFFICIALS, OFFICERS,
OtGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ALL THIRD�PARTY
CLAIMS, SUITS, JUDGMENTS, DAMAGES, AND DEMANDS AGAINST THE CITY,
VVHt I Ht:K tAL UK AZ:ibtK I tU INULUUINU VVI I HUU I LIMI I A I 1UN EASONABLE
ATTORNEY'S FEES, RELATED EXPENSES, EXPERT WITNESS FEES, CONSULTANT
FEES, AND OTHER COSTS (TOGETHER, "CLAIMS"), ARISING OUT OF THE
NEGLIGENCE OR OTHER WRONGFUL CONDUCT OF THE INDEMNIFYING PARTY,
INCLUDING THE NEGLIGENCE OR OTHER WRONGFUL CONDUCT OF ANY OF ITS
EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, MATERIAL MEN, AND AGENTS,
IN CONNECTION WITH THE DESIGN OR CONSTRUCTION OF ANY PUBLIC
INFRASTRUCTURE, STRUCTURES, OR OTHER FACILITIES OR IMPROVEMENTS THAT
RE REQUIRED OR PERMITTED UNDER THIS AGREEMENT AND/OR CITY
REGULATIONS AND/OR ANY APPLICABLE DEVELOPMENT STANDARDS AND/OR ANY
OTHER GOVERNING REGULATIONS: AND IT IS EXPRESSLY UNDERSTOOD THAT
SUCH CLAIMS SHALL, EXCEPT AS MODIFIED BELOW, INCLUDE CLAIMS EVEN IF
CAUSED BY THE CITY'S OWN CONCURRENT NEGLIGENCE SUBJECT TO THE TERMS
OF THIS SECTION, THE INDEMNIFYING PARTY SHALL NOT, HOWEVER, BE REQUIRED
TO INDEMNIFY THE CITY AGAINST CLAIMS CAUSED BY THE CITY'S SOLE
NEGLIGENCE OR BY THE CITY'S WILLFUL MISCONDUCT OR GROSS NEGLIGENCE. IF
THE CITY INCURS CLAIMS THAT ARE CAUSED BY THE CONCURRENT NEGLIGENCE
OF THE INDEMNIFYING PARTY AND THE CITY, THE INDEMNIFYING PARTY'S
INDEMNITY OBLIGATION WILL BE LIMITED TO A FRACTION OF THE TOTAL CLAIMS
EQUIVALENT TO THE INDEMNIFYING PARTY'S OWN PERCENTAGE OF
RESPONSIBILITY. THE INDEMNIFYING PARTY FURTHER COVENANTS AND AGREES
TO RELEASE, DEFEND, HOLD HARMLESS, AND INDEMNIFY, THE CITY AGAINST ANY
ND ALL CLAIMS BY ANY PERSON CLAIMING AN OWNERSHIP INTEREST IN THE
PROPERTY AS OF THE DATE HEREOF WHO HAS NOT SIGNED THIS AGREEMENT IF
SUCH CLAIMS RELATE IN ANY MANNER OR ARISE IN CONNECTION WITH: (1) THE
CITY'S RELIANCE UPON ANY OF THE INDEMNIFYING PARTIES' REPRESENTATIONS
IN THIS AGREEMENT: (2) THIS AGREEMENT OR OWNERSHIP OF THE PROPERTY: OR
(3) THE CITY'S APPROVAL OF ANY TYPE OF DEVELOPMENT APPLICATION OR
SUBMISSION WITH RESPECT TO THE PROPERTY. At no time shall the City have any
control over or charge of the design, construction or installation of any of the improvements
to the Property or related work or undertakings, nor the means, methods, techniques,
sequences or procedures utilized for the design, construction or installation related to same.
This Agreement does not create a joint enterprise or venture between the City and any of the
Indemnified Parties. This Section 8 will survive the termination of this Agreement.
SE TION 9. RECO DATION.
a recorded copy to the City.
SECTION 10. ENTIRE AGREEMENT.
This Agreement is the entire agreement of the parties regarding the subject matter
hereto.
SECTION 11. RECITALS AND EXHIBITS.
The recitals herein and exhibits attached hereto are hereby incorporated by reference.
SECTION 12. AUTHORITY.
Property Owner represents and warrants to the City that the Property Owner owns the Property
that this Agreement is binding and enforceable on the Property.
SECTION 13. INVALID PROVISIONS.
If any provision of this Agreement is held not valid, such provision will be deemed to be excised
there from and the invalidity thereof will not affect any of the other provisions contained herein.
SECTION 14. ESTOPPEL.
On or before 15 days after receipt of a written request from an owner of the Property that
desires to transfer its interest in the Property or borrow money secured by a mortgage or
deed of trust against the Property or a prospective transferee of an owner's interest or an
existing or prospective mortgagee, the City will execute and deliver an estoppel certificate
stating if, to the actual knowledge of the City executing the certificate, (i) the transferring or
borrowing owner is in default under this Agreement after notice from the City executing the
certificate and expiration of any applicable grace period; and (ii) this Agreement is in full
force and effect and whether there are any amendments thereto.
SECTION 14. EFFECTIVE DATE.
This Agreement will be effective upon the Effective Date first stated herein.
