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HomeMy WebLinkAboutRes 2023-03-1398 Authorizing the Mayor to Execute Funding and Reimbursement Agreement- The Woods at Lindsey Place PID Area #1CITY OF ANNA, TEXAS RESOLUTION NO. �0 2 3 — 0 3 — 13 q Z� A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING A RESOLUTION ADOPTING THE WOODS AT LINDSEY PLACE PUBLIC IMPROVEMENT DISTRICT IMPROVEMENT AREA #1 FUNDING AND REIMBURSEMENT AGREEMENT WHEREAS, Developer is the developer of tracts of land located within the corporate limits of the City of Anna, Texas (the "City"), containing, collectively, approximately 198.006 acres (the "District"); and WHEREAS, on February 14, 2023, the City Council passed and approved the PID Creation Resolution creating a Public Improvement District encompassing all of the District, but no other land; and WHEREAS, said PID Creation Resolution identified, defined and authorized the public improvement projects that will promote the interests of the City and will confer a special benefit on the District; and WHEREAS, the City Council intends to pass and approve one or more Bond Ordinances pursuant to the authority of Section 372.024 of the Public Improvement District Assessment Act and in accordance with Subtitles A and C, Title 9, of the Texas Government Code; and WHEREAS, Bond Proceeds will be deposited into the Project Fund and disbursed for (i) the payment of the Bond Issuance Costs, (ii) reimbursement of the Developer for that portion of the Actual Costs of the Improvement .Area #1 Improvements, including, without limitation, the Developer's costs to create the PID, that Developer has funded out of pocket from its own funds, and (iii) funding of a portion of all of the Actual Costs of the Improvement Area #1 Improvements; and WHEREAS, the City Council finds and determines that the Improvement Area #1 Funding and Reimbursement Agreement (the "Reimbursement Agreement") attached to this resolution as Exhibit A is necessary and appropriate to specify the respective rights and obligationsof the City and the Developer as set forth therein; 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 of Site Plan The City Council hereby approves the Reimbursement Agreement attached hereto as Exhibit A and authorizes the Mayor to execute same on behalf of the City. PASSED AND APPROVED by the City Council of the City of Anna, Texas, on this 14h day of March 2023. ATTEST: City Secretary, Carrie L. L:and IMPROVEMENT AREA #1 FUNDING AND REIMBURSEMENT AGREEMENT The Woods at Lindsey Place Public Improvement District This IMPROVEMENT AREA #1 FUNDING AND REIMBURSEMENT AGREEMENT (this "Agreement") is entered into effective this 14th day of March, 2023, between the CITY OF ANNA, TEXAS, a home rule municipality located in Collin County, Texas (the "C"), and D.R. HORTON — TEXAS, LTD., a Texas limited partnership (the "Developer'). SECTION 1 RECITALS WHEREAS, capitalized terms used in this Agreement shall have the meanings given to them in Section 2 of this Agreement or the SAP; and WHEREAS, Developer is the developer of tracts of land located within the corporate limits of the City, containing, collectively, approximately 198.006 acres, and being more particularly described in Exhibit A attached hereto and incorporated herein for all purposes; and WHEREAS, on February 14, 2023, the City Council passed and approved the PID Creation Resolution creating the PID pursuant to the authority of the Act, encompassing all of the District, but no other land; and WHEREAS, the PID Creation Resolution identified, defined and authorized the public improvement projects that will promote the interests of the City and will confer a special benefit on the District; and WHEREAS, the District is being developed in phases; and WHEREAS, the Parties estimate that the total cost of the Improvement Area #1 Improvements needed to develop the Improvement Area #1 Assessed Property, are listed with approximate dollar amounts as shown in Exhibit D attached hereto and incorporated herein for all purposes; and WHEREAS, a portion of the Actual Costs of the Improvement Area #1 Improvements includes 24.23% of the costs of certain infrastructure that has been determined to benefit the entire District, which infrastructure is identified as "Major Improvements" in Exhibit B-1 to the SAP (the "Major Improvements"); and WHEREAS, in consideration of the Developer's agreements contained herein, the City shall exercise its powers under Chapter 372, Texas Local Government Code, to provide financing arrangements that will enable the Developer, in accordance with the procedures and requirements of the Act and this Agreement, to fully develop the Improvement Area #1 Assessed Property and be reimbursed for a specified portion of the public improvement projects using the Bond Proceeds; and WHEREAS, the City, subject to the consent and approval of the City Council, the satisfaction of all conditions for issuing the Improvement Area #1 Bonds, the Developer's compliance with this Agreement, and in accordance with the terms of this Agreement and all legal requirements, including but not limited to the Improvement Area #1 Indenture, shall use best efforts to (i) adopt a SAP; (ii) adopt one or more assessment ordinances; (iii) issue an aggregate principal amount of Improvement Area #1 Bonds estimated to be $7,419,000 for the purpose of financing the Improvement Area #1 Improvements in accordance with the SAP and reimbursing the Developer for that portion of the Improvement Area #1 Improvements, including, without limitation, the Developer's costs to create the PID, heretofore funded or to be funded by Developer; and (iv) enter into future agreements similar to this agreement to reimburse the Developer for the remaining 75.77% cost of the Major Improvements; and WHEREAS, prior to the issuance of the Improvement Area #1 Bonds owners of the Improvement Area #1 Assessed Property shall have executed and delivered a Landowner Agreement to the City; and WHEREAS, the Developer will construct the Improvement Area #1 Improvements set forth in the SAP on or otherwise serving the Improvement Area #1 Assessed Property; and WHEREAS, the City has passed and approved an Assessment Ordinance and has approved a SAP as a part of the Assessment Ordinance; and WHEREAS, the City and the Developer have agreed upon a budget (the `Budgeted Costs") of the Actual Costs of the Improvement Area #1 Improvements as set forth on Exhibit D; and WHEREAS, the SAP will apportion the Actual Costs of the Improvement Area #1 Improvements to the Improvement Area #1 Assessed Property as set forth on an assessment roll in the Assessment Ordinance; and WHEREAS, the Assessment Ordinance will levy the Actual Costs of the Improvement Area #1 Improvements as Special Assessments against the Improvement Area #1 Assessed Property in the amounts set forth on an assessment roll in the Assessment Ordinance; and WHEREAS, Special Assessments will be due and payable as described in the SAP; and WHEREAS, the Actual Costs of the Improvement Area #1 Improvements payable from the Special Assessments as set forth in this Agreement may be paid by the issuance and sale of bonds under Section 372.024 of the Act; and WHEREAS, the City Council intends to pass and approve one or more Bond Ordinances pursuant to the authority of Section 372.024 of the Act and in accordance with Subtitles A and C, Title 9, of the Texas Government Code; and WHEREAS, Bond Proceeds will be deposited into the Project Fund and disbursed for (i) the payment of the Bond Issuance Costs, (ii) reimbursement of the Developer for that portion of the Actual Costs of the Improvement Area #1 Improvements, including, without limitation, the Developer's costs to create the PID, that Developer has funded out of pocket from its own funds, and (iii) funding of a portion of all of the Actual Costs of the Improvement Area #1 Improvements; and WHEREAS, following the sale of the Improvement Area #1 Bonds and the construction of the Improvement Area #1 Improvements, the Parties agree that they may enter into further agreements providing for the financing of additional phases of the development and the assessment of the portion of development benefitting from such development; and and WHEREAS, these recitals are incorporated into and made a part of this Agreement for all purposes; 2 WHEREAS, all resolutions and ordinances referenced in this Agreement, together with all other documents referenced in this Agreement, are incorporated into this Agreement for all purposes as if such resolutions, ordinances and other documents were set forth in their entirety in or as exhibits to this Agreement; and WHEREAS, unless otherwise defined: (1) all references to "sections" shall mean sections of this Agreement; (2) all references to "exhibits" shall mean exhibits to this Agreement which are incorporated as part of this Agreement for all purposes; and (3) all references to "ordinances" or "resolutions" shall mean ordinances or resolutions adopted by the City Council. NOW THEREFORE, for and in consideration of the mutual obligations of the City and the Developer set forth in this Agreement, the City and the Developer agree as follows: SECTION 2. "Act" means Chapter 372, Texas Local Government Code, as amended. "Actual Costs" has the meaning given such term in the SAP. "Assessment Ordinance" means the ordinance to be passed and approved by the City Council for the purposes of levying the Actual Costs of the Improvement Area #1 Projects as Special Assessments against the Improvement Area #1 Assessed Property in the amounts set forth therein. "Assessment Revenue" means the revenues actually received by or on behalf of the City from the collection of Special Assessments. "Authorized Improvements" shall have the meaning assigned such term in the SAP. "Bond Closing" means the issuance and delivery, by the City, of the Improvement Area #1 Bonds. "Bond Issuance Costs" shall have the meaning assigned such term in the SAP. "Bond Ordinance" means the ordinance adopted by the City Council authorizing the issuance of the Improvement Area #1 Bonds. "Bond Par Amount" means the cumulative face amount of issued and delivered Improvement Area #1 Bonds, equal to approximately $7,419,000. "Bond Proceeds" means the proceeds derived from the issuance and sale of the Improvement Area #1 Bonds that are deposited and made available to pay Actual Costs, District Formation Expenses, and Bond Issuance Costs in accordance with the Improvement Area #1 Indenture. "Budgeted Costs" has the meaning given such term in the Recitals. "Certificate for Payment" means a certificate (substantially in the form of Exhibit C-1 or as otherwise approved by the Developer and the City Representative) executed by a person approved by the City Representative, delivered to the City Representative (and/or, if applicable, to the Trustee), specifying the work performed and the amount charged (including materials and labor costs) for Actual Costs, and requesting payment of such amount from the Project Fund. "City Council" means the governing body of the City. "City Representative" means the person authorized by the City Council to undertake the actions referenced herein. As of the Effective Date, the City Representative is the City Manager (including any interim City Manager). "Closing Disbursement Request" means a certificate (substantially in the form of Exhibit C-2 or as otherwise approved by the Developer and the City Representative) executed by a person approved by the City Representative, delivered to the City Representative (and/or, if applicable, to the Trustee), specifying the Developer Advances which are to be reimbursed from Bond Proceeds. "Default" has the meaning given such term in Section 4.6.1 of this Agreement. "Developer Advances" mean advances made by the Developer to pay Actual Costs in accordance with Section 3 of this Agreement. "Developer Continuing Disclosure Agreement" means any Continuing Disclosure Agreement of the Developer executed contemporaneously with the issuance and sale of Improvement Area #1 Bonds. "Development Agreement" means that certain Development Agreement entered into between the City and LHJH Properties, Ltd., a Texas limited partnership, effective November 10, 2020, applicable to all of the District, as amended by First Amendment to Development Agreement entered into between the City and Developer, dated the 24th day of January 2023, and as may be further amended by the Parties from time to time. "District" means the tract of land located in the corporate limits of the City, containing, collectively, approximately 198.006 acres, and being more particularly described in Exhibit A attached hereto and incorporated herein for all purposes. "District Formation Expenses" shall have the meaning assigned such term in the SAP. "Effective Date" has the meaning given such term in the Preamble to this Agreement. "Failure" has the meaning given such term in Section 4.6.1 of this Agreement. "Improvement Area #1 Assessed Property" means the first area to be developed within the District containing, approximately 57.44 acres, and being more particularly described in Exhibit B attached hereto and incorporated herein for all purposes. "Improvement Area #1 