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HomeMy WebLinkAboutRes 2023-06-1460 Approving Dev Agreement- Bloomfield Homes- Meadow Vista DevRESOLUTION NO. 2023 -o(o - ILi(o0 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS APPROVING THE MEADOW VISTA DEVELOPMENT AGREEMENT WITH BLOOMFIELD HOMES, LP WHEREAS, approximately 223.154 acres of real property located in the municipal boundaries of the City, in Collin County, Texas is intended to be developed as a planned development (the "Property") and, WHEREAS, the City intends that the property be developed in accordance with the Meadow Vista Development Agreement, attached hereto as Exhibit 1; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS, THAT: SECTION 1. The recitals are incorporated herein as if set forth in full for all purposes. SECTION 2. The City Council hereby approves the Meadow Vista Development Agreement attached hereto as Exhibit 1, and authorizes the Mayor's or Interim City Manager's execution of same. The Mayor or Interim City Manager are hereby authorized to execute all documents and take all other actions necessary to finalize, act under, and enforce the Development Agreement. CONSIDERED, PASSED AND ADOPTED by the City Council of the City of Anna at a regular meeting on the 27th day of June 2023. ATTEST: CbP&� _ Carrie L. Land, City Secretary MEADOW VISTA DEVELOPMENT AGREEMENT This Meadow Vista Development Agreement (this "Agreement") is entered into by and between the CITY OF ANNA, TEXAS, a Texas home -rule municipality (the "giff") and BLOOMFIELD HOMES, L.P., a Texas limited partnership ("Developer") (each individually, a "Party," and collectively, the "Parties"), to be effective on the Effective Date. SECTION 1 RECITALS WHEREAS, certain capitalized terms used in these recitals are defined in Section 2; and WHEREAS, the City is a home -rule municipality of the State of Texas; and WHEREAS, Developer owns approximately 223.154 acres of real property, described by metes and bounds in Exhibit A and depicted in Exhibit B (the "Pro a "); and WHEREAS, the Property is located within the corporate limits of the City; and WHEREAS, it is intended that the Property be developed as generally depicted on the Concept Plan, and contain single-family homes of various sizes over multiple phases and is to be known and referred as Meadow Vista (the "Project"); and WHEREAS, it is the intent of the Parties that the Property will be developed substantially in compliance with an agreed upon Concept Plan (as defined herein), which is attached hereto as Exhibit C, and which may be revised as set forth in this Agreement and in accordance with applicable City Regulations and the planned development zoning approved by the City Council on December 10, 2019 pursuant to Ordinance No. 839-2019, as may be amended (the "PD"), which PD is attached hereto as Exhibit D; and WHEREAS, the Property is subject to that certain Development Agreement (the' Original Agreement"), attached hereto as Exhibit E. effective as of December 10, 2019, between the City and QJR Partnership LTD., predecessor -in -interest to Developer, which Original Agreement is fully incorporated herein, and the Parties intend for this Agreement to supplement the Original Agreement; and WHEREAS, the Concept Plan is intended to comply with the vision of the 2050 Comprehensive Plan; and WHEREAS, the Parties intend for the City to provide water and sewer service to the Property; and WHEREAS, Developer desires and intends to construct and/or make financial contributions to certain on -site and/or off -site public improvements to serve the development of the Property ("Authorized Improvements"), which Authorized Improvements are generally identified in Exhibit F and that Developer's costs incurred therewith will be financed or reimbursed through PID Bond Proceeds; and AfADOW VISTA DEVELOPMENT AGREEMENT PAGE i WHEREAS, in consideration of Developer's agreements contained herein, the City shall use reasonable efforts to exercise its powers under the PID Act to provide financing arrangements that will enable Developer to do the following in accordance with the procedures and requirements of the PID Act and this Agreement: (a) fluid or be reimbursed for a specified portion of the costs of the Authorized Improvements using the proceeds of PID Bonds; or (b) obtain reimbursement for the specified portion of the costs of the Authorized Improvements, the source of which reimbursement will be installment payments from Assessments within the Property, provided that such reimbursements shall be subordinate to the payment of PID Bonds and Administrative Expenses; and WHEREAS, the Parties desire and intend for the design, construction, and installation of the Authorized Improvements to occur in a phased manner over the Term of this Agreement and that Developer will dedicate to and the City will accept the Authorized Improvements for public use and maintenance, subject to the City's approval of the plans and inspection of the Authorized Improvements in accordance with this Agreement and the City Regulations; and WHEREAS, the City, subject to the consent and approval of the City Council, and in accordance with the terms of this Agreement and all legal requirements, including but not limited to any Indenture, intends to: (i) adopt a Service and Assessment Plan; (ii) adopt an Assessment Ordinance (to pay for a specified portion of the Budgeted Cost(s) shown on Exhibit F and approved by the City's Director of Public Works or his designee and the costs associated with the administration of the PID and the issuance of PID Bonds); and (iii) issue, in multiple series, PID Bonds for the purpose of financing a specified portion of the costs of the Authorized Improvements and paying associated costs as described herein; and WHEREAS, the City shall use reasonable efforts to issue PID Bonds to finance the Authorized Improvements in accordance with the Service and Assessment Plan; and WHEREAS, prior to or concurrent with the sale of any PID Bond issue: (a) the City Council shall have approved and adopted the PID Resolution, a Service and Assessment Plan and an Assessment Ordinance (collectively, the "PID Documents") and (b) the City shall have reviewed and approved the Home Buyer Disclosure Program and a Landowner Agreement(s) to be executed by owners of the Property constituting all of the acreage in the applicable phase of the PID for which PID Bonds are being issued; and WHEREAS, to the extent funds must be advanced to pay for any costs associated with the creation of the PID, the issuance of PID Bonds, or the preparation of documentation related thereto, including any costs incurred by the City and its consultants and advisors (excluding the fees associated with closing the PID Bonds), Developer shall be responsible for advancing such fiends, shall have a right to reimbursement for certain funds advanced from a combination of PID Bond Proceeds and/or Assessments, and the City will not be responsible for such reimbursement or the payment of such costs from any other sources of funds; and VVHEREAS, unless expressly set forth to the contrary in this Agreement, it is the Parties' mutual intent that this Agreement shall supersede City Regulations only to the extent that City Regulations