[signature page follows]
Jinj Proce, City Manager
NESS WHEREOF:
STATE OF TEXAS
COUNTY OF COLLIN
Before me, the undersigned notary public, on the p� L y 2021 ��7 day of � Z ,
appeared Jim Proce, known to me (or proved 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 City Manager of the City of Anna, Texas.
Notary Public, State of Texas
Q Seminole Anna Town Center, LP
By: Anna TC GP, LLC,
its general pier
By:
C
ident
'ixP"•P`4;<�.. CARRtE L. LAND
t: My Notary ID # 11419404
-?lF b ; +" Expires February 4, 2023
IN WITNESS WHEREOF:
STATE OF TEXAS
COUNTY OF COLLIN
'
Before me, the undersigned notary public, on the . I day of CQ 2021, appeared
NAME, known to me (or proved to me) to be the person whose name is subscribed to the
foregoing instrument, and acknowledged to me and verified under oath that he/she executed the
same in his/her capacity as Vice President of Anna TC GP, LLC, in its capacity as general
partner of Q Seminole Anna Town Center, LP.
otary Public, State of Texas
�o���!+P�o � Laura Rickman
* �� Notary Public, State of Texas
�9 :Pyss Comm. Expires M27/2023
S T' Notary ID 12415379-0
EXHIBIT " I
PROPERTY DESCRIPTION
4861-0644-9157v.2
Exhibit 1
egall Description of Property
C1 LICIUL U 1C.111U Wl.ual.ed in Me r-. I . Dullau Su ey, MUSI.ract No. zoo and Me Vv. S. Ration
3urvey, Abstract No, 752, City of Anna, Collin County, Texas, and being all of Block A, Lot 5 of
\nna Town Center Addition, Block A, Lots 5�8, an Addition to the City of Anna, Texas, according to
he final plat, recorded in Volume 2019, Page 776 of the Plat Records of Collin County, Texas, and
eing more particularly described by metes and bounds as follows:
V VI 14 1
orthernmost corner of said Block A, Lot 5, same being on the easterly right of way line of
hrockmorton Boulevard, a 60'wide right of way, same also being on the westerly line of a called
1.195�acre tract of land, described in a deed to Two-J Partners, LLLP, as recorded in Instrument
4o. 2008050900056262500 of the Official Public Records of Collin County, Texas;
A said 51.195�acre tract, a distance of 793,34 feet to a wooden fence corner post found for the
outhwest corner of said 51.195-acre tract;
he southerly line of said 511.195�acre tract, a distance of 165,07 feet to a 3/8-inch iron rod found
or the northwest corner of Lot 3, Block G of Creekside Phase 3, an Addition to the City of Anna,
exas, according to the final plat recorded in Cabinet P, Page 623 of the Plat Records of Collin
3ounty, Texas;
he esterly line ol said Lot 01 MOCK kD, passing the southwest corner of said Lot 3 and the
iorthwest corner of Lot 2, Block G of Creekside Phase 2, an Addition to the City of Anna, Texas,
iccording to the final plat recorded in Cabinet P, Page 60 of the Plat Records of Collin County,
rexas, continuing for a distance of 1,248.17 feet to a 5/8�inch iron rod with a red plastic cap,
tamped "KHA" found for the southeast corner of said Lot 5;
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outhwest corner of said Lot 5, same being on the easterly right of way line of aforesaid
Fhrockmorton Boulevard, same being the beginning of a�non4angent curve to the left with a radius
f 395.00 feet, a central angle of 48031'41", and a chord bearing and distance of North 24002'02"
(Vest, 324.64 feet;
HENCE in a northerlv direction alona the westeriv line of said Block A Lot 5 and the P:::iczt,=r1
In a northwesterly direction, with said non4angent curve to the left, an arc distance of
eginning of a reverse curve to the right with a radius of 335.00 feet, a central angle of
8052'40", and a chord bearing and distance of North 23051'32" West, 277.19 feet;
n a easterly direction, with said reverse curve to the right, an arc distance of 285.78 feet to
(1 11
orth 00034'48" East, a distance of 905,97 feet to a 5/8�inch iron rod with a red plastic cap,
It )I
elli\Dowiiloads\20211206_Property Deseripfion.docx Page I of 2
335.00 feet, a central angle of 46°5745", and a chord bearing and distance of North
24003'40" East, 266.96 feet;
In a no, direction, with said tangent curve to the right, an arc distance of 274.58 feet
to a 5/8-inch iron rod with a red plastic cap, stamped "KHA" found for corner;
North 47°32'33" East, a distance of 81.01 feet to a 5/8-inch iron rod CI red plastic cap,
stamped "KHA" found for corner at the beginning of a tangent curve to the left with a radius
of 395.00 feet, a central angle of 47003'45", and a chord bearing and distance of North
24000'40" East, 315.41 feet;
In a northerly direction, with said tangent curve to the left, an arc distance of 324.45 feet to
a point for corner; to the POINT OF BEGINNING and containing 14.894 acres (648,794
square feet) of land, more or less.
C:\UsersUaltobelli\Downloads\20211206_Property Description,doc� Page 2 of 2
EXHIBIT " 2"
CONCEPT PLAN
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