Bonds" shall have the meaning assigned such term in the SAP. "Improvement Area #1 Improvements" shall have the meaning assigned such term in the SAP. "Improvement Area #1 Indenture" means the Indenture of Trust, between the City and the Trustee, pursuant to which the Improvement Area #1 Bonds will be issued. "Improvement Area #1 Projects" shall have the meaning assigned such term in the SAP. "Landowner Agreement" shall mean an agreement entered into between the City and Developer in which the Developer consents to the creation of the PID, the levy of assessments, agrees to pay assessments and to construct the Improvement Area #1 Improvements, and waives any defect in required notices or hearings, in a form as is customarily entered into between the City and other developers. "Major Improvements" has the meaning set forth in the preambles hereof. "Maturity Date" means the final maturity date of the Improvement Area #1 Bonds. "T" means individually either City or Developer and "Parties" means collectively both the City and Developer. "Pledged Revenue Fund" means the "Pledged Revenue Fund", including all accounts created within such fund, created pursuant to the Improvement Area #1 Indenture (and segregated from all other funds of the City) into which the City deposits Assessment Revenue from the collection of the Special Assessments securing Improvement Area #1 Bonds issued and still outstanding. "PID" means The Woods At Lindsey Place Public Improvement District created by the PID Creation Resolution. "PID Bond Net Amount" means an amount equal to (x) the Bond Par Amount, less (y) the District Formation Expenses and (z) Bond Issuance Costs. "PID Creation Resolution" means City of Anna, Texas, Resolution No. 2023-02-1378—as recorded in the Real Property Records of Collin County as Document No. 2023000015008 passed and approved by the City Council on February 14, 2023. "PID Payment Balance" means the unpaid principal balance owed the Developer for all Certificates for Payment. "Project Fund" means the "Project Fund", including all accounts created within such fund, established by the City under the Improvement Area #1 Indenture (and segregated from all other funds of the City) into which the City deposits Bond Proceeds and any other funds authorized or required by the Improvement Area #1 Indenture. "Reserve Fund" means the "Reserve Fund" to be created pursuant to the Improvement Area #1 Indenture. "SAP" means the The Woods At Lindsey Place Public Improvement District Service and Assessment Plan in form reasonably acceptable to Developer and approved as part of the Assessment Ordinance, as same may be amended by the City Council from time to time. "Special Assessment(sy' means the special assessments levied against the Improvement Area #1 Assessed Property pursuant to the Assessment Ordinance and in accordance with the SAP for the payment of the Improvement Area #1 Bonds. "Transfer" and "Transferee" have the meanings given such terms in Section 4.8 of this Agreement. "Trustee" shall have the meaning assigned such term in the SAP, and as identified in the Improvement Area # 1 Indenture. SECTION 3. FUNDING IMPROVEMENTS 5 3.1 Project Fund. The City intends in the near future to proceed with the issuance and delivery of the Improvement Area #1 Bonds. Upon issuance of such bonds, the City shall deposit all Bond Proceeds and any other funds authorized or required by the Improvement Area #1 Indenture into the Project Fund. Funds in the Project Fund shall only be used to pay District Formation Expenses, Bond Issuance Costs, and the Actual Costs of the Improvement Area #1 Improvements in accordance with the Improvement Area #1 Indenture. The Improvement Area #1 Indenture shall control in the event of any conflicts with this Agreement. 3.2 Improvement Area #1 Bonds. The Developer will install and construct the Improvement Area #1 Improvements. 3.3 Payment of Actual Costs. The Bond Proceeds shall be used to pay (i) Actual Costs, up to the sum of the PID Bond Net Amount, (ii) the District Formation Expenses and (iii) Bond Issuance Costs. 3.4 Cost Overrun. If the Actual Cost of an Improvement Area #1 Improvement (or segment or section thereof) exceeds the total amount of the Budgeted Cost for that Improvement Area #1 Improvements (or segment or section thereof) (a "Cost Overrun"), the Developer shall be solely responsible for payment of the remainder of the costs of that Improvement Area #1 Improvement (or segment or section thereof), except as provided in Section 3.5 below. 3.5 Cost Underrun. If, upon the completion of construction of an Improvement Area #1 Improvement (or segment or section thereof) and payment or reimbursement for such Improvement Area #1 Improvement (or segment or section thereof), the Actual Cost of such Improvement Area #1 Improvement is less than the total amount of the Budgeted Cost for that Improvement Area #1 Improvement (or segment or section thereof) (a "Cost Underrun"), any remaining Budgeted Cost(s) may be available to pay Cost Overruns on any other Improvement Area #1 Improvement with the approval of the City Representative or his designee. The elimination of a category of Improvement Area #1 Improvement in the Service and Assessment Plan will require an amendment to the SAP. If, upon completion of the Improvement Area #1 Improvement (or segment or section thereof) in any improvement category, any funds remain in such category, those funds may be used to reimburse the Developer for any qualifying costs of the Improvement Area #1 Improvement (or segment or section thereof) that have not been paid. 3.6 Remainder of Funds in the Improvement Area #1 Developer Improvement Account of the Project Fund. If funds remain in the Improvement Area #1 Developer Improvement Account of the Project Fund after the completion of all Improvement Area #1 Improvements and reimbursement of Developer pursuant to this Agreement and the applicable Indenture, City shall be the recipient of the remainder of funds for any lawful expenditure of public funds in accordance with applicable Indenture. In the event of any conflict between the terms of this Agreement and the terms of the Indenture relative to deposit and/or disbursement, the terms of the Indenture shall control. 3.7 Disbursements at and after Bond Closing. The City and the Developer agree that from the Bond Proceeds, the City will direct the Trustee in writing under the Improvement Area #1 Indenture to pay at closing of the Improvement Area #1 Bonds the District Formation Expenses and Bond Issuance Costs in the amounts set forth on Exhibit D attached hereto. In order to receive an initial disbursement at the Bond Closing from Bond Proceeds for Actual Costs of the Improvement Area #1 Improvements, the Developer shall execute a Closing Disbursement Request to be delivered to the City (along with all accompanying documentation reasonably required by the City as customarily accepted by the City for similar construction projects) no less than ten (10) business days prior to the scheduled date for the Bond Closing, and the City G will direct the Trustee in writing under the Improvement Area #1 Indenture to pay at the Bond Closing the Actual Costs of the Improvement Area #1 Improvements set forth in the Closing Disbursement Request. In order to receive additional disbursements of Bond Proceeds or funds on deposit from Developer from the Project Fund, the Developer shall execute a Certificate for Payment, no more frequently than monthly, to be delivered to the City for payment in accordance with the provisions of this Agreement. Upon receipt of a Certificate for Payment (along with all accompanying documentation reasonably required by the City as customarily accepted by the City for similar construction projects) from the Developer, the City shall conduct a review and inspection in order to confirm that such request is complete, to confirm that the work for which payment is requested was performed in accordance with all applicable City ordinances, codes and regulations and applicable plans therefore and with the terms of this Agreement and to verify and approve the Actual Costs of such work specified in such Certificate for Payment. A cost overrun may be approved in the same manner as any cost underrun as set forth in Section 7.3 of the Development Agreement. The City shall also conduct such review as is required in its discretion to confirm the matters certified in the Certificate for Payment. The Developer agrees to cooperate with the City in conducting each such review and inspection and to provide the City with such additional information and documentation as is reasonably necessary for the City to conclude each such review. Within fifteen (15) business days following receipt of any Certificate for Payment, the City shall either: (1) approve the Certificate for Payment and forward it to the Trustee with written instructions for payment, or (2) provide the Developer with written notification of disapproval of all or part of a Certificate for Payment, specifying the basis for any such disapproval. If there is a dispute over the amount of any payment, the City shall nevertheless pay the undisputed amount, and the Parties shall use all reasonable efforts to resolve the disputed amount before the next payment is made; however, if the Parties are unable to resolve the disputed amount, then the City's determination of the disputed amount (as approved by the City Council) shall control. The City shall deliver the approved or partially approved Certificate for Payment to the Trustee with written instructions for payment, and after receipt of said written instructions or directive, the Trustee shall make the disbursements as quickly as practicable thereafter in accordance with the terms of the Improvement Area #1 Indenture. 3.8 Obligations Limited. The obligations of the City under this Agreement shall not, under any circumstances, give rise to or create a charge against the general credit or taxing power of the City or a debt or other obligation of the City payable from any source other than the Project Fund. Unless approved by the City, no other City funds, revenues, taxes, or income of any kind shall be used to pay: (1) the Actual Costs of the Improvement Area #1 Improvements; (2) the PID Payment Balance even if the PID Payment Balance is not paid in full on or before the Maturity Date; or (3) debt service on any Improvement Area #1 Bonds. None of the City or any of its elected or appointed officials or any of its officers, employees, consultants or representatives shall incur any liability hereunder to the Developer or any other party in their individual capacities by reason of this Agreement or their acts or omissions under this Agreement. Notwithstanding the preceding, in the event the City fails to issue the PID Bonds for any reason, the Assessment Revenue shall be used to reimburse Developer annually. 3.9 Obligation to Pay. Subject to the provisions of Section 3.6 above and as determined solely by the City, if the Developer is current on the payment of all taxes, assessments and fees owed to the City, and (ii) the Developer is in then -current compliance with its obligations under this Agreement, the Development Agreement, and the Developer Continuing Disclosure Agreement (if improvement Area #1 Bonds are issued and remain outstanding), then following, as applicable, the City's approval of a Closing h Disbursement Request or the inspection and approval of any portion of Improvement Area #1 Improvements for which Developer seeks reimbursement of the Actual Costs by submission of a Certificate for Payment, the obligations of the City under this Agreement to pay disbursements (whether to the Developer or to any person designated by the Developer) identified in any Closing Disbursement Request or in any Certificate for Payment and are unconditional and not subject to any defenses or rights of offset except as may be provided herein and in the Improvement Area #1 Indenture. The City shall timely pay debt service on the Improvement Area #1 Bonds from the Pledged Revenue Fund created under the Improvement Area #1 Indenture, and, after depletion of such Pledged Revenue Fund, from the Reserve Fund. 3.10 Commencement and Completion of Construction. All Improvement Area #1 Improvements shall be constructed by or at the direction of the Developer in accordance with the City's applicable ordinances, codes and regulations, applicable plans therefor and this Agreement. The Developer shall perform, or cause to be performed, all of its obligations and shall conduct, or cause to be conducted, all operations with respect to the installation and construction of Improvement Area #1 Improvements in a good, workmanlike and commercially reasonable manner, with the standard of diligence and care normally employed by duly qualified persons utilizing their commercially reasonable efforts in the performance of comparable work and in accordance with generally accepted practices appropriate to the activities undertaken. The Developer shall employ or hire/contract at all times adequate staff or consultants with the requisite experience necessary to administer and coordinate all work related to the design, engineering, acquisition, construction and installation of all Improvement Area #1 Improvements to be conveyed to, and accepted by, the City from the Developer. If any Improvement Area #1 Improvements are or will be on land owned by the City, the City hereby grants to the Developer a license to enter upon such land for purposes related to construction (and maintenance pending acquisition and acceptance) of the Improvement Area #1 Improvements. Inspection and acceptance of Improvement Area #1 Improvements will be in accordance with applicable City ordinances, codes and regulations. 