directly conflict with the terms of this Agreement; and AZE"OW VISTA DEVELOPMENT AGRMAMNT PAGE 2 WHEREAS, Developer understands and acknowledges that the obligations undertaken under this Agreement are primarily for the benefit of the Property; and WHEREAS, Developer understands and acknowledges that acceptance of this Agreement is not an exaction or a concession demanded by the City but rather is an undertaking of Developer's voluntary design to ensure consistency, quality, and adequate infrastructure that will benefit Developer's development of the Property; and WHEREAS, the Parties acknowledge that the Property may be developed and used in accordance with this Agreement; and WHEREAS, this Agreement shall constitute a "permit" under Chapter 245 of the Texas Local Government Code; NOW, THEREFORE, in consideration of the mutual covenants contained herein, the Parties hereby agree as follows: SECTION 2 DEFINITIONS Certain terms used in this Agreement are defined in this Section 2.Other terms used in this Agreement are defined in the recitals or in other sections of this Agreement. Unless the context requires otherwise, the following terms shall have the meanings hereinafter set forth: 2050 Comprehensive Plan means the Anna 2050 Comprehensive Plan and application provisions of the Anna 2050 Parks Open Space Trails Master Plan adopted by the City Council on April 27, 2021. Administrative Expenses means reasonable expenses incurred by the City and Developer in the establishment, administration, and operation of the PID. Administrator means an employee, consultant, or designee of the City who shall have the responsibilities provided in the Service and Assessment Plan, an Indenture, or any other agreement or document approved by the City related to the duties and responsibilities for the administration of the PID. Assessment(s) means the special assessments levied on the Property pursuant to the PID Act, under one or more Assessment Ordinances adopted on a phase -by -phase basis to reimburse Developer for a portion of the Authorized Improvements benefitting the applicable phase(s) as set forth in the Service and Assessment Plan, as well as payment of Administrative Expenses and repayment of any PID Bonds and the costs associated with the issuance of the PID Bonds in relation to such phase or phases. Assessment Ordinance means an ordinance approved by the City Council under the PID Act establishing one or more Assessment(s). Authorized Improvements means all on- and off -site public water, sewer, drainage, and roadway facilities, rights -of -way, along with other public improvements, such as landscaping and AM"OW VISTA DEVELOPA'IEN7 AGREEMENT PAGE 3 screening, that benefit the Property, are to be constructed by Developer, are identified on Exhibit F, and for which the Parties intend Developer will be fully or partially reimbursed pursuant to the terms of this Agreement. Authorized Improvements Cost means the actual costs of design, engineering, construction, acquisition, and inspection of the Authorized Improvements and all actual costs related in any manner to the Authorized Improvements. Bond Ordinance means an ordinance adopted by the City Council that authorizes and approves the issuance and sale of one or more series of PID Bonds. Budgeted Cost means, with respect to any given Authorized Improvement, the estimated cost of the improvement as set forth by phase in Exhibit F. Capital Improvement(s) shall mean the "capital improvements" described in Section 5.11 a hereof. Capital Improvement Costs means any construction, contributions, or dedications of Capital Improvements, including actual costs of design, engineering, construction, acquisition, and inspection, and all costs related in any manner to the Capital Improvement. Capital Improvements Plan ("CIP") means all capital improvements plan(s) duly adopted by the City under Chapter 395, Texas Local Government Code, as may be updated or amended from time to time. Chapter 245 means Chapter 245, Texas Local Government Code, as amended. Chapter 395 means Chapter 395, Texas Local Government Code, as amended. City means the City of Anna, a home rule municipality located in Collin County, Texas. City Code means the Anna City Code of Ordinances and all of its provisions and regulations or standards adopted by reference in said Code in effect on the Effective Date; provided, however, that as it relates to Public Infrastructure for any given phase, the applicable construction standards (including, without limitation, uniform building codes) shall be those that the City has duly adopted at the time of the filing of an application for a preliminary plat for that phase unless construction has not commenced within two years of approval of such preliminary plat in which case the construction standards shall be those that the City has duly adopted at the time that construction commences, except that to the extent there is a conflict between the City Code and the PD, the PD shall control. Cily Council means the City Council of the City. City Manager means the current or acting City Manager of the City of Anna or a person designated to act on behalf of the City Manager if the designation is in writing and signed by the current or acting City Manager. AfADOw VISTA DEVELOPMENT AGREEMENT PAGE 4 City PID Fee means the fee required to be paid by Developer to the City in accordance with the City's established PID Policy based on the number of residential lots in each phase of development and which shall be calculated based on the number of residential lots in such phase of development in accordance with Section 3.3; provided that such City PID Fee shall be reduced in accordance with Section 5.4 hereof and such reduced City PID Fee shall constitute the City PID Fee for the purpose hereof. City Regulations mean City Code provisions, ordinances, design standards (including but not limited to the City's Neighborhood Design Standards and the PD), uniform codes, policies, requirements, limitations, restrictions, and other regulations (including but not limited to all fees and land dedications applicable to the Project) duly adopted by the City and in effect on the Effective Date; provided, however, that as it relates to Public Infrastructure for any given phase, the applicable construction standards (including, without limitation, uniform building codes) shall be those that the City has duly adopted at the time of the filing of an application for a preliminary plat for that phase unless construction has not commenced within two years of approval of such preliminary plat in which case the construction standards shall be those that the City has duly adopted at the time that construction commences, except that to the extent there is a conflict between the City Regulations and the PD, the PD shall control. The term does not include Park Fees, which shall be assessed on the Property in accordance with this Agreement. Concept Plan means the conceptual plan for the Project attached hereto as Exhibit C, as may be amended. Developer Cash Contribution means any amount required to pay Authorized Improvements Cost that for a phase of development that is not funded or reimbursed with PID Bond Proceeds from the PID Bonds issued for such phase. Developer Continuing Disclosure Agreement means any continuing disclosure agreement of Developer executed contemporaneously with the issuance and sale of PID Bonds. Developer Improvement Account means an account into which Developer shall deposit the Developer Cash Contribution to provide security and to fund any amount of Authorized Improvements Cost not funded or reimbursed with PID Bond Proceeds. Effective Date means the effective date of this Agreement, which shall be the date upon which all Parties have fully executed and delivered this Agreement and the City's legal counsel has signed this Agreement, approving same as to form. End User means any tenant, user, or owner of a Fully Developed and Improved Lot, but excluding the HOA. Fully Developed and Improved Lot means any privately -owned lot in the Project, regardless of proposed use, intended to be served by the Authorized Improvements and for which a final plat has been approved by the City and recorded in the Real Property Records of Collin County. Governing Regulations mean the regulations identified in Section 5.13(d). AME"Ow VISTA DEVELOPMENT AGREEMENT PAGE 5 HOA means the homeowners association formed with respect to the Project, which shall privately function as a homeowners association for the Project to be named the Meadow Vista Homeowners Association or such similar name as may be available with Texas Secretary of State or its successors. Home Buyer Disclosure Program means the disclosure provisions relating to property located in public improvement districts set forth in Chapter 5 of the Texas Property Code, which establish a mechanism to disclose to each End User the terms and conditions under which their lot is burdened by the PID. Impact Fees means those fees assessed and charged against the Project in accordance with Chapter 395 and as defined therein. Impact Fee Accounts means the interest -bearing deposit accounts maintained by the City pursuant to Section 395.024, Texas Local Government Code, as amended. Impact Fee Credits means reimbursements of Impact Fees and/or credits against Impact Fees otherwise due from the Project. Improvement Account of the Project Fund means the construction fund account created under a particular Indenture, funded by the PID Bond Proceeds, and used to pay or reimburse for certain portions of the construction or acquisition of the Authorized Improvements. Indenture means a trust indenture by and between the City and a trustee bank under which PID Bonds are issued and funds are held and disbursed. Independent Appraisal means, in establishing the appraised value, (i) the appraised value of a specific assessed parcel or assessed parcels, as applicable, in a specific phase for which Assessments have been levied as established by publicly available data from the Collin Central Appraisal District, (ii) the Collin Central Appraisal District Chief Appraiser's estimated assessed valuation for completed homes (home and lot assessed valuation) and estimated lot valuation for lots on which homes are under construction, (iii) an "as -complete" appraisal delivered by an independent appraiser licensed in the State of Texas, which appraisal shall assume completion of the particular phase for which said Assessments have been or will be levied, as applicable (iv) a certificate delivered to the City by a qualified independent third party (which party may be the PID Administrator or a licensed appraiser) certifying on an individual lot type basis, the value of each lot in the particular phase, as applicable, for which such Assessments have been levied based on either (x) the average gross sales price (which is the gross amount including escalations and reimbursements due to the seller of the lots) for each lot type based on closings of lots in such phase for wluch the Assessments have been levied or (y) the sales price in the actual lot purchase contracts in the particular phase for which such Assessments have been or will be levied, as applicable. Non -Benefited Property means parcels or lots that accrue no special benefit from the Authorized Improvements, including but not limited to property encumbered with a public utility easement that restricts the use of such property to such easement. 11'f4DOw VISTA DEVELOPMENT AGREEMENT PAGE 6 Landowner Agreement means an agreement, which ,may or may not be part of a PID reimbursement agreement, by and between the City and the owner(s) of the Property consenting to the creation of the PID, the levy of the Assessments, and undertaking certain other obligations relating to providing notice to subsequent owners of all or a portion of the Property, including a Declaration of Covenants, Conditions, and Restrictions and the Home Buyer Disclosure Program. Notice means any notice required or contemplated by this Agreement (or otherwise given in connection with this Agreement). Park Fees means those fees assessed and charged against the Project in accordance with Sections 9.02.135 and A3.006 of the City Code. PD means the planned development zoning for the Property approved by the City Council on December 10, 2019 pursuant to Ordinance No. 839-2019 attached as Exhfbft D. as the same may be amended. PID means the "Meadow Vista Public Improvement District" for which the City agrees to exert reasonable efforts to create for the benefit certain portions of the Project pursuant to the PID Act and this Agreement. PID Act means Chapter 372, Texas Local Government Code, as amended. PID Bond(s) means assessment revenue bonds, but not Refunding Bonds, issued by the City pursuant to the PID Act to finance the Authorized Improvements. PID Bond Proceeds means the funds generated from the sale of the PID Bonds. PID Documents means, collectively, the PID Resolution, the SAP, and the Assessment Ordinance(s). PID Financial Summary means the document attached to this Agreement as Exhibit M. which summarizes financial data related to the PID. PID Policy means the City of Anna Public Improvement District Policy adopted by the City Council on June 23, 2020 via Resolution No. 2020-06-747. PID Resolution means the resolution adopted by the Council creating the PID. Public Infrastructure means all water, wastewater/sewer, detention and drainage, roadway, park and trail, and other infrastructure necessary to serve the full development of the Project and/or to be constructed by Developer and dedicated to the City under this Agreement. The term includes the Authorized Improvements that will be owned and maintained by the City. The term does not include any retention and detention ponds, open spaces, trails, common areas, right-of-way irrigation systems, right-of-way landscaping, screening walls, and any other common improvements or appurtenances developed in the Project and owned by the HOA. Real Property Records means the official land recordings of the Collin County Clerk's Office. MEADOW VISTA DEVELOPMENT AGREEMENT PAGE 7 Refunding Bonds means bonds issued pursuant to Section 372.027 of the PID Act. Service and Assessment Plan ("SAP") means the service and assessment plan for the PID, to be adopted and amended annually by the City Council pursuant to the PID Act for the purpose of assessing allocated costs against portions of the Project located within the boundaries of the PID having terms, provisions, and findings approved by the City, as required by this Agreement. SECTION 3 PUBLIC IMPROVEMENT DISTRICTS 3.1 Creation of the PID; Lew of Assessments. The City shall use reasonable efforts to initiate and approve all necessary documents and ordinances, including without limitation the PID Documents, required to effectuate this Agreement, to create the PID, and to levy the Assessments. The City will prepare and approve a Preliminary Service and Assessment Plan providing for the levy of the Assessments on the Property. Promptly following preparation and approval of a preliminary SAP acceptable to the Parties and subject to the City Council making findings that the Authorized Improvements confer a special benefit on the Property, the City Council shall consider an Assessment Ordinance. Developer shall develop the Property consistent with the terms of this Agreement. Nothing contained in this Agreement, however, shall be construed as creating a contractual obligation that controls, waives, or supplants the City Council's legislative discretion or functions. 