3.11 Conveyance to the City; Security for Improvement Area #1 Improvements. Upon completion of the Improvement Area #1 Improvements, the Developer shall convey the Improvement Area #1 Improvements to the City, and, subject to the terms of Sections 3.7 and 3_9 of this Agreement, the City shall approve and accept such conveyance. Prior to completion and conveyance to the City of any Improvement Area #1 Improvements, the Developer shall cause to be provided to the City a maintenance bond in the amount required by the City's applicable subdivision regulations for the subject Improvement Area #1 Improvements, which maintenance bond shall be for a term of two (2) years from the date of final acceptance of the subject Improvement Area #1 Improvements. Any surety company through which a bond is written shall be a surety company duly authorized to do business in the State of Texas, provided that legal counsel for the City has the right to reject reasonably any surety company regardless of such company's authorization to do business in Texas. Nothing in this Agreement shall be deemed to prohibit the Developer or the City from contesting in good faith the validity or amount of any mechanics or materialman's lien and/or judgment nor limit the remedies available to the Developer or the City with respect thereto so long as such delay in performance shall not subject the Improvement Area #1 Improvements to foreclosure, forfeiture or sale. In the event that any such lien and/or judgment with respect to the Improvement Area #1 Improvements is contested, the Developer shall be required to post or cause the delivery of a surety bond or letter of credit, whichever is preferred by the City, in an amount reasonably determined by the City, not to exceed one hundred twenty percent (120%) percent of the disputed amount. 3.12 Ownership and Transfer of Improvement Area #1 improvements. The Developer shall furnish to the City a preliminary title report for land related to the Improvement Area #1 Improvements to be conveyed to, and accepted by, the City from the Developer and not previously dedicated or otherwise conveyed to the City. The report shall be made available for City review and approval prior to the scheduled conveyance. The City shall approve the preliminary title report unless it reveals a matter which, in the 8 reasonable judgment of the City, would materially affect the City's use and enjoyment of the Improvement Area #1 Improvements. If the City objects to any preliminary title report, the City shall not be obligated to accept the subject Improvement Area #1 Improvements until the Developer has cured the objections to the reasonable satisfaction of the City. The Developer shall provide all documents necessary to convey to the City all right, title and interest in and to the Improvement Area #1 Improvements, free and clear of all liens. The City shall issue a letter of acceptance for all Improvement Area #1 Improvements accepted by the City. Upon completion of all Improvement Area #1 Projects, any amounts remaining in the Project Fund shall be transferred pursuant to the Improvement Area #1 Indenture. 3.13 Pledged Revenue Fund. The City shall deposit Assessment Revenue from the collection of the Special Assessments securing the Improvement Area #1 Bonds issued and still outstanding in the Pledged Revenue Fund, except as otherwise provided in the Improvement Area #1 Indenture. 3.14 PID Bond Issuance. In addition to the conditions and requirements for PID Bond issuance as set forth in the Development Agreement, the issuance of Improvement Area #1 Bonds is subject to the following conditions: (1) the adoption or amendment of an SAP and an assessment ordinance levying assessments on all or any portion of the Improvement Area #1 Assessed Property benefitted by such Improvement Area #1 Improvements in amounts sufficient to pay all costs related to such Improvement Area #1 Bonds; (2) the Developer, at the request of the City, providing an appraisal report; (3) approval by the Texas Attorney General of the Improvement Area #1 Bonds and registration of the Improvement Area #1 Bonds by the Comptroller of Public Accounts of the State of Texas; (4) the Developer is not in default under this Agreement or any other agreement with the City; (5) the Improvement Area #1 Improvements to be financed by the Improvement Area #1 Bonds have been or will be constructed according to the approved design specifications and construction standards imposed by this Agreement, if any, including any applicable City regulations; (6) the maximum maturity for any Improvement Area #1 Bonds shall not exceed thirty (30) years from the date of delivery thereof; and (7) the Developer agrees to provide periodic information and notices of material events regarding the Developer as it relates to the development of the Improvement Area #1 Assessed Property within the PID in accordance with Securities and Exchange Commission Rule 15c2-12 and any continuing disclosure agreements executed by the Developer in connection with the issuance of Improvement Area #1 Bonds. SECTION 4. ADDITIONAL PROVISIONS 4.1 Term. The term of this Agreement shall begin on the Effective Date and shall continue until the earlier of the (i) Maturity Date, or (ii) the date on which the PID Payment Balance is paid in full, such that the total of all such disbursements is not less than the full PID Bond Net Amount plus Developer Advances. 4.2 No Competitive Bidding. Construction of the Improvement Area #1 Improvements shall not require competitive bidding pursuant to Section 252.022(a) (9) of the Texas Local Government Code, as amended. All plans and specifications for the Improvement Area #1 Improvements, but not construction contracts, shall be reviewed and approved, in writing, by the City prior to Developer's commencing construction of such Improvement Area #1 Improvements. 4.3 Independent Contractor. In performing this Agreement, the Developer is an independent contractor and not the agent or employee of the City. 4.4 Audit. The City Representative shall have the right, during normal business hours and upon three (3) business days' prior written notice to the Developer, to review all books and records of the Developer pertaining to costs and expenses incurred by the Developer with respect to any of the Improvement Area #1 Improvements. For a period of two (2) years after completion of the Improvement Area #1 Improvements, the Developer shall maintain proper books of record and account for the construction of the Improvement Area #1 Improvements and all costs related thereto. Such accounting books shall be maintained in accordance with customary real estate accounting principles. 4.5 Mutual Representations and Warranties. 4.5.1 The Developer represents and warrants to the City that: (1) the Developer has the authority to enter into and perform its obligations under this Agreement; (2) the Developer has the financial resources, or the ability to obtain sufficient financial resources, to meet its obligations under this Agreement; (3) the person executing this Agreement on behalf of the Developer has been duly authorized to do so; (4) this Agreement is binding upon the Developer in accordance with its terms; and (5) the execution of this Agreement and the performance by the Developer of its obligations under this Agreement do not constitute a breach or event of default by the Developer under any other agreement, instrument, or order to which the Developer is a party or by which the Developer is bound. 4.5.2 If in connection with the issuance of Improvement Area #1 Bonds the City is required to deliver a certificate as to tax exemption (a "Tax Certificate") to satisfy requirements of the Internal Revenue Code, the Developer agrees to provide, or cause to be provided, such facts and estimates as the City reasonably considers necessary to enable it to execute and deliver its Tax Certificate. The Developer represents that such facts and estimates will be based on its reasonable expectations on the date of issuance of the Improvement Area #1 Bonds and will be, to the knowledge of the officers of the Developer providing such facts and estimates, true, correct and complete as of such date. To the extent that it exercises control or direction over the use or investment of the Bond Proceeds (including, but not limited to, the use of the Improvement Area #1 Improvements), the Developer further agrees that it will not knowingly make, or permit to be made, any use or investment of such funds that would cause any of the covenants or agreements of the City contained in a Tax Certificate to be violated or that would otherwise have an adverse effect on the tax-exempt status of the interest payable on the Improvement Area #1 Bonds for federal income tax purposes. 4.5.3 The City represents and warrants to the Developer that: (1) the City has the authority to enter into and perform its obligations under this Agreement; (2) the person executing this Agreement on behalf of the City has been duly authorized to do so; (3) this Agreement is binding upon the City in accordance with its terms; and (4) the execution of this Agreement and the performance by the City of its obligations under this Agreement do not constitute a breach or event of default by the City under any other agreement, instrument or order to which the City is a party or by which the City is bound. 10 4.6 Default/Remedies. 4.6.1 If either Party fails to perform an obligation imposed on such Party by this Agreement (a "Failure") and such Failure is not cured after notice and the expiration of the cure periods provided in this Section 4.6, then such Failure shall constitute a "Default". If a Failure is monetary, the non -performing Party shall have ten (10) days within which to cure. If the Failure is non -monetary, the non -performing Party shall have thirty (30) days within which to cure. 4.6.2 If the Developer is in Default, the City shall be limited to mandamus relief to compel actions required to be taken by the Developer under this Agreement, but in no event shall the City have any other recourse of any kind against the Developer or its officers, officials, employees or representatives, including but not limited to damages or other forms of monetary relief, provided no default by the Developer shall entitle the City to terminate this Agreement or to withhold payments to the Developer from the Project Fund in accordance with this Agreement and the Improvement Area #1 Indenture. 4.6.3 If the City is in Default, the Developer shall have available all remedies at law or in equity; provided, however, no Default by the City shall entitle the Developer to terminate this Agreement. 4.6.4 The City shall give notice of any alleged Failure by the Developer to each Transferee identified in any notice from the Developer, and such Transferees shall have the right, but not the obligation, to cure the alleged Failure within the same cure periods that are provided to the Developer. The election by a Transferee to cure a Failure by the Developer shall constitute a cure by the Developer but shall not obligate the Transferee to be bound by this Agreement unless the Transferee agrees in writing to be bound. 4.7 Remedies Outside the Agreement. Except as otherwise provided in Section 4.6, nothing in this Agreement constitutes a waiver by the City of any remedy the City may have outside this Agreement against the Developer, any Transferee or any other person or entity involved in the design, installation or construction of the Improvement Area #1 Improvements. The obligations of the Developer hereunder shall be those of a party hereto and not as an owner of property in the PID. Nothing herein shall be construed as affecting the rights or duties of the City or the Developer to perform their respective obligations under other agreements, use regulations or subdivision requirements relating to the development of property in the PID. 4.8 Transfers. The Developer has the right to convey, transfer, assign, mortgage, pledge or otherwise encumber, in whole or in part without the consent of (but with notice to) the City, the Developer's right, title or interest to payments under this Agreement (but not performance obligations) including, but not limited to, any right, title or interest of the Developer in and to payments of the PID Payment Balance (any of the foregoing, a "Transfer," and the person or entity to whom the transfer is made, a "Transferee"). The rights of the Developer to Transfer are conditioned upon the Transferee agreeing, in writing, to assume the duties, obligations and rights being assigned and to be bound by the terms and conditions of this Agreement to the extent they apply to the duties, obligations or rights being assigned. A Transfer by the Developer pursuant to this Section shall be effective upon delivery to the City of a copy of the fully executed Transfer or assignment agreement which shall include the information required by Section 4.11 and unambiguous provisions regarding any apportionment between the Developer and the Transferee of the right to receive any payments under this Agreement, and from and after the effective date of any Transfer, the Developer shall be released from performing or benefiting from the duties, obligations and rights assigned. The City may rely on notice of a Transfer received from the Developer without obligation to investigate or confirm the validity of the Transfer. The Developer waives all rights or claim against the City for any funds paid to a third party as a result of a Transfer for which the City received notice from the Developer. No Transfer shall increase the liability of, or impose additional liabilities upon, the City beyond 11 what is specifically provided for herein or increase the duties or expenses of, or impose additional duties or expenses upon, the City beyond what is specifically provided for herein. 