3.2 Acceptance of Assessments and Recordation of Covenants Running with the Land. Following the levy of the Assessment applicable to a particular phase of the Project, Developer shall: (a) approve and accept in writing the levy of the Assessment(s) on all land owned by Developer; (b) approve and accept in writing the Home Buyer Disclosure Program related to such phase; and (c) cause covenants running with the land to be recorded against the portion of the Property within the applicable phase that will bind any and all current and successor developers and owners of all or any part of such phase of the Project to: (i) pay the Assessments, with applicable interest and penalties thereon, as and when due and payable hereunder and that the purchasers of such land take their title subject to and expressly assume the terms and provisions of such assessments and the liens created thereby; and (ii) comply with the Home Buyer Disclosure Program. The covenants required to be recorded under this paragraph shall be recorded substantially contemporaneously with the recordation of the plat of the applicable phase, except for the Final SAP which will be recorded by the City upon its approval in accordance with the PID Act. 3.3 City PID Fee. Developer shall pay to the City, by no later than the closing of the applicable series of PID Bonds issued under this Agreement, the amount of the City PID Fee based upon the number of residential lots in the applicable phase of development for which the PID Bonds are being issued. The City PID Fee shall be $3,400 per lot, and the aggregate amount of the City PID Fee shall not exceed $2,594,200 (763 single-family residential lots multiplied by $3,400) and shall not be refundable for any reason. Notwithstanding the foregoing, the aggregate City PID Fee shall be reduced, on a per lot basis, in accordance with Section 5.4(d) hereof for costs related to the Off -Site Hackberry Drive Improvements (as defined herein). The City PID Fee, if any, shall be calculated and be payable after the completion of the Off -Site Hackberry Drive Improvements and calculation of the per lot credit described in Section 5.4(d) hereof. The City 11�Ow VISTA DEVELOPMENT AGREEMENT PAGE 8 PID Fee constitutes consideration paid to the City for the creation of the PID and the levy of the respective Assessments and shall not be reimbursable from Assessments or PID Bond Proceeds. The City PID Fee shall not be increased, for any reason, including without limitation a change in the number of lots ultimately developed within the Project. SECTION 4 AUTHORIZED IMPROVEMENTS 4.1 Authorized Improvements. Prior to the issuance of PID Bonds, the Budgeted Costs, Authorized Improvements, and Authorized Improvements Cost are subject to change as may be agreed upon by Developer and the City and, if changed, shall be updated by Developer and the City consistent with the Service and Assessment Plan and the PID Act. All approved final plats within the Property shall include those Authorized Improvements located therein and the respective Authorized Improvements Costs shall be finalized before the applicable final plat is approved by the City Council. Without limiting the foregoing, and on a phase -by -phase basis, as applicable, Budgeted Costs, Authorized Improvements Costs, the timetable for installation of the Authorized Improvements, and all other pertinent information and data will be reviewed at least annually by the Parties in an annual update of the Service and Assessment Plan adopted and approved by the City consistent with the requirements of Section 372.013(b) of the PID Act. 4.2 Construction, Ownership, and Transfer of Authorized Improvements. (a) Contract Award. Developer's engineers shall prepare, or cause the preparation of, and provide all contract specifications and necessary related documents. Certain portions of the Budgeted Cost(s) shall be paid from the proceeds of PID Bonds in accordance with the applicable Indenture. (b) Construction Standards and Inspection. The Authorized Improvements and all other Public Infrastructure required for the development of the Property shall be constructed and inspected —and all fees applicable to the Project shall be paid by Developer —in accordance with applicable state law, City Regulations, the applicable Bond Ordinance and other development requirements, including those imposed by any other governing body or entity with jurisdiction over the Authorized Improvements. (c) Contract Letting. This Agreement and construction of the Authorized Improvements are anticipated to be exempt from competitive bidding pursuant to Texas Local Government Code Section 252.022(a)(9) based upon current cost estimates. However, in the event that the actual costs for the Authorized Improvements do not meet the parameters for exemption from the competitive bid requirement, then either competitive bid or alternative delivery methods may be utilized by the City as allowed by law. The Parties acknowledge that the construction contracts for the construction of Authorized Improvements have not been awarded as of the Effective Date and contract prices have not yet been determined. Before entering into any construction contract for the construction of all or any part of the Authorized Improvements, the Parties agree as follows: (1) Developer's engineers shall prepare, or cause the preparation of, and submit to the City all contract specifications and necessary related documents, including but not AM-4DOW VISTA DEVELOPMENT AGREEMENT PAGE 9 limited to the proposed construction contract showing the negotiated total contract price and scope of work. (2) Developer shall submit all such documents along with a written notice of intention to let a construction contract at least 20 days in advance of the date that Developer intends to execute such contract. (3) Within 15 days after receipt of the written notice and associated documents, the City Manager may: (i) approve the amount of the contract price and provide written notice to Developer that Developer may execute the construction contract and provide a copy to the PID Administrator, which approval shall not be unreasonably withheld; or (ii) require that the contract be procured through competitive bidding or competitive sealed proposals ("Competitive Procurement') solely to the extent that the Authorized Improvements for which such construction contract is to be let do not meet the parameters for exemption from the competitive bidding pursuant to Texas Local Government Code Section 252.022. If the City fails to notify Developer within such 15-day period, the City shall be deemed to have approved the contract price and authorized Developer to execute the construction contract; provided, however, no such contract shall be deemed to be approved and Developer shall not be deemed to be authorized to execute such contract unless Developer submits the written notice and associated documents with a written statement prominently displayed on the first page of the notice in bold -face, underline, capitalized text in at least 12-point size font reading as follows: "WARNING: IF THE CITY FAILS TO RESPOND TO THIS NOTICE WITHIN FIFTEEN (15) DAYS IN ACCORDANCE WITH SECTION 4.2(c)(3) OF THE MEADOW VISTA DEVELOPMENT AGREEMENT, THE SUBMITTED PROPOSED CONTRACT(S) SHALL BE DEEMED TO BE APPROVED BY THE CITY AND DEVELOPER SHALL BE DEEMED TO BE AUTHORIZED TO EXECUTE THE PROPOSED CONTRACT(S). " (4) In order to require Competitive Procurement, the City must provide Developer with written notice of said requirement within 15 days of delivery to the City of the written notice required under Section 4.2(c)(2) above. (5) If the City Manager requires Competitive Procurement, then Developer must: (i) advertise for and award the contract in the same manner set forth for competitive sealed bids or competitive sealed proposals Local Government Code Chapter 252 as if the City were pursuing a public improvement contract subject to said Chapter 252 as approved by the City Manager; and (ii) supply the City with true and complete copies of all notices of bid/proposal requests and all bids/proposals subsequently received. (d) Ownership. All of the Authorized Improvements shall be owned by the City upon acceptance of them by the City. Developer agrees to take any action reasonably required by the City to transfer or otherwise dedicate or ensure the dedication of easements or property for the Authorized Improvements to the City and the public. (e) Operation and Maintenance. Upon inspection, approval, and acceptance of the Authorized Improvements, the City shall maintain and operate the accepted Authorized Improvements. MEADOW VISTA DEVELOPA'I N7 AGREEM N7 PAGE 10 (f) Applicability. Subsections (a)-(c), above, shall not apply to Public Infrastructure that the City is obligated to fund and construct under this Agreement, if any. SECTION 5 ADDITIONAL OBLIGATIONS 5.1 Wastewater/Sanitary Sewer Facilities. (a) Developer's General Obligations. Developer is responsible for the design, installation, and construction of all wastewater/sanitary sewer improvements necessary to serve the Property, as generally depicted in Exhibit G. The design of all wastewater/sanitary sewer improvements shall be approved by the City in advance of the construction of same. Subject to the City's obligations under Section 12.10, Developer shall be responsible for the acquisition of any easements and other property acquisitions necessary for wastewater/sewer facilities (the size and extent of each such easement or other property interest to be approved by the City) for all development. The locations of said easements or other property interests shall be approved by the City's Director of Public Works or his/her designee as part of the platting process. The reasonable costs of obtaining such easements may be included in the applicable Authorized Improvements Costs to be reimbursed to Developer through the PID. (b) Timing of Developer's Obligations. Except as otherwise provided herein, Developer shall complete in a good and workmanlike manner all wastewater/sanitary sewer improvements necessary to serve each phase of the Project prior to the recordation of the final plat covering such phase. (c) Oversizing of Wastewater/Sanitary Sewer Improvements. Wastewater/sanitary sewer improvements shall be an Authorized Improvement to the extent they confer a special benefit on the Property; provided that, to the extent the City requires Developer to oversize the wastewater/sanitary sewer improvements beyond what is necessary to serve the Property, such portion of the wastewater/sanitary sewer improvements shall constitute Oversized Public Infrastructure, and the City shall pay the cost of such oversizing as provided in Section 5.6 hereof. 5.2 Water Facilities. (a) Developer's General Obligations. Developer is responsible for design, installation, and construction of all water improvements necessary to serve the Property, as generally depicted in Exhibit H. The design of water improvements shall be approved by the City in advance of the construction of same. Subject to the City's obligations under Section 12.109 Developer shall be responsible for the acquisition of any easements and other property acquisitions necessary for water facilities (the size and extent of each such easement or other property interest to be approved by the City) for all development upon and within the Property. The locations of said easements or other property interests shall be approved by the City's Director of Public Works or his/her designee as part of the platting process. The reasonable costs of obtaining such easements may be included in the applicable Authorized Improvements Costs to be reimbursed to Developer through the PID. AIIEADOW VISTA DEVELOPMEN7 AGREE -TENT PAGE 11 (b) Timing of Developer's Obligations. Except as otherwise provided herein, Developer shall complete in a good and workmanlike manner all water improvements necessary to serve each phase of the Project prior to the recordation of the final plat covering such phase. (c) Off -Site Water Line. Developer shall construct an off -site water as depicted on Exhibit J (the "Off -Site Water Line"), and such Off -Site Water Line shall be an Authorized Improvement to the extent it confers a special benefit on the Property; provided that, to the extent the City requires Developer to oversize the Off -Site Water Line beyond what is necessary to serve the Property, such portion of the Off -Site Water Line shall constitute Oversized Public Infrastructure, and the City shall pay the cost of such oversizing as provided in Section 5.6 hereof. Developer shall, subject to the City's obligations in Section 12.10 hereof, obtain easements necessary for the construction of the Off -Site Sewer Line. 5.3 Water and Wastewater Services. (a) The City represents and confirms that it currently has and reasonably expects to continue to have the capacity to provide to the Property continuous and adequate retail wastewater service at times and in capacities sufficient to meet the service demands of the Project as it is developed. To the extent that the City elects to be the retail water provider to the Project or any portion thereof, it shall take all actions necessary to have the capacity to provide continuous and adequate retail water service at times and in capacities sufficient to meet the service demands of the Project as it is developed. (b) Upon acceptance by the City