4.9 Eminent Domain. Developer agrees to use reasonable efforts to obtain all third party rights -of -way, consents, or easements, if any, required for the Improvement Area #1 Improvements. If, however, Developer is unable to obtain such third -party rights -of -way, consents, or easements within ninety (90) days of commencing efforts to obtain the needed easements and right of way, the City agrees to take reasonable steps to secure same (subject to City Council authorization after a finding of public necessity) through the use of the City's power of eminent domain, pursuant to the provisions of the Development Agreement. 4.10 Applicable Law; Venue. This Agreement is being executed and delivered and is intended to be performed in the State of Texas. The substantive laws of the State of Texas shall govern the interpretation and enforcement of this Agreement. In the event of a dispute involving this Agreement, venue shall lie in any court of competent jurisdiction in Collin County, Texas. 4.11 Notice. Any notice referenced in this Agreement must be in writing and shall be deemed given at the addresses shown below: (1) when delivered by a nationally recognized delivery service such as Federal Express or UPS with evidence of delivery signed by any person at the delivery address regardless of whether such person is the named addressee; or (2) seventy-two (72) hours after deposited with the United States Postal Service, Certified Mail, Return Receipt Requested. 12 To the City: City of Anna Attn: Ryan Henderson, Interim City Manager 120 W. 7th Street Anna, TX 75409 With a copy to: Clark McCoy Wolfe, Tidwell & McCoy, LLP 2591 Dallas Parkway, Suite 300 Frisco, Texas 75034 To the Developer: D.R. Horton — Texas, Ltd. Attn: Mr. David Booth 4306 Miller Road Rowlett, Texas 75088 With a copy to: Coats Rose, P.C. Attn: Timothy G. Green Tollway Plaza, 16000 Dallas Parkway Suite 350 Dallas, Texas 75248 Any Party may change its address by delivering notice of the change in accordance with this section. 4.12 Amendment; Binding Agreement. This Agreement may only be amended by written agreement of the City and the Developer. This Agreement shall be binding upon, and inure to the benefit of, the respective successors and assigns of the City and the Developer. 4.13 Severability. If any provision of this Agreement is held invalid by any court, such holding shall not affect the validity of the remaining provisions. 4.14 Non -Waiver. The failure by a party to insist upon the strict performance of any provision of this Agreement by the other party, or the failure by a party to exercise its rights upon a Default by the other party, shall not constitute a waiver of such parry's right to insist and demand strict compliance by such other party with the provisions of this Agreement. 4.15 Third Party Beneficiaries. Nothing in this Agreement is intended to or shall be construed to confer upon any person or entity other than the City, the Developer and Transferees any rights under or by reason of this Agreement. All provisions of this Agreement shall be for the sole and exclusive benefit of the City, the Developer and Transferees. 4.16 Counterparts. This Agreement may be executed in multiple counterparts, which, when taken together, shall be deemed one original. 13 4.17 No Boycott of Israel. Developer verifies that the Developer (including any wholly owned subsidiary, majority -owned subsidiary, parent company, or affiliate of the Developer) does not Boycott Israel and agrees that during the term of this Agreement (Contract as applicable) will not Boycott Israel as that term is defined in Texas Government Code Section 808.001, as amended. 4.18 Verification Pursuant to Chapters 2252 and 2270 of the Texas Government Code. As of the Effective Date, the Developer represents that, to the extent this Agreement constitutes a "governmental contract" within the meaning of Section 2252.151 of the Texas Government Code, as amended, solely for purposes of compliance with Chapter 2252 of the Texas Government Code, and except to the extent otherwise required or permitted by or under applicable federal law, neither Developer nor any wholly owned subsidiary, majority -owned subsidiary, parent company or affiliate of the Developer is a company listed by the Texas Comptroller of Public Accounts under Sections 2270.0201 (as enacted by Acts 2017, 85th Leg., ch. 96, Senate Bill 253) or 2252.153 of the Texas Government Code. 4.19. Verifications Pursuant to Chapter 2274. Texas Government Code. (a) To the extent this Agreement constitutes a contract for goods or services for which a written verification is required under Section 2274.002 (as added by Senate Bill 13 in the 87th Texas Legislature, Regular Session), Texas Government Code, as amended, the Developer hereby verifies that it and its parent company, wholly- or majority -owned subsidiaries, and other affiliates, if any, do not boycott energy companies and will not boycott energy companies during the term of this Agreement. The foregoing verification is made solely to enable the Developer to comply with such Section and to the extent such Section does not contravene applicable Texas or federal law. As used in the foregoing verification, "boycott energy companies," a term defined in Section 2274.001(1), Texas Government Code (as enacted by such Senate Bill) by reference to Section 809.001, Texas Government Code (also as enacted by such Senate Bill), shall mean, without an ordinary business purpose, refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations with a company because the company (A) engages in the exploration, production, utilization, transportation, sale, or manufacturing of fossil fuel -based energy and does not commit or pledge to meet environmental standards beyond applicable federal and state law; or (B) does business with a company described by (A) above. (b) To the extent this Agreement constitutes a contract for goods or services for which a written verification is required under Section 2274.002 (as added by Senate Bill 19 in the 87th Texas Legislature, Regular Session), Texas Government Code, as amended, the Developer hereby verifies that it and its parent company, wholly- or majority -owned subsidiaries, and other affiliates, if any, do not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association and will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. The foregoing verification is made solely to enable the Developer to comply with such Section and to the extent such Section does not contravene applicable Texas or federal law. As used in the foregoing verification and the following definitions, `discriminate against a firearm entity or firearm trade association,' a term defined in Section 2274.001(3), Texas Government Code (as enacted by such Senate Bill), (A) means, with respect to the firearm entity or firearm trade association, to (i) refuse to engage in the trade of any goods or services with the firearm entity or firearm trade association based solely on its status as a firearm entity or firearm trade association, (h) refrain from continuing an existing business relationship with the firearm entity or firearm trade association based solely on its status as a firearm entity or firearm trade association, or (iii) terminate an existing business relationship with the firearm entity or firearm trade association based solely on its status as a firearm entity or firearm trade association and (B) does not include (i) the established policies of a merchant, retail seller, or platform that restrict or prohibit the listing or selling of ammunition, firearms, or firearm accessories and (ii) a company's refusal to engage in the trade of any goods or services, decision to refrain from continuing an existing business relationship, or decision to terminate an existing business relationship (aa) to comply with federal, state, or local law, policy, or regulations or a directive by 14 a regulatory agency or (bb) for any traditional business reason that is specific to the customer or potential customer and not based solely on an entity's or association's status as a firearm entity or firearm trade association, (b) `firearm entity,' a term defined in Section 2274.001(6), Texas Government Code (as enacted by such Senate Bill), means a manufacturer, distributor, wholesaler, supplier, or retailer of firearms (defined in Section 2274.001(4), Texas Government Code, as enacted by such Senate Bill, as weapons that expel projectiles by the action of explosive or expanding gases), firearm accessories (defined in Section 2274.001(5), Texas Government Code, as enacted by such Senate Bill, as devices specifically designed or adapted to enable an individual to wear, carry, store, or mount a firearm on the individual or on a conveyance and items used in conjunction with or mounted on a firearm that are not essential to the basic function of the firearm, including detachable firearm magazines), or ammunition (defined in Section 2274.001(1), Texas Government Code, as enacted by such Senate Bill, as a loaded cartridge case, primer, bullet, or propellant powder with or without a projectile) or a sport shooting range (defined in Section 250.001, Texas Local Government Code, as a business establishment, private club, or association that operates an area for the discharge or other use of firearms for silhouette, skeet, trap, black powder, target, self-defense, or similar recreational shooting), and (c) `firearm trade association,' a term defined in Section 2274.001(7), Texas Government Code (as enacted by such Senate Bill), means any person, corporation, unincorporated association, federation, business league, or business organization that (i) is not organized or operated for profit (and none of the net earnings of which inures to the benefit of any private shareholder or individual), (ii) has two or more firearm entities as members, and (iii) is exempt from federal income taxation under Section 501(a), Internal Revenue Code of 1986, as an organization described by Section 501(c) of that code. 4.20. Form 1295. Submitted herewith is a completed Form 1295 generated by the Texas Ethics Commission's (the "TEC") electronic filing application in accordance with the provisions of Section 2252.908 of the Texas Government Code and the rules promulgated by the TEC (the "Form 1295"). The City hereby confirms receipt of the Form 1295 from the Developer, and the City agrees to acknowledge such form with the TEC through its electronic filing application system not later than the 30th day after the receipt of such form. The Parties understand and agree that, with the exception of information identifying the City and the contract identification number, neither the City nor its consultants are responsible for the information contained in the Form 1295; that the information contained in the Form 1295 has been provided solely by the Developer; and, neither the City nor its consultants have verified such information. CITY: CITY OF ANNA, TEXAS, a home rule municipality ATTEST: �17f.P64Z� Carrie Land, City Secretary 15 /r,J Nate Pike, Mayor (SEAL) DEVELOPER: D.R. Horton — Texas, Ltd. a Texas limited partnership BY: D.R. Horton, Inc., a Del vare corporation Its: -Augimiz ed Age t BY: G Name: Its: 16 EXHIBIT A Legal Description of District FIELD DESCRIPTION: BEING a tract of land situated in the Town of Anna, Collin County, Texas, a part of Eli Witt Survey, Abstract No. 997, being part of a called 275.00 acre tract of land described in a Special Warranty Deed to D.R. Horton — Texas, Ltd., recorded in Instrument No. 20210212000310470, Official Public Records, Collin County, Texas (O.P.R_C.C.T), and being more particularly described as follows: COMMENCING at a five -eighths inch iron rod with yellow plastic cap that is illegible found at the southeast comer of said 275.00 acre tract of land, said iron rod being at the northeast comer of a called 226.62 acre tract of land described in a Warranty Deed to OJR Partnership, Ltd. recorded in Volume 5106, Page 2380, O_P.R.C.C.T and said iron rod being in the west