of the water and wastewater facilities described herein, the City shall operate or cause to be operated said water and wastewater facilities serving the Project and use them to provide service to all customers within the Project at the same rates as similar projects located within the City. Upon acceptance by the City, the City shall at all times maintain said water and wastewater facilities, or cause the same to be maintained, in good condition and working order in compliance with all applicable laws and ordinances and all applicable regulations, rules, policies, standards, and orders of any governmental entity with jurisdiction over same. 5.4 Roadway Facilities and Drainage Improvements. (a) Developer's General Obligations. Developer is responsible for the design, installation, and construction of all roadway facilities, including appurtenant drainage therefor, required to serve the Property, as generally depicted in Exhibit I. The design of all roadway improvements shall be approved by the City in advance of the construction of same. (b) Timing of General Obligations. Prior to the recordation of any final plat for any phase of the Project, Developer shall complete, in a good and workmanlike manner, construction of all roadway facilities and related improvements necessary to serve such phase in accordance with construction plans approved by the City. Thereafter, the roads shall be conveyed to the City for ownership and maintenance. (c) Drainage/Detention Infrastructure. Developer shall have full responsibility for designing, installing, and constructing the drainage/detention infrastructure that will serve the Property and the cost thereof and said infrastructure shall be designed and constructed in MEADOW VISTA DEVELOPMENT AGRFXAMN7 PAGE 12 accordance with applicable City Regulations. Prior to the recordation of the final plat for any phase of development, Developer shall complete in a good and workmanlike manner construction of the drainage/detention improvements necessary to serve such phase. Upon inspection, approval, and acceptance, City shall maintain and operate the drainage and roadway improvements for the Property. The HOA will own, maintain and operate all detention facilities except to the extent expressly set forth to the contrary in this Agreement. (d) Off -Site Roadway Facilities and Drainage Improvements; PID Fee and Impact Fee Credits. Developer shall construct: (i) as part of the roadway facilities (including storm drainage improvements), the four -lane portion of Hackberry Drive immediately adjacent to the Property necessary to connect the Property to Buddy Hayes Boulevard as shown on Exhibit J ("Off -Site Hackberry Drive Improvements"), and (ii) as part of the drainage improvements, the culvert improvements immediately adjacent to the Property to connect Hackberry Drive to the Property (the "Off -Site Culvert Improvements"), as shown on Exhibit J. Such Off -Site Hackberry Drive Improvements and Off -Site Culvert Improvements shall each be an Authorized Improvement to the extent they confer a special benefit on the Property. To the extent that the costs of the Off -Site Hackberry Drive Improvements are not included in the costs of the Authorized Improvements (the "Non-PID Eligible HackbM Drive Improvements Costs"), such Non-PID Eligible Hackberry Drive Improvements Costs shall be funded as follows: (i) first, through a credit to the City PID Fee, which credit shall operate to reduce the number of lots for which a City PID Fee is due based on the following calculation [(Non-PID Eligible Hackberry Drive Improvements Costs)/$3,400 = reduction in number of lots for which a City PID Fee is due]. For example, if the Non-PID Eligible Hackberry Drive Improvements Costs are $2,000,000: $2,000,000 (Non-PID Eligible Hackberry Drive Improvements Costs) $3,400 588.23 reduction in number of lots for which the City PID Fee is due In this example, the final number of lots for which the City PID Fee would be payable is 175. As so reduced pursuant to this Section 5.4(d)(i), the number of lots for which the City PID Fee is payable shall constitute the aggregate City PID Fee payable pursuant to Section 3.3 hereof; and (ii) second, to the extent that the Non-PID Eligible Hackberry Drive Improvements Costs are not funded through a reduction in the City PID Fee as described in the foregoing, the remaining portion of the Non-PID Eligible Hackberry Drive Improvements Costs shall be funded through Impact Fee Credits as provided in Section 5.11 hereof. Developer shall, subject to the City's obligations in Section 12.10 hereof, obtain easements necessary for the construction of the Off -Site Hackberry Drive Improvements and Off -Site Culvert Improvements. A ADOw VISTA DEVELOPMENT AGRFXAMNT PAGE 13 5.5 Screening. Landscaping, and En ways. On or before one hundred fifty (150) days after final City acceptance of the Public Infrastructure for each phase of development, Developer shall complete construction, in a good and workmanlike manner, of the landscaping, screening and entryways for such phase in accordance with City Regulations. Said improvements shall thereafter be maintained in good appearance and repair by the HOA. 5.6 Infrastructure Oversizing. Developer shall not be required to construct or fund any Public Infrastructure so that it is oversized to provide a benefit to land outside the Property ("Oversized Public Infrastructure") unless, by the commencement of construction, the City has made arrangements to finance the City's portion of the costs of construction attributable to the oversizing required by the City from sources other than PID Bond Proceeds or Assessments. In the event Developer constructs or causes the construction of any Oversized Public Infrastructure on behalf of the City, the City shall be solely responsible for all costs attributable to the oversizing of the Oversized Public Infrastructure and the PID shall not be utilized for financing the costs of Oversized Public Infrastructure that is attributable to the oversizing of the Oversized Public Infrastructure. To the extent that any Oversized Public Infrastructure constitutes a Roadway Capital Improvement or Water Capital Improvement entitling Developer to Impact Fee Credits under Section 5.11, the portion of the costs of such Oversized Public Infrastructure constituting a Roadway Capital Improvement or Water Capital Improvement shall be funded by Impact Fee Credits pursuant to Section 5.11. 5.7 Mandatory Homeowners Association. As relates to the Property, Developer will create, in a manner acceptable to the City, a mandatory homeowner association ("HOA"), which HOA, whether one or more, shall be required to levy and collect from home owners within the Property annual fees in an amount calculated to maintain the open spaces, common areas, the Community Amenities as described and defined in this Agreement, hike and bike trails located in common areas, portions of which will be open to the public, right-of-way irrigation systems, raised medians and other right-of-way landscaping, and screening walls within the Property. Common areas including but not limited to the Community Amenities, screening, landscaping, entrances to the Property and right-of-way landscaping shall be maintained solely by the HOA. Maintenance of public rights -of -way landscaping and screening by the HOA shall comply with City Regulations and the HOA shall be subject to enforcement by the City. 5.8 Concept Plan. (a) The Concept Plan illustrates the approved development layout for the Property but has not been engineered and does not represent the final design that will be approved through the final platting process. As a result, Developer may revise the Concept Plan as part of an administrative approval of the Concept Plan provided the number of residential lots shown on the Concept Plan does not exceed the maximum number of lots set forth in the PD, the numbers of residential lots in each category shown on the Concept Plan does not increase by greater than five percent (5%), and the amount of open space shown on the Concept Plan does not decrease by greater than five percent (5%). If the City Manager does not administratively approve such revisions to the Concept Plan within 15 days after receipt of a written request for approval, City Council approval of such revisions shall be required. Nothing in this paragraph shall preclude Developer from applying directly to the City Council for approval of any Concept Plan revisions, including revisions greater than the percentages listed herein. MEADOW VISTA DEVELOPMENT AGREEIMIENT PAGE 14 (b) Except as otherwise provided in subsection (a) of this section, all other revisions to the Concept Plan require the approval of the City Council, including without limitation any approval of the Concept Plan that is part of approval of zoning or platting processes, and such approval shall be considered an amendment to Exhibit C attached hereto. (c) If Developer submits a Concept Plan as provided by this section and the City Manager or his/her designee determines that the Concept Plan should be administratively approved, the City Manager or his or her designee shall cause the revised Concept Plan to be attached to the official version of this Agreement on file with the City's Secretary's office, and Developer shall record a memorandum of the revised Concept Plan in the Land Recordings of the Collin County Clerk's office. 5.9 Community Amenities. Developer will (or will cause) the design, construction, maintenance, and operation of certain amenities in the Project. Developer shall construct seven (7) of the following twelve (12) amenities: (i) approximately 4,000 square foot swimming pool; (ii) mechanical aquatic play feature; (iii) pool house with restrooms; (iv) playground (2-5 years of age); (v) playground (5-8 years of age); (vi) sand volleyball court; (vii) basketball court; (viii) approximately 1,000 square foot putting green; (ix) outdoor workout equipment along hike and bike trails; (x) 20 ft radius pavilion; (xi) dog park; and (xii) Park benches, trash cans, and pet stations along the trail and in the dog park (collectively, the "Community Amenities"). Developer shall complete the swimming pool, aquatic play feature, pool house with restrooms, and the hike and bike trails for the first phase of development of the Property concurrently with construction of homes in the first phase of development. General depictions of a portion of the Community Amenities are included on Exhibit L. To the extent that any Community Amenities may be included as Authorized Improvements pursuant to the PID Act, the City may, at the City's sole discretion, accept dedication of such Community Amenities, and such Community Amenities may be maintained by the City or the HOA, as follows: to the extent any Community Amenities are not owned or dedicated to the City and maintained by the City, such Community Amenities shall be owned and maintained by the HOA. 5.10 Parkland Dedication Credit. Developer shall construct certain pedestrian paths within the Project (the "Community Trails") as generally depicted on the Trail and Open Space Map attached hereto as Exhibit K, which Community Trails are intended to be in compliance with the 2050 Comprehensive Plan (and must be a minimum of 10' in width). At the City's sole discretion, Developer shall: (a) dedicate the Community Trails to the City in fee simple and the City shall maintain the Community Trails as part of the City's park system; or (2) grant a public access easement over the Community Trails allowing access by the general public sufficient to allow such Community Trails to constitute Authorized Improvements, and the HOA shall maintain the Community Trails. The Community Trails, if dedicated to the City in fee simple, shall be used to offset a portion of applicable parkland dedication or improvement requirements or fees required in lieu thereof, of any kind, including requirements for the payment of Park Fees. 5.11 Impact Fee Credits. (a) Roadway Capital Improvements. The City acknowledges that Hackberry Drive, which Developer is required to construct from Ferguson Parkway to Buddy Hayes Boulevard, including Off -Site Hackberry Drive Improvements and the Off -Site Culvert DMADOW VISTA DEVELOPMMN7 AGREEMENT PAGE 15 Improvements, is reflected on the City's Capital Improvements Plan and constitutes "Roadway Capital Improvements". The City agrees that, subject to Section 5.4(d), Developer shall be entitled to Impact Fee Credits up to the full amount of the cost of said Roadway Capital Improvements (the "Roadwaypact Fee Credits"). The Roadway Impact Fee Credits may only be used to offset Roadway Impact Fees otherwise due as relates to any phase of the Property without any obligation to apply the credits pro rata or otherwise to spread the credits throughout the Project. The primary source of funding due to Developer from the City as relates to the costs of the Roadway Capital Improvements (the "Roadway Capital Improvements Costs") shall be in the form of Roadway Impact Fee Credits derived from the Project even if the cumulative value of said credits is less than the Roadway Capital Improvements Costs. Notwithstanding the foregoing, to the extent that a portion of the Roadway Capital Improvements are allocable to the Property, such portion of the Roadway Capital Improvements may constitute an Authorized Improvement and may be funded through the PID. (b) Water Capital Improvements. The City acknowledges that the Off -Site Water Improvements, which Developer is to construct are or shall be reflected on the City's Capital Improvements Plan and constitute "Water Capital Improvements" to the extent that such Off -Site Water Improvements constitute Oversized Public Infrastructure. The City agrees, that Developer shall be entitled to Impact Fee Credits up to the full amount of the cost of said Water Capital Improvements (the "Water Impact Fee Credits"). The Water Impact Fee Credits may only be used to offset Water Impact Fees otherwise due as relates to any phase of the Property without any obligation to apply the credits pro rata or otherwise to spread the credits throughout the Project. The primary source of funding due to Developer from the City as relates to the costs of the Water Capital Improvements (the "Water Capital Improvements Costs") shall be in the form of Water Impact Fee Credits derived from the Project even if the cumulative value of said credits is less than the Water Capital Improvements Costs. Notwithstanding the foregoing, to the extent that a portion of the Water Capital Improvements are allocable to the Property, such portion of the Water Capital Improvements may constitute an Authorized Improvement and may be funded through the PID. 5.12 Withholding of Building Permits, Etc. The City shall not be required to issue any building permits or certificates of occupancy or provide utilities for any structure on the Property until after final acceptance of any Authorized Improvements necessary to serve such Property. To assist in the determination as to whether building permits for any phase of development should be issued, Developer shall include all Authorized Improvements and other Public Infrastructure necessary to serve such phase in the construction plans required to be submitted under applicable City Regulations. 