line of a called 50.00 acre tract of land described in a Special Warranty Deed with Vendor's Lien to MCI Preferred Income Fund II, LLC, recorded in Instrument No_ 20210830001753370, (O.P.R.C.C.T); THENCE South 89 degrees 28 minutes 48 seconds West, a distance of 168.60 feet along the south line of said 275,00 acre tract of land and along the north line of said 226.62 acre tract of land to the POINT OF BEGINNING of the herein described tract of land; THENCE South 89 degrees 28 minutes 48 seconds West, a distance of 2,48027 feet along the south line of said 275.00 acre tract of land) and along the north line of said 226.62 acre tract of land to a point for comer, from which a one-half inch iron rod with yellow plastic cap stamped "BOHLER ENG" set (hereinafter called "iron rod ser) at the southwest comer of said 275.00 acre tract of land bears South 89 degrees 28 minutes 48 seconds West, a distance of 335.99 feet THENCE North 00 degrees 34 minutes 00 seconds West, a distance of 385.03 feet to a point for comer, THENCE North 29 degrees 27 minutes 03 seconds West, a distance of 120.00 feet to a point for comer, THENCE Northeasterly 44.49 feet along a non -tangent curve to the left, having a central angle of 03 degrees 13 minutes 35 seconds, a radius of 790.00 feet, a tangent of 22.25 feet and whose cord bears North 58 degrees 56 minutes 09 seconds East, a cord distance of 44.48 feet to a point for comer; THENCE Northeasterly 236.99 feet along a curve to the right, having a central angle of 14 degrees 55 minutes 17 seconds, a radius of 910.00 feet, a tangent of 119.17 feet and whose cord bears North 64 degrees 47 minutes 01 seconds East, a cord distance of 236.32 feet to a point for comer, THENCE North 00 degrees 33 minutes 39 seconds West, a distance of 652.43 feet to a point for comer, THENCE North 89 degrees 26 minutes 21 seconds East, a distance of 144.81 feet to a point for comer; THENCE North 02 degrees 33 minutes 19 seconds East, a distance of 504.55 feet to a point for comer; THENCE North 00 degrees 33 minutes 39 seconds West, a distance of 1,369.34 feet to a point for corner; THENCE South 89 degrees 26 minutes 21 seconds West, a distance of 620.00 feet to a point for comer; THENCE North 00 degrees 33 minutes 39 seconds West, a distance of 526.78 feet to a point for comer; THENCE Northeasterly 1,091.99 feet along a curve to the right, having a central angle of 32 degrees 41 minutes 20 seconds, a radius of 1,914.00 feet, a tangent of 561.30 feet and whose cord bears North 15 degrees 47 minutes 01 seconds East, a cord distance of 1,07724 feet to a point for comer; THENCE North 32 degrees 39 minutes 37 seconds East, a distance of 90.00 feet to a point for comer, THENCE North 32 degrees 43 minutes 36 seconds East, a distance of 144.49 feet to a point in the north line of said 275.00 acre tract of land, said point being a the south line of a called 555.801 acre tract of land, described as Tract B in a Special Warranty Deed to Risland Mantua, LLC, recorded in Instrument No. 20180625000783630, (O.P.R.C.C.T); THENCE South 86 degrees 39 minutes U3 seconas Iasi, a aistance of 255. /8 feet along the north line of said 275.00 acre tract of land and along a south line of said 555.801 acre tract of land to a one-half inch iron rod found for comer, from which a one- half inch Iron rod found bears North 01 degrees 19 minutes 02 seconds West, a distance of 2.04 feet; THENCE South 89 degrees 10 minutes 24 seconds East, a distance of 1,018.92 feet along the north line of said 275.00 acre tract of land to a one-half inch iron rod set for comer, said iron rod being at the southwest comer of a called 83.36 acre tract of land described in a Quit Claim Deed to Alta McClain, recorded in Volume 626, Page 141, (D.R.C.C.T) which is now listed in the Collin County Appraisal District records as being owned by Laura Collins to which no transfer of title either direct or indirect can be found in Collin County Deed Records; THENCE South 89 degrees 16 minutes 53 seconds East, a distance of 111.06 feet along a north line of said 275.00 acre tract of land and along the south line of said 83.36 acre tract of land to a one-half inch iron rod set at the northeast comer of said 275.00 acre tract of land, said iron rod being at the northwest comer of a called 95.444 acre tract of land described in a Special Warranty Deed with Vendors Lien to MCI PREFERRED INCOME FUND 11, LLC, recorded in Instrument No. 20210819001679920,(O.P.R.C.C.T); THENCE along the east line of said 275.00 acre tract of land and along the west line of said 95- 44 acre tract of land as follows: South 01 degrees 16 minutes 44 seconds East, a distance of 1,185.56 feet to a one-half inch iron rod with yellow cap stamped "JBI" found for comer, South 00 degrees 47 minutes 08 seconds East, a distance of 1,100.00 feet to a one-half inch iron rod set at the most westerly southwest comer of said 95.444 acre tract of land; THENCE North 88 degrees 32 minutes 52 seconds East, a distance of 906.82 feet along the most easterly north line of said 275.00 acre tract of land and along the most westerly south line of said 95.444 acre tract of land to a point for comer, THENCE South 00 degrees 44 minutes 46 seconds East, a distance of 314.82 feet to a point for comer, THENCE South 89 degrees 28 minutes 48 seconds West, a distance of 481.91 feet to a point for comer, THENCE South 00 degrees 31 minutes 12 seconds East, a distance of 889.34 feet to a point for comer, THENCE Southeasterly 120.981 feet along a curve to the left, having a central angle of 14 degrees 35 minutes 35 seconds, a radius of 475.00 feet, a tangent of 60.82 feet and whose cord bears South 07 degrees 49 minutes 00 seconds East, a cord distance of 120.66 feet to a point for comer, THENCE South 39 degrees 17 minutes 34 seconds East, a distance of 55.80 feet to a point for comer, THENCE Southeasterly 38.63 feet along a non -tangent curve to the left, having a central angle of 04 degrees 51 minutes 53 seconds, a radius of 455.00 feet, a tangent of 19.33 feet and whose cord bears South 23 degrees 58 minutes 10 seconds East, a cord distance of 38.62 feet to a point for comer, THENCE South 26 degrees 24 minutes 07 seconds East, a distance of 56.52 feet to a point for comer, THENCE South 68 degrees 02 minutes 34 seconds East, a distance of 44.84 feet to a point for comer, THENCE Northeasterly 361.48 feet along a non -tangent curve to the right, having a central angle of 16 degrees 26 minutes 14 seconds, a radius of 1,260.00 feet, a tangent of 181.99 feet and whose cord bears North 79 degrees 13 minutes 01 seconds East, a cord distance of 360.24 feet to a point for comer, THENCE South 00 degrees 44 minutes 46 seconds East, a distance of 120.07 feet to a point for comer, THENCE Southwesterly 497.56 feet along a non -tangent curve to the left, having a central angle of 25 degrees 00 minutes 25 seconds, a radius of 1,140.00 feet, a tangent of 252.80 feet and whose cord bears South 74 degrees 44 minutes 27 seconds West, a cord distance of 493.62 feet to a point for comer, THENCE South 62 degrees 14 minutes 14 seconds West, a distance of 202.70 feet to a point for comer, THENCE South 27 degrees 45 minutes 46 seconds East, a distance of 15.00 feet to a point for comer, THENCE South 49 degrees 18 minutes 42 seconds East, a distance of 194.61 feet to a point for comer, THENCE South 00 degrees 31 minutes 12 seconds East, a distance of 305.98 feet to a point for comer, THENCE North 89 degrees 28 minutes 48 seconds East, a distance of 501.05 feet to a point for comer, THENCE South 01 degrees 14 minutes 22 seconds West, a distance of 327.87 feet to a point for comer, THENCE Southeasterly 60.96 feet along a curve to the left, having a central angle of 02 degrees 46 minutes 20 seconds, a radius of 1,260.00 feet, a tangent of 30.49 feet and whose cord bears South 00 degrees 08 minutes 48 seconds East, a cord distance of 60.96 feet to the POINT OF BEGINNING and containing 8,625,128 square feet or 198.006 acres. EXHIBIT B Legal Description of the Improvement Area #1 Assessed Property WHEREAS, LHJH PROPERTIES, LTD., is the owner of a tract of land situated in the Town of Anna, Collin County, Texas, a part of Eli Witt Survey, Abstract No. 997, being part of a called 159.819 acre tract of land described in a Special Warranty Deed to LHJH Properties, Ltd_, recorded in Instrument No. 20061003001424600, Official Public Records, Collin County, Texas (O.P.R.C.C.T) and being more particularly described as follows: BEGINNING at a five -eighths inch iron rod with yellow plastic cap that is illegible found at the southeast comer of said 159.819 acre tract of land and the northeast comer of a called 226.62 acre tract of land described In a Warranty Deed to QJR Partnership, Ltd. recorded in Volume 5106, Page 2380, O.P.R.C.C.T and said iron rod being in the west line of a called 50.00 acre tract of land described in a Special Warranty Deed to Kayasa Holdings, LLC, recorded in Instrument No. 201908007000946750. (O.P.R.C.C.T); THENCE South 89 degrees 28 minutes 48 seconds West, a distance of 659.19 feet along the south line of said 159.819 acre tract of land and along the north line of said 226.62 acre tract of land to a one-half inch iron rod with yellow plastic cap stamped 'BOHLER ENG' (hereinafter called "iron rod set") set for comer, THENCE over and across said 159.819 acre tract of land, the following courses and distances: North 00 degrees 31 minutes 12 seconds West, a distance of 694.65 feet to a capped iron rod set for corner, North 49 degrees 18 minutes 42 seconds West, a distance of 194.61 feet to a capped iron rod set for comer, North 27 degrees 45 minutes 46 seconds West, a distance of 15.00 feet to a capped iron rod set for comer, South 62 degrees 14 minutes 14 seconds West, a distance of 357.72 feet to a capped iron rod set at the beginning of a tangent curve to the right; In a southwesterly direction, a distance of 597.97 feet, having a central angle of 27 degrees 11 minutes 29 seconds, a radius of 1,260.00 feet, a tangent length of 304.73 feet and whose chord bears South 75 degrees 49 minutes 59 seconds West a distance of 592.38 feet to a capped iron rod set for comer, South 89 degrees 25 minutes 44 seconds West, a distance of 287.14 feet to a capped iron rod set; South 44 degrees 25 minutes 44 seconds West a distance of 42.43 feet to a capped iron rod set; EXHIBIT B South 89 degrees 25 minutes 44 seconds West, a distance of 90.00 feet to a capped iron rod set North 45 degrees 34 minutes 16 seconds West a distance of 42.43 feet to a capped iron rod set and South 89 degrees 25 minutes 44 seconds West a distance of 42.00 feet at the beginning of a curve to the left, In a southwesterly direction, a distance of 442.68 feet, having a central angle of 32 degrees 06 minutes 22 seconds, a radius of 790.00 feet, a tangent length of 227.32 feet and whose chord bears South 73 degrees 22 minutes 33 seconds West a distance of 436.91 to a capped iron rod set at the beginning of a curve to the right; In a southwesterly direction, a distance of 408.87 feet, having a central angle of 25 degrees 44 minutes 36 seconds, a radius of 910 feet, a tangent length of 207.94 feet and whose chord bears South 70 degrees 11 minutes 40 seconds a distance of 405.44 feet to a capped iron rod set; said capped iron rod being in the west line of said 159.819 acre tract of land and the east line of a called 555.801 acre tract of land, described as Tract B in a Special Warranty Deed to Risland Mantua, LLC, recorded in Instrument No. 20180625000783630, O.P.R.C.C.T., from which a one-half inch iron rod found at the most southerly southeast comer of a said 555.801 acre tract of land and the northeast comer of a called 17.863 acre tract of land described in a Special Warranty Deed to Anna 18, LLC, recorded in Instrument No. 20161020001423440, O.P.R.C.C.T. bears South 00 degrees 33 minutes 39 seconds East a distance of 243.59 feet; THENCE North 00 degrees 33 minutes 39 seconds West, a distance of 120.86 feet along the west line of said 159.819 acre tract of land and the east line of 555.801 acre tract of land to a capped iron rod set at the beginning of a non -tangent curve to the left; THENCE over and across said 159.819 acre tract of land, the following courses and distances: In a northeasterly direction, a distance of 341.53 feet, having a central angle of 24 degrees 46 minutes 13 seconds, a radius of 790.00 feet, a tangent length of 173.48 feet and whose chord bears North 69 degrees 42 minutes 28 seconds East a distance of 338.88 feet to a capped iron rod set for the beginning of a curve to the left; In a northeasterly direction, a distance of 236.99 feet, having a central angle of 14 degrees 55 minutes 17 seconds, a radius of 910.00 feet, a tangent length of 119.17 feet and whose chord bears North 64 degrees 47 minutes 01 seconds East a distance of 236.32 feet to a capped iron rod; E3=1T B North 00 degrees 33 minutes 39 seconds East, a distance of 652.43 feet to a capped iron rod set for comer, North 89 degrees 26 minutes 21 seconds East a distance of 144.81 feet to a capped iron rod set for comer, North 02 degrees 33 minutes 19 seconds East a distance of 508.75 feet to a capped iron rod set for comer, North 00 degrees 33 minutes 39 seconds West a distance of 59,43 feet to a capped iron rod set for comer, North 89 degrees 25 minutes 47 seconds East, a distance of 556.69 feet to a capped iron rod set for comer, North 62 degrees 13 minutes 50 seconds East, a distance of 937.37 feet to a capped iron rod set for comer, North 77 degrees 11 minutes 7 seconds East, a distance of 91.82 feet to a capped iron rod set for comer, North 89 degrees 28 minutes 48 seconds East, a distance of 161.53 feet to a capped iron rod set for comer, South 00 degrees 31 minutes 12 seconds East, a distance of 899.34 feet to a capped iron rod set for comer and beginning of a non -tangent curve to the left; In a southerly direction, a distance of 121.05, having a central angle of 16 degrees 6 minutes 40 seconds, a radius of 430.50 feet, a tangent length of 60.93 feet, and whose chord bears South 89 degrees 45 minutes 40 seconds East a distance of 121.05 feet; South 39 degrees 17 minutes 34 seconds East, a distance of 55.75 feet to a capped iron rod set for comer beginning of a non -tangent curve to the left; In a southeasterly direction, a distance of 38.49 feet, having a central angle of 4 degrees 50 minutes 49 seconds, a radius of 455.00 feet, a tangent length of 19.26 feet, and whose chord bears North 68 degrees 26 minutes 43 seconds East a distance of 38AB feet to a capped iron rod set; South 26 degrees 24 minutes 7 seconds East, a distance of 56.71 feet to a capped iron rod set for comer, Smith PAS degier-s 2 rainutes 34 seaxids Fast, a dirt ince of 44.04 feet to a capped iron rod set for comer, EXHOIT B South 19 degrees 0 minutes 5 seconds East, a distance of 120.00 feet to a capped iron rod set for comer, In a southeasterly direction, a distance of 174.31 feet, having a central angle of 08 degrees 45 minutes 39 seconds, a radius of 1140.00 feet, a tangent length of 87.33 feet, and whose chord bears South 66 degrees 37 minutes 04 seconds West a distance of 174.14 feet to a capped iron rod set for comer, South 62 degrees 14 minutes 14 seconds West, a distance of 202.70 feet to the POINT OF BEGINNING, containing 2,502,260.24 square feet or 57.4440 acres, more or less. EDIT B EXHIBIT C-1 Form of Certificate for Payment The undersigned, on behalf of D.R. Horton — Texas, Ltd., a Texas limited partnership (the "Developer"), requests payment from the Project Fund from the City of Anna, Texas, a home rule municipality (the "C") in the amount of $ for labor, materials, fees and/or other general costs related to the acquisition, installation or construction of certain Improvement Area #1 Improvements pursuant to that certain Improvement Area #1 Funding and Reimbursement Agreement, dated 2023, between the City and the Developer ("Funding Agreement"). In connection with the above referenced payment, the Developer represents and warrants to the City as follows: 1. The undersigned is a duly authorized officer of the Developer, is qualified to execute this Certificate for Payment on behalf of the Developer and is knowledgeable as to the matters set forth herein. Capitalized terms not otherwise defined in this Certificate for Payment have the meanings given such terms in the Funding Agreement. 2. The payment requested for the below referenced Improvement Area #1 Improvements has not been the subject of any prior payment request submitted for the same work to the City or, if previously requested, no disbursement was made with respect thereto. 3. The amount listed for the Improvement Area #1 Improvements below is a true and accurate representation of the Actual Costs associated with the acquisition, installation or construction of said Improvement Area #1 Improvements, and such costs are in compliance with the Funding Agreement and consistent with the SAP. 4. The Developer is in substantial compliance with the terms and provisions of the Funding Agreement, the Development Agreement, the Developer Continuing Disclosure Agreement, the Service and Assessment Plan and the Improvement Area #1 Indenture, if applicable. 5. All ad valorem taxes that the Developer owes and that are due and payable or that an entity the Developer controls owes and that are due and payable with respect to the Improvement Area #1 Assessed Property have been paid. 6. All conditions set forth in the Improvement Area #1 Indenture for the payment hereby requested have been satisfied. 7. The work with respect to the Improvement Area #1 Improvements referenced below (or its completed segment) has been completed, and the City has inspected such Improvement Area #1 Improvements (or its completed segment). 8. The Developer agrees to cooperate with the City in conducting its review of the requested payment and agrees to provide additional information and documentation as is reasonably necessary for the City to complete said review. 9. The Developer confirms that [based on the percentage of the Improvement Area #1 Improvements as of the date of this Certificate as verified by the City against the estimated costs from the SAP,] payment of the amounts requested in this Certificate for Payment, taking into account [all prior EXHIBIT C-1 payments for the Improvement Area #1 Improvements and] the amount of work related to the Improvement Area #1 Improvements remaining to be completed as of the date of this Certificate for Payment will not cause the amounts on deposit in the [Improvement Area #1 Revenue Fund/ Project Fund] to fall below the amount necessary to complete the remaining Improvement Area #1 Improvements. PAYMENTS REQUESTED ARE AS FOLLOWS: Payee: Work: Amount: Attached hereto are invoices, receipts, statements, purchase orders, change orders, notarized all bills paid affidavits for soft costs, lien releases, cancelled checks and similar instruments which support and validate the above requested payments. DEVELOPER: D.R. Horton — Texas, Ltd., a Texas limited partnership BY: D.R. HORTON, INC. By: Name: Its: Date: EXHIBIT C-1 APPROVAL OF REQUEST BY CITY The City is in receipt of the attached Certificate for Payment, acknowledges the Certificate for Payment, acknowledges that the Improvement Area #1 Improvements (or its completed segment) covered by the certificate have been inspected by the City and otherwise finds the Certificate for Payment to be in order. After reviewing the Certificate for Payment, the City approves the Certificate for Payment and shall include said payments in the City Certificate submitted to the Trustee directing payments to be made from the Project Fund to the Developer or to any person designated by the Developer. CITY OF ANNA, TEXAS, a home rule law municipality 0 Printed Name: Its: EXIMIT C-1 EXHIBIT C-2 Form of Closing Disbursement Request The undersigned, on behalf of D.R. Horton — Texas, Ltd., a Texas limited partnership (the "Developer"), requests payment from the Project Fund from the City of Anna, Texas, a home rule municipality (the "CiV") in the amount of $ for costs and expenses incurred by Developer in connection with the Improvement Area #1 Improvements and/or District Formation Expenses and/or Bond Issuance Costs to be funded pursuant to that Improvement Area #1 Funding and Reimbursement Agreement, dated , 2023 ("Funding Agreement"). In connection with the above referenced payment, the Developer represents and warrants to the City as follows: 1. The undersigned is a duly authorized officer of the Developer, is qualified to execute this Closing Disbursement Request on behalf of the Developer and is knowledgeable as to the matters set forth herein. Capitalized terms not otherwise defined in this Closing Disbursement Request have the meanings given such terms in the Funding Agreement. 2. The payment requested for the below referenced costs for the Improvement Area #1 Improvements at the time of the delivery of the Improvement Area #1 Bonds have not been the subject of any prior payment request submitted to the City. 3. The amount listed for the below costs is a true and accurate representation of the Actual Costs associated with the Improvement Area #1 Improvements at the time of the delivery of the Improvement Area #1 Bonds, and such costs are in compliance with the Funding Agreement and the SAP. 4. All conditions set forth in the Funding Agreement, Development Agreement, and in the Improvement Area #1 Indenture for the payment hereby requested have been satisfied. 5. The Developer agrees to cooperate with the City in conducting its review of the requested payment and agrees to provide additional information and documentation as is reasonably necessary for the City to complete said review. PAYMENTS REQUESTED ARE AS FOLLOWS: Payee: Description of Cost: Amount: Attached hereto are invoices, receipts, statements, purchase orders, notarized all bills paid affidavits for soft costs, lien releases, cancelled checks and similar instruments which support and validate the above requested payments. EXHIBIT C-2 DEVELOPER: D.R. HORTON — TEXAS, LTD., a Texas limited partnership BY: D.R. Horton, Inc., a Delaware corporation, Authorized Agent By: Name: Its: Date: APPROVAL OF REQUEST BY CITY The City is in receipt of the attached Closing Disbursement Request, acknowledges the Closing Disbursement Request and finds the Closing Disbursement Request to be in order. After reviewing the Closing Disbursement Request, the City approves the Closing Disbursement Request and shall include said payments in the City Certificate submitted to the Trustee directing payments to be made upon delivery of the Improvement Area #1 Bonds. CITY OF ANNA, TEXAS, a general law municipality By: Printed Name: Its: EXHIBIT C-Z .•u: 1 Budgeted Costs [Developer Team to insert final Engineer's Report] BOHLERI 2600 Network Blvd Frisco, TX 75034 469.458.7300 DATED: MARCH 6, 2023 RE: ENGINEERS REPORT THE WOODS AT LINDSEY PLACE ANNA, TEXAS INTRODUCTION The Woods at Lindsey Place is a proposed single-family development including approximately 198 AC and is anticipated to include approximately 951 single family homes located approx. 3,000 ft (-0.57 miles) east of U.S. 75 and approximately 1200 ft west of County Road 369, Anna, Texas (City) as depicted in Exhibit A. This Engineer's report includes the documents requested by the City for the formation of the Public Improvement District (PID) and the issuance of bonds. Bonds are anticipated to be used to finance public infrastructure projects vital for the development within the PID. DEVELOPMENT COSTS An engineer's Opinion of Probable Cost (OPC) has been prepared for all off -site and on -site infrastructure and is included as Exhibit B. DEVELOPMENT IMPROVEMENTS Development improvements have been separated into On -site Developer Improvements, Public Major Improvements, and Area 1 improvements. The Public Major Improvements will be included in the PID. These improvements include all related earthwork, excavation, erosion control, and utilities. • Roadway Improvements include subgrade stabilization, concrete and reinforcing steel for roadways, testing, and handicapped ramps, related earthwork, excavation, erosion control, intersections, and re -vegetation of all disturbed areas within the right-of-way. The street improvements will provide benefit to future developments, including The Woods at Lindsey Place. • Water Systems Improvements include trench excavation and embedment, trench safety, PVC piping, stub outs to future developments, testing, related earthwork, erosion control, and all necessary appurtenances required to provide water service to future developments, including The Woods at Lindsey Place. TEXAS BOARD OF PROFESSIONAL ENGINEERS NO. 18065 • TEXAS BOARD OF PROFESSIONAL LAND SURVEYING NO.10194413 W W W.BOHLERENGINEERING.COM B O H L E R 9 Page 2 of • Sanitary Sewer Improvements include trench excavation and embedment, trench safety, PVC piping, manholes, concrete encasement, stub outs to future developments, testing, related earthwork, erosion control, and all necessary appurtenances required to provide sanitary sewer service to future developments, including The Woods at Lindsey Place. • Storm Sewer Improvements include earthen channels, swales, RCP piping and boxes, manholes, curb and drop inlets, headwalls, concrete flumes, rock rip rap, stub outs to future developments, testing, related earthwork, erosion control, and all necessary appurtenances required to provide storm drainage to future developments, including The Woods at Lindsey Place. The Improvement Area 1 Improvements will be included in the PID. These include all related earthwork, excavation, erosion control, and utilities improvements noted in the Public Major Improvements and will provide benefit to each Lot within Improvement Area 1. On -site Developer Improvements for the project are depicted in Exhibit Cthrough ExhibitG, Public Major Improvements are depicted in Exhibit H through Exhibit L, and Improvement Area 1 Improvements are depicted in Exhibit C-1 though Exhibit G-1 and Exhibit M-1 through Exhibit N-1 and Exhibit P-1 though Exhibit Q-1. DEVELOPMENT SCHEDULE Design Stage The Overall Preliminary Plat for the entire development has been approved by the City of Anna. The flood study has been approved by the City of Anna. The On -site and Off -site civil construction plans for Phase #1 Improvements and Off -site Public Improvements have been approved by the City of Anna. Construction Stage Phase 1 of The Woods at Lindsey Place and the Off -site Public Improvements began in Fall 2021 with final acceptance from the City anticipated fall of 2022. A project schedule for the home build out is depicted in Exhibit 0. Dean Cardwell, P.E. • CIVIL AND CONSULTING ENGINEERS • PROJECT MANAGERS • SURVEYORS W W W.BOH LERENGI NEERING.COM ?ee�; Ye9V 0 10 Ri'1�'1 11111 Imo—. � s �I /ruses $o�U BOHLERW 3600 NETWOOB 75 SURE 910 FPISCO, 0,] 'C Fore' ferE5b1]00 TX�oM1lertnB.cam TMROMMORTONF WY � lit �� a 4 EXHIBIT A: SITE PLAN THE WOODS AT LINDSEY PLACE ANNA,TEXAS B O H L E R // EXHIBIT P ELA COST SUMMARY OPINION OF PROBABLE 3, 2Dn UCTION COST FEBUARY 3, 2013 Public Developer WON[- ULS IAA U128 IA3 1A4 1AS TOTAL AS LAM An IA3 IA9 I IAS TOTAL TOTAL EROSION CONTROL S 57/XIO $ 28,000 $ 36,SW $ 45,500 S 54500 $ 33,LI00 $ ZS7,500 $ $ $ $ $ $ 5 IS 257,500 EXCAVATION $ 162500 $ $2,140 $ 100,360 $ 143,450 5 531,672 $ 1OL140 $ L122,262 $ L09L2W $ 449,900 $ 542,450 S 766590 IS 836,390 $ 06,910 $ 4,313,300 $ 5,435,562 SANITARY SEWER 5 3,053,228 $ 398,015 $ 623,703 S 761.243 $ BOJ,271 $ 524,1701 $ 4,i6J,630 $ $ $ $ $ $ $ $ 4,167,630 STORMSEWERSYSTEM $ 1,771,838 S 768,431 $ 663AN S 1.138.437 S 1593,773 S 750,856 $ 7,086,759 $ $ $ IS $ $ $ $ 7,086,759 WATERDISTRUBUTIONSYSLEM S 1,M596 $ 434,194 5 1,049A89 $ 1.024,144 $ 1,030,347 $ 533,002 $ 5,1%,TJ2 $ $ $ $ $ $ 5 $ 5,19q)72 STREETPAVING IS 1,))2,441 S 1,016,323 S 2,259,449 5 1,505,870 S 2,084,235 S 993,195 5 9,631.,513 $ $ $ S $ $ $ 5 9,631513 MI EXCAVATION $ M616 $ $ $ $ $ $ 61L616 $ 118500 $ $ $ $ $ $ 116,500 $ 731,116 MISANHARYSEWER $ 1,2ll,374 $ $ IS $ $ S 1,212,374 S $ IS $ $ $ $ S 1,21L374 MI STORM SEA ERSYSTEM $ 1,136,739 $ $ $ 5 $ $ 1,136,739 $ $ $ $ $ $ $ $ 1,136739 MI WATER OLSTBUSUOON SYSTEM $ 758,402 $ $ $ $ $ $ 758,402 $ $ $ $ $ S $ $ 75BA02 MI STREET PAVING $ 1A50A80 $ $ $ $ $ $ 1A50,= $ $ $ $ 5 S S S 1ASOAW STREETUGHTS S 651" $ 24.000 $ 42,000 $ 42,000 S 42.000 5 27AW S 243AM S $ S S $ $ $ S 243,000 RETAININGWALLS $ $ $ IS $ IS $ $ 539,658 $ SO.OW $ 200,0001 $ 300,000 S 300,000 5 250,000 $ 1,639,08 $ 1,639,6$8 LANDSCAPING $ $ $ $ $ S S $ 393,935 S 381,803 S 99,50 S 0,050 S 881,507 T 1,819,878 $ 1,019,878 ELECTRIC $ $ $ $ $ $ $ $ 109,000 $ 37,500 $ 61500 $ 93,500 $ 102,500 $ 71,500 S 475500 $ 475,500 SCREENING/HAROSCAPE $ $ $ $ $ $ $ $ 600.OW $ 416,050 $ 153,950 $ 116,300 S 237,850 $ S 1,524,150 AMENITYCENTER $ $ S $ $ $ $ $ 115231000 $ $ $ $ IS $ 1,523,000 LOT EXCAVATION/LOT BENCHING $ $ $ $ $ $ $ $ 515,70 $ 299,900 $ 296,450 $ 392,390 $ 426,390 $ 340,910 $ 2,271,8W $ 2,271,B00 EXCAVATION / PALI MOISTURE CONE. $ $ $ $ $ $ $ $ 436,000 $ 150,000 $ 246,000 $ 374,000 5 410,000 $ 286,000 $ 1,902,000 S 1,902,M CLUSTER MAILBOX UNITS $ $ $ $ IS $ $ $ 5415M $ 18,750 $ 30,750 $ 46,750 $ 91,250 $ 35,750 $ 237,750 $ 237,750 SUB -TOTAL IS 11,176,814 S 2,751,103 S 4,))4,925 S 4,663,644 15 6,543,7981 S 2,963,363 $ 32,8)3,647 S 5,381,613 1 S 1,803,90E $ 1,630,685 $ 2,152,380 $ 3,245,887 1 $ 1,612,070 $ 15,825,536 1 $ 48,699,183 ENGINEERING $ L097,021 $ 175,000 li $ 285,000 ji $ 459,010 $ 778.876 1 $ 330,000 ji $ 3,124,907 1 $ 354,388 $ 108.320 $ 87.059 li $ 110,879 I S 192,760 1 S 78,733 li S 932,139 $ 4,057p46 CONTINGENCY 1 $ 1,376,192 $ 275,110 IS 349,863 $ 478,369 IS 933,948 1 $ 296,336 1 $ 3,709,818 $ 22L493 1 $ 6,700 1 $ 54,412 1 $ 69,3001 $ 120,475 1 5 49,200 1 $ 582,587 1 $ 4,292,405 TOTAL $ 13,650,027 $ 3,W1,213 $ SA09,798 $ 5,601,023 $ 8,E56,622 $ 3,589,699 $ 39,708,372 1 $ 5,957,E94 1 IS 1,979,92E $ 1,JJ2,156 1 $ L392,559 I $ 3,559,122 Is 1,739,01E 1 IS 77,340,26E $ S7,048,634 PHASE TOTAL SUMMARY COST TYPE IAS 1 UL 2A IA 2B IA3 IA4 IAS TOTAL PUBLIC $ 0,650,027 $ 3,20L213 1 $ SA9,788 I $ 5,601,023 I 1 $ 8,256,622 1 $ 3589,699 I $ 39,708,372 PRIVATE $ 5.957.494 $ 1579,92E 1 $ 1,772,156 $ 2,332,559 $ 3,559,122 $ 1,739.011 $ 17,300,262 TOTAL $ 0.607,521 $ 5,103,234 1 $ 7,181.943 $ 7,933,582 S 11,815,743 $ 5,328,720 $ 57.048,634 i`g iar •1 i�g _--� ' --- ---IRV — i4 3 5� $ NASES- PHASES I PMAdH1 PHASE 3A tl�tli �_ ri J lJ_LL LL111111 Q - 1 PHASE33 ' PUS aEA , TNROMMORTONPKWY l ioi 3 B, i q lit�i iar BOHLERI mau�Mt .SUi 310 iierura,oiew„ EXHIBIT C: ON -SITE DEVELOPER ROADWAY IMPROVEMENTS THE WOODS AT LINDSEY PLACE1 ANNA,TEXAS mom 00m BOHLER// EXHIBIT D: ON -SITE DEVELOPER SANITARY SEWER IMPROVEMENTS THE WOODS AT LINDSEY PLACE l � "�°"Eg " ANNA, TEXAS a 'Egli psi, j FERGUSONPKWY y,vi�i tltl ^ iu.a \ relc ' 'w CSp" Pii � I� 9 ° PHASES PHASE 3 PHASE PNA3E SAS e�4i I p . PHASE �e$'-B a PHA 4 _ \ rwoc G1fORTONPAWY f =pil B l I =k Ni! �koi EXHIBIT E: ON -SITE DEVELOPER STORM SEWER IMPROVEMENTS BOHLER// THE WOODS AT LINDSEY PLACE XN N FR=0. a1.w. sulTEs+o E� FNISCO, TXiWAC FTone' Nealeo-TJ00 ANNA, TEXAS IBfE w �� Alerts x.,n,eu,. all! ail. _ FERGUSONP/(WY tl9�Qaa {� ICI d34a �% Cpi gn�y �1 t� PM W3 8 PMASE 3 PN.1IIE 1 PMBE U t 4` _ PMASE?0 ¢°A i S f � �- �--tip=_�----------- _-i 6y 7HROCKWORTONPKWY BOHLERI 2M NE OW RL ,SUITE 310 M[SCO.T 75 Pl�wc (<6B)IS4]]W TX(ABoM1lertnB<om EXHIBIT F: ON -SITE DEVELOPER WATER IMPROVEMENTS THE WOODS AT LINDSEY PLACE ANNA,TEXAS BOHLERI EXHIBIT G: ON -SITE DEVELOPER EROSION CONTROL zeaox°]w°xKeuw,su�a,o THE WOODS AT LINDSEY PLACE- FRISCO.ix]SON ano'sI�SSsmo '^ rx .. ANNA, TEXAS BOHLER// 3G1] NETWORK SM, SURE 310 rwsco,ix 7w am.: (N9�usilOo TX@Bonle,Enp.rnm EXHIBIT He OFF -SITE PUBLIC ROADWAY IMPROVEMENTS THE WOODS AT LINDSEY PLACE J ANNA,TEXAS BOHLER// EXHIBIT I: OFF -SITE PUBLIC SANITARY SEWER IMPROVEMENTS ' THE WOODS AT LINDSEY PLACE 38DJ NEIWOFKBI,W,SI11TE 910 =�QJn MS 7WM rnw.: laevlasnoo Txeama.ea..nm ANNA, TEXAS BOHLER// 26M NE OEE KVD. SUITE 310 FRISCO, T%750% pMip; (960)45b]]CO TX�BOM1IvrtnBvom All! ,e'11a I al ° Toil 1`5 aP��; ilia I EXHIBIT J: OFF -SITE PUBLIC STORM SEWER IMPROVEMENTS THE WOODS AT LINDSEY PLACE ANNA,TEXAS _ FERGOSONPKINY 1 I � Pxuea `�%iVXlj,, vwael vwuu �' ) 1 P� Pwseaa � � I :III vwee• TNRO6Rd/ORTONP/(WY BOHLER// EXHIBIT K.-OFF-SITE PUBLIC WATER IMPROVEMENTS 2900 NE ORK BLM${IRE310 mop.: 1a�)ssanao w �oM11BrEng.mm ,aP ireBaKo.,ms,.,� THE WOODS AT LINDSEY PLACE ANNA,TEXAS EXHIBIT L.-OFF-SITE PUBLIC EROSION CONTROL BOHLER// xclwfxix aLw,su,l£a,a THE WOODS AT LINDSEY PLACE 7Boa rnisco, ls7sma \V/ X@ °"l ferg.. °E°' ANNA, TEXAS BOHLER// 1600 NETWORK 6LVO, SUITE 310 EBBED, Tx 11S. PBo- TX@BohlerEng.com TX®BohlerEng.com s f PHm,LI E 4 i rv— J41gCRE4 PXACRE PNA4E 3A ? 4g 66.1 ACRE5 34.3dCRE4 50 GAGRE4 `4l L—i VNASE 34 [ ]AB ACRES � Q g6g@pIV: 37. 0 ACRE6 'e 0 • l as y '�N8 ACRE4ER/ALLOT-23 93 TMROCKMORTONPKWY EXHIBIT M: LAND USE MAP THE WOODS AT LINDSEY PLACE m ANNA,TEXAS 6, r lap �i�0 J FERGUSONPKWY -'--- I NMI ar� I r ®vwe a Pwi1 �Pw!A �ivaE e v :--hJ ®T awaev R gfea ' PF k mi Pw8ll 4 � 14 MROCKWORAMPKWY BOHLERI EXHIBIT Nr OPEN SPACE PLAN �N�WK SUU 310 THE WOODS AT LINDSEY PLACE �rS ,. 7� �. 7O61eEp'� ANNA, TEXAS Exhibit O - The Woods at Lindsey Place Schedule August 2022 2W2 2023 j 2024 —- 2025� 2026 LLmulativc Mon., 1 2 3 4 5 6 9 8 9 10 it 12 13 14 15 16 1] I8 19 20 21 22 23 24 25 26 29 28 29 30 31 32 33 34 35 36 39 38 _39 40 41 • 'S' bD©hvy) ': oma 'ild`A�ij•m Nov Der Jan Fcb Mar Apr May Jun JuL Au¢ Sep Out Nov Dec Jon Feb Mar Apr May_lun Jui Avg -Sep Oet Sov Doe Jan Frb Mar Apr May Jun Jul Aug Sap Oct Nov Dee Jon Feb Mar 1 Nav-22 Nov-2I IA Sep-23 Sep-24 !B Sep-23 Sep-24 _. 3 Mar-24 Mar-25 4 Sep-2 Sep-25 5 Mar-25 Mar-26 Exhibit Q — Overall PID Legal Description FIELD DESCRIPTION: BEING a tract of land situated in the Town of Anna, Collin County, Texas, a part of Eli Witt Survey, Abstract No. 997, being part of a called 275.00 acre tract of land described in a Special Warranty Deed to D.R. Horton — Texas, Ltd., recorded in Instrument No. 20210212000310470, Official Public Records, Collin County, Texas (O.P.R.C.C.T), and being more particularly described as follows: COMMENCING at a five -eighths inch iron rod with yellow plastic cap that is illegible found at the southeast corner of said 275.00 acre tract of land, said iron rod being at the northeast corner of a called 226.62 acre tract of land described in a Warranty Deed to QJR Partnership, Ltd. recorded in Volume 5106, Page 2380, O.P.R.C.C.T and said iron rod being in the west line of a called 50.00 acre tract of land described in a Special Warranty Deed with Vendor's Lien to MCI Preferred Income Fund II, LLC, recorded in Instrument No. 20210830001753370, (O.P.R.C.C.T); THENCE South 89 degrees 28 minutes 48 seconds West, a distance of 168.60 feet along the south line of said 275.00 acre tract of land and along the north line of said 226.62 acre tract of land to the POINT OF BEGINNING of the herein described tract of land; THENCE South 89 degrees 28 minutes 48 seconds West, a distance of 2,480.27 feet along the south line of said 275.00 acre tract of land) and along the north line of said 226.62 acre tract of land to a point for corner, from which a one-half inch iron rod with yellow plastic cap stamped "BOHLER ENG" set (hereinafter called "iron rod set") at the southwest corner of said 275.00 acre tract of land bears South 89 degrees 28 minutes 48 seconds West, a distance of 335.99 feet THENCE North 00 degrees 34 minutes 00 seconds West, a distance of 385.03 feet to a point for corner; THENCE North 29 degrees 27 minutes 03 seconds West, a distance of 120.00 feet to a point for corner; THENCE Northeasterly 44.49 feet along a non -tangent curve to the left, having a central angle of 03 degrees 13 minutes 35 seconds, a radius of 790.00 feet, a tangent of 22.25 feet and whose cord bears North 58 degrees 56 minutes 09 seconds East, a cord distance of 44.48 feet to a point for corner; THENCE Northeasterly 236.99 feet along a curve to the right, having a central angle of 14 degrees 55 minutes 17 seconds, a radius of 910.00 feet, a tangent of 119.17 feet and whose cord bears North 64 degrees 47 minutes 01 seconds East, a cord distance of 236.32 feet to a point for corner; EXHIBIT Q - PAGE 1 THENCE North 00 degrees 33 minutes 39 seconds West, a distance of 652.43 feet to a point for corner; THENCE North 89 degrees 26 minutes 21 seconds East, a distance of 144.81 feet to a point for corner; THENCE North 02 degrees 33 minutes 19 seconds East, a distance of 504.55 feet to a point for corner; THENCE North 00 degrees 33 minutes 39 seconds West, a distance of 1,369.34 feet to a point for corner; THENCE South 89 degrees 26 minutes 21 seconds West, a distance of 620.00 feet to a point for corner; THENCE North 00 degrees 33 minutes 39 seconds West, a distance of 526.78 feet to a point for corner; THENCE Northeasterly 1,091.99 feet along a curve to the right, having a central angle of 32 degrees 41 minutes 20 seconds, a radius of 1,914.00 feet, a tangent of 561.30 feet and whose cord bears North 15 degrees 47 minutes 01 seconds East, a cord distance of 1,077.24 feet to a point for corner; THENCE North 32 degrees 39 minutes 37 seconds East, a distance of 90.00 feet to a point for corner; THENCE North 32 degrees 43 minutes 36 seconds East, a distance of 144.49 feet to a point in the north line of said 275.00 acre tract of land, said point being a the south line of a called 555.801 acre tract of land, described as Tract B in a Special Warranty Deed to Risland Mantua, LLC, recorded in Instrument No. 20180625000783630, (O.P.R.C.C.T); THENCE South 86 degrees 39 minutes 03 seconds East, a distance of 255.78 feet along the north line of said 275.00 acre tract of land and along a south line of said 555.801 acre tract of land to a one-half inch iron rod found for corner, from which a one- half inch iron rod found bears North 01 degrees 19 minutes 02 seconds West, a distance of 2.04 feet; THENCE South 89 degrees 10 minutes 24 seconds East, a distance of 1,018.92 feet along the north line of said 275.00 acre tract of land to a one-half inch iron rod set for comer, said iron rod being at the southwest corner of a called 83.36 acre tract of land described in a Quit Claim Deed to Alta McClain, recorded in Volume 626, Page 141, (D.R.C.C.T) which is now listed in the Collin County Appraisal District records as being owned by Laura Collins to which no transfer of title either direct or indirect can be found in Collin County Deed Records; EXHIBIT Q - PAGE 2 THENCE South 89 degrees 16 minutes 53 seconds East, a distance of 111.06 feet along a north line of said 275.00 acre tract of land and along the south line of said 83.36 acre tract of land to a one-half inch iron rod set at the northeast corner of said 275.00 acre tract of land, said iron rod being at the northwest corner of a called 95.444 acre tract of land described in a Special Warranty Deed with Vendor's Lien to MCI PREFERRED INCOME FUND II, LLC, recorded in Instrument No. 20210819001679920, (O.P.R.C.C.T); THENCE along the east line of said 275.00 acre tract of land and along the west line of said 95.444 acre tract of land as follows: South 01 degrees 16 minutes 44 seconds East, a distance of 1,185.56 feet to a one-half inch iron rod with yellow cap stamped "JBI" found for corner; South 00 degrees 47 minutes 08 seconds East, a distance of 1,100.00 feet to a one-half inch iron rod set at the most westerly southwest corner of said 95.444 acre tract of land; THENCE North 88 degrees 32 minutes 52 seconds East, a distance of 906.82 feet along the most easterly north line of said 275.00 acre tract of land and along the most westerly south line of said 95.444 acre tract of land to a point for corner; THENCE South 00 degrees 44 minutes 46 seconds East, a distance of 314.82 feet to a point for corner; THENCE South 89 degrees 28 minutes 48 seconds West, a distance of 481.91 feet to a point for corner; THENCE South 00 degrees 31 minutes 12 seconds East, a distance of 889.34 feet to a point for corner; THENCE Southeasterly 120.981 feet along a curve to the left, having a central angle of 14 degrees 35 minutes 35 seconds, a radius of 475.00 feet, a tangent of 60.82 feet and whose cord bears South 07 degrees 49 minutes 00 seconds East, a cord distance of 120.66 feet to a point for corner; THENCE South 39 degrees 17 minutes 34 seconds East, a distance of 55.80 feet to a point for corner; THENCE Southeasterly 38.63 feet along a non -tangent curve to the left, having a central angle of 04 degrees 51 minutes 53 seconds, a radius of 455.00 feet, a tangent of 19.33 feet and whose cord bears South 23 degrees 58 minutes 10 seconds East, a cord distance of 38.62 feet to a point for corner; THENCE South 26 degrees 24 minutes 07 seconds East, a distance of 56.52 feet to a point for corner; EXHIBIT Q - PAGE 3 THENCE South 68 degrees 02 minutes 34 seconds East, a distance of 44.84 feet to a point for corner; THENCE Northeasterly 361.48 feet along a non -tangent curve to the right, having a central angle of 16 degrees 26 minutes 14 seconds, a radius of 1,260.00 feet, a tangent of 181.99 feet and whose cord bears North 79 degrees 13 minutes 01 seconds East, a cord distance of 360.24 feet to a point for corner; THENCE South 00 degrees 44 minutes 46 seconds East, a distance of 120.07 feet to a point for corner; THENCE Southwesterly 497.56 feet along a non -tangent curve to the left, having a central angle of 25 degrees 00 minutes 25 seconds, a radius of 1,140.00 feet, a tangent of 252.80 feet and whose cord bears South 74 degrees 44 minutes 27 seconds Vilest, a cord distance of 493.62 feet to a point for corner; THENCE South 62 degrees 14 minutes 14 seconds West, a distance of 202.70 feet to a point for corner; THENCE South 27 degrees 45 minutes 46 seconds East, a distance of 15.00 feet to a point for corner; THENCE South 49 degrees 18 minutes 42 seconds East, a distance of 194.61 feet to a point for corner; THENCE South 00 degrees 31 minutes 12 seconds East, a distance of 305.98 feet to a point for corner; THENCE North 89 degrees 28 minutes 48 seconds East, a distance of 501.05 feet to a point for corner; THENCE South 01 degrees 14 minutes 22 seconds West, a distance of 327.87 feet to a point for corner; THENCE Southeasterly 60.96 feet along a curve to the left, having a central angle of 02 degrees 46 minutes 20 seconds, a radius of 1,260.00 feet, a tangent of 30.49 feet and whose cord bears South 00 degrees 08 minutes 48 seconds East, a cord distance of 60.96 feet to the POINT OF BEGINNING and containing 8,625,128 square feet or 198.006 acres. EXHIBIT Q - PAGE 4 IMPROVEMENT AREA 1 EXHIBITS y i II i g S 3 --- -- FERGUSONPKWY b.o� I n - - fi°5 at,_ e_ �I I V v /MPRO IMPROVEMIXf ° aReeu 6ic wovwENruira \ V` IMPROVFMIXf/IRER.S INPRRVRYRIITIRFAi ITI 7wII I111luIl 11 � $i] /NPROVRMIXlANE113R @"i jj ¢i. zz4 INPROVEMIXI'ARE40 1_ Sad ) _j gg �➢gyp �� ���� ,69� \� THROCKMORTONPKWY �i iB;.a gvia BOHLERI EXHIBIT C-1: IMPROVEMENT AREA 1 ON -SITE DEVELOPER ROADWAY IMPROVEMENTS �1 mro RelwoPRelw.sullE aka xI� :� rna THE WOODS AT LINDSEY PLACE w soh/ertnR.eem na,.ow. ANNA, TEXAS a J, gar ij {' Vg_aV 9gaala a. a..� ,.K toti t WHi ® MRWOa�/IARPAJ / IMPROV0101iARW I ja IMPROWENTARFA6 lag �.ZZ rY Y ®Tl IMPTFMTFn MER1RRCRb gad {J_I I I I I 9�ti IMPRovMReJnwRPwa� z 1 it (+�rt�m�r{ py pp$p$ TiVROCKNORTONPAWY EXHIBIT D-1: ON -SITE IMPROVEMENT AREA 1 " BOHLER// sxrnowc e�w,sunFs,o DEVELOPER SANITARY SEWER IMPROVEMENTS �1 JkO THE WOODS AT LINDSEY PLACE �J .> ANNA, TEXAS i J _—__—_—_ ga ;a,� ' ���� as g1 a g,ry I 1� - Sig FERGUSONP/(WY I e�f3 la � a g �/MPFOVOIINTMFAI tlaEg $ ®1VF1M i et;g I �eb IMPRO�ARE41 IYPROVFYEMT 4 IMPIMVEa61/TARG 3B el IaaPrtovEllexrnxen<� err_ _ �°.,o. „ � u g g m —Tu THROCKMORTONPKWY �9�3V g ay 3 311 I EXHIBIT E-1: ON -SITE IMPROVEMENT AREA 1 BOHLER// DEVELOPER STORM SEWER IMPROVEMENTS aeon�.ULM,sur aln %--� FW500, i%>SeN THE WOODS AT LINDSEY PLACE vane: Pevlve%*Iav soh/ems°B' ° ANNA, TEXAS i8 Y �V�a gY gtl° I 1l. giq gg4,s FERGUSONPKWY —._—.— PH ••• IMPROVEMENT FM AREA ]A �uY /MPEOVMfM'ITARFA� •. INPNDVEINE/ITARlR1 Y B�/MPRO� 8 - e51 ii Y IMEOVMNIXIA 28 g?' lit IMPROYEMENTAEFA4-ice J _ ,� � i 77fR0CKIH0RT01VPKWY gY i Il s° a Y is g 3g gpg a � °a BOHLERJ EXHIBIT F-1: ON -SITE IMPROVEMENT AREA 1 DEVELOPER WATER IMPROVEMENTS THE WOODS AT LINDSEY PLACE ANNA.TEXAS °oa e p - Y V I F FERMSONPKWY - - - Hall f--I—y IMPFOVFIIIEMTAFFAI IRP�L 9 y TTT� IITTII ��T�yl B Ii 1 WPM VFYENfARFA3 Y �IMPMOVHM@ITAREbb LLI_TTTJJJ >j TmTFFm mrtovabovr -n i a ge L MROCKMORTONPKWY 3g ! � v9 l �'l die BOHLERI EXHIBIT G-1: IMPROVEMENT AREA 1 �9onNOL M1. 7 J16 ON -SITE DEVELOPER EROSION CONTROL =� FR15CO,T%'50U THE WOODS AT LINDSEY PLACE '`— TX�goM1lerEng.<om ,p6Ha,,m6,,,UNe,e,9w,= ANNA, TEXAS h V A , st AMEB BOHLER// SBW xErylCpK RLw. SUIM310 vwsco. rn7m .—A--------- m nnuuunurlr�►� TF/ROC"ORTONPAWr EXHIBIT M-1: IMPROVEMENT AREA 1 LAND USE MAP THE WOODS AT LINDSEY PLACE ANNA, TEXAS W. IMF Eli e IzL has 9r11 i°r' Ua F HE ,R —— ' FER6r/SONPKWY "-- g 8 a r -- f' Am M/tlPROYO2NTRRPA 1 RRaA:w B'r �MPROVFIIEYTME<a �iYMROVFYEYTARFAa �/C/ 6pv� le:e tj IYIROV01[MTARlA3a /YPROVEYEIRME<1 • � .� j iae 8 — y pd mROCKMORTONPKWY ! BOHLERI EXHIBIT N-1: IMPROVEMENT AREA 1 OPEN SPACE PLAN moo esw+owc euw,surs alo THE WOODS AT LINDSEY PLACE R rwsw.lx/sos° TX@B ngno, O6lert°0'W ANNA, TEXAS LCGiICNAUP EXHIBIT P-1: IMPROVEMENT AREA 1 BOUNDARY EXHIBIT Exhibit GQ-1 -- PID Improvement Area 1 Legal Description WHEREAS, LHJH PROPERTIES, LTD., is the owner of a tract of land situated in the Town of Anna, Collin County, Texas, a part of Eli Witt Survey, Abstract No. 997, being part of a called 159.819 acre tract of land described in a Special Warranty Deed to LHJH Properties, Ltd., recorded in Instrument No. 20061003001424600, Official Public Records, Collin County, Texas (O.P.R.C.C.T) and being more particularly described as follows: BEGINNING at a five -eighths inch iron rod with yellow plastic cap that is illegible found at the southeast corner of said 159.819 acre tract of land and the northeast corner of a called 226.62 acre tract of land described in a Warranty Deed to QJR Partnership, Ltd. recorded in Volume 5106, Page 2380, O.P.R.C.C.T and said iron rod being in the west line of a called 50.00 acre tract of land described in a Special Warranty Deed to Kayasa Holdings, LLC, recorded in Instrument No. 201908007000946750, (O.P.R.C.C.T); THENCE South 89 degrees 28 minutes 48 seconds West, a distance of 659.19 feet along the south line of said 159.819 acre tract of land and along the north line of said 226.62 acre tract of land to a one-half inch iron rod with yellow plastic cap stamped "BOHLER ENG" (hereinafter called "iron rod set") set for corner; THENCE over and across said 159.819 acre tract of land, the following courses and distances: North 00 degrees 31 minutes 12 seconds West, a distance of 694.65 feet to a capped iron rod set for corner; North 49 degrees 18 minutes 42 seconds West, a distance of 194.61 feet to a capped iron rod set for corner; North 27 degrees 45 minutes 46 seconds West, a distance of 15.00 feet to a capped iron rod set for corner; South 62 degrees 14 minutes 14 seconds West, a distance of 357.72 feet to a capped iron rod set at the beginning of a tangent curve to the right; In a southwesterly direction, a distance of 597.97 feet, having a central angle of 27 degrees 11 minutes 29 seconds, a radius of 1,260.00 feet, a tangent length of 304.73 feet and whose chord bears South 75 degrees 49 minutes 59 seconds West a distance of 592.38 feet to a capped iron rod set for corner; South 89 degrees 25 minutes 44 seconds West, a distance of 287.14 feet to a capped iron rod set; South 44 degrees 25 minutes 44 seconds West a distance of 42.43 feet to a capped iron rod set; EXHIBIT Q-1 - PAGE 1 South 89 degrees 25 minutes 44 seconds West, a distance of 90.00 feet to a capped iron rod set North 45 degrees 34 minutes 16 seconds West a distance of 42.43 feet to a capped iron rod set and South 89 degrees 25 minutes 44 seconds West a distance of 42.00 feet at the beginning of a curve to the left; In a southwesterly direction, a distance of 442.68 feet, having a central angle of 32 degrees 06 minutes 22 seconds, a radius of 790.00 feet, a tangent length of 227.32 feet and whose chord bears South 73 degrees 22 minutes 33 seconds West a distance of 436.91 to a capped iron rod set at the beginning of a curve to the right; In a southwesterly direction, a distance of 408.87 feet, having a central angle of 25 degrees 44 minutes 36 seconds, a radius of 910 feet, a tangent length of 207.94 feet and whose chord bears South 70 degrees 11 minutes 40 seconds a distance of 405.44 feet to a capped iron rod set; said capped iron rod being in the west line of said 159.819 acre tract of land and the east line of a called 555.801 acre tract of land, described as Tract B in a Special Warranty Deed to Risland Mantua, LLC, recorded in Instrument No. 20180625000783630, O.P.R.C.C.T., from which a one-half inch iron rod found at the most southerly southeast corner of a said 555.801 acre tract of land and the northeast corner of a called 17.863 acre tract of land described in a Special Warranty Deed to Anna 18, LLC, recorded in Instrument No. 20161020001423440, O.P.R.C.C.T. bears South 00 degrees 33 minutes 39 seconds East a distance of 243.59 feet; THENCE North 00 degrees 33 minutes 39 seconds West, a distance of 120.86 feet along the west line of said 159.819 acre tract of land and the east line of 555.801 acre tract of land to a capped iron rod set at the beginning of a non -tangent curve to the left; THENCE over and across said 159.819 acre tract of land, the following courses and distances: In a northeasterly direction, a distance of 341.53 feet, having a central angle of 24 degrees 46 minutes 13 seconds, a radius of 790.00 feet, a tangent length of 173.48 feet and whose chord bears North 69 degrees 42 minutes 28 seconds East a distance of 338.88 feet to a capped iron rod set for the beginning of a curve to the left; In a northeasterly direction, a distance of 236.99 feet, having a central angle of 14 degrees 55 minutes 17 seconds, a radius of 910.00 feet, a tangent length of 119.17 feet and whose chord bears North 64 degrees 47 minutes 01 seconds East a distance of 236.32 feet to a capped iron rod; EXHIBIT Q-1 - PAGE 2 North 00 degrees 33 minutes 39 seconds East, a distance of 652.43 feet to a capped iron rod set for corner; North 89 degrees 26 minutes 21 seconds East a distance of 144.81 feet to a capped iron rod set for corner; North 02 degrees 33 minutes 19 seconds East a distance of 508.75 feet to a capped iron rod set for corner; North 00 degrees 33 minutes 39 seconds West a distance of 59.43 feet to a capped iron rod set for corner; North 89 degrees 25 minutes 47 seconds East, a distance of 556.69 feet to a capped iron rod set for corner; North 62 degrees 13 minutes 50 seconds East, a distance of 937.37 feet to a capped iron rod set for corner; North 77 degrees 11 minutes 7 seconds East, a distance of 91.82 feet to a capped iron rod set for corner; North 89 degrees 28 minutes 48 seconds East, a distance of 161.53 feet to a capped iron rod set for corner; South 00 degrees 31 minutes 12 seconds East, a distance of 899.34 feet to a capped iron rod set for corner and beginning of a non -tangent curve to the left; In a southerly direction, a distance of 121.05, having a central angle of 16 degrees 6 minutes 40 seconds, a radius of 430.50 feet, a tangent length of 60.93 feet, and whose chord bears South 89 degrees 45 minutes 40 seconds East a distance of 121.05 feet; South 39 degrees 17 minutes 34 seconds East, a distance of 55.75 feet to a capped iron rod set for corner beginning of a non -tangent curve to the left; In a southeasterly direction, a distance of 38.49 feet, having a central angle of 4 degrees 50 minutes 49 seconds, a radius of 455.00 feet, a tangent length of 19.26 feet, and whose chord bears North 68 degrees 26 minutes 43 seconds East a distance of 38.48 feet to a capped iron rod set; South 26 degrees 24 minutes 7 seconds East, a distance of 56.71 feet to a capped iron rod set for corner; South 68 degrees 2 minutes 34 seconds East, a distance of 44.84 feet to a capped iron rod set for corner; EXHIBIT Q-1 - PAGE 3 South 19 degrees 0 minutes 5 seconds East, a distance of 120.00 feet to a capped iron rod set for corner; In a southeasterly direction, a distance of 174.31 feet, having a central angle of 08 degrees 45 minutes 39 seconds, a radius of 1140.00 feet, a tangent length of 87.33 feet, and whose chord bears South 66 degrees 37 minutes 04 seconds West a distance of 174.14 feet to a capped iron rod set for corner; South 62 degrees 14 minutes 14 seconds West, a distance of 202.70 feet to the POINT OF BEGINNING, containing 2,502,260.24 square feet or 57.4440 acres, more or less. EXHIBIT Q-1 - PAGE 4