5.13 Governing Regulations. Development of the Property shall be governed by the following regulations (collectively, the "Governing Regulations," all of which are incorporated into this Agreement as if set forth in full): (a) City Code, Article 9.02, the subdivision regulations of the City, in effect on the Effective Date (the "Subdivision Regulations"); (b) the PD set forth on Exhibit D; A'IEADOW VISTA DEVELOPAMN7 AGREEMM7 PAGE 16 Ordinance"); (c) City Code, Article 9.05, in effect on the Effective Date (the "S_igg (d) the Concept Plan set forth on Exhibit C; (e) the uniform building codes, as amended from time to time, including any local amendments thereto adopted by the City (the "BuildingCodes"). odes"). The term `Building Codes," as applied to a particular building shall mean the Building Codes in effect on the date the first application is filed for a building permit for the building in question. As it relates solely to Property Public Infrastructure for any given phase of the Project —notwithstanding any provision of this Agreement —the applicable construction standards (including, without limitation, the Building Codes) shall be those that the City has duly adopted at the time of the filing of an application for a preliminary plat for such phase containing the Property Public Infrastructure in question; and (f) except as set forth in this Agreement to the contrary, any other applicable provisions of Chapter 4 (Building Regulations), Chapter 6 (Fire Prevention and Protection), Chapter 9 (Planning and Development Regulations), Chapter 12 (Utilities) and Appendix A (Fee Schedule) of the City Code. The Governing Regulations are the controlling regulations for development of the Property, and no other City Regulations, rules, standards, policies, orders, guidelines, or other City -adopted or City -enforced requirements of any kind (including but not limited to any moratorium adopted by the City) apply to the use or development of the Property to the extent such regulations or requirements are in conflict with the Governing Regulations or this Agreement. The Governing Regulations are considered part of this Agreement and are incorporated herein by reference for all purposes. 5.14 Compliance with Materials and Methods Regulations. It is expressly understood that the City Regulations (as amended by the Governing Regulations and this Agreement) are enforceable as relates to the Property and its use and development, including but not limited to any such City Regulations that would otherwise be unenforceable under Chapter 3000 of the Texas Government Code ("Materials and Methods Regulations") and the Material and Methods Regulations are incorporated herein as if set forth in frill; provided, however, to the extent of any conflict between the requirements of the Materials and Methods Regulations and the requirements of this Agreement, this Agreement shall control. 5.15 Conflicts. In the event of any conflict between the PD and the Subdivision Regulations, Sign Ordinance, or Building Codes, the PD shall control. In the event of a conflict between the Governing Regulations and the City Regulations, the Governing Regulations shall control. In the event of any conflict between this Agreement and any other ordinance, rule, regulation, standard, policy., order, guideline or other City -adopted or City -enforced requirement, whether existing on the Effective Date or hereinafter adopted, unless otherwise agreed by the Parties, this Agreement shall control. In the event of any conflict between the Concept Plan and PD in Exhibit D, the PD in Exhibit D shall control. A'IEADO`V VISTA DEVELOPNMN7 AGREEMENT PAGE 17 5.16 Access to Books and Records. The City shall, upon reasonable prior written notice to the Developer and during normal business hours have the right to audit and inspect the Developer's records, books, and all other relevant records related to this Agreement. SECTION 6 PID BONDS 6.1 PID Bond Issuance. Subject to the satisfaction of conditions set forth in this article, the City may issue PID Bonds solely for the purposes of acquiring or constructing Authorized Improvements. Developer may request issuance of PID Bonds by filing with the City a list of the Authorized Improvements to be funded with the PID Bonds and the estimated costs of such Authorized Improvements. Developer acknowledges that the City may require at that time a professional services agreement that obligates Developer to fund the costs of the City's professionals relating to the preparation for and issuance of PID Bonds, which amount shall be agreed to by the Parties and considered a cost payable from such PID Bonds. The issuance of PID Bonds is subject to all of the following conditions. (1) The City has evaluated and determined that there will be no negative impact on the City's creditworthiness, bond rating, access to or cost of capital, or potential for liability. (2) The City has determined that the PID Bonds assessment level, structure, terms, conditions and timing of the issuance of the PID Bonds are reasonable for the Authorized Improvements Costs to be financed and that there is sufficient security for the PID Bonds to be creditworthy. (3) All costs incurred by the City that are associated with the administration of the PID shall be paid out of special assessment revenue levied against property within the PID. City administration costs shall include without limitation those associated with continuing disclosure, compliance with federal tax law, agent fees, staff time, regulatory reporting and legal and financial reporting requirements. (4) The adoption of a Service and Assessment Plan and an assessment ordinance levying assessments on all or any portion of the Property benefitted by such Authorized Improvements in amounts sufficient to pay all costs related to such PID Bonds. (5) The City has formed and utilized its own financing team including, but not limited to, bond counsel, financial advisor, PID Administrator, and underwriters related to the issuance of PID Bonds and bond financing proceedings. (6) The City has chosen its own continuing disclosure consultant. Any and all costs incurred by these activities will be included in City administration costs recouped from Assessments. The continuing disclosure will be divided into City disclosure and Developer disclosure, and the City will not be responsible or liable for Developer disclosure but the City's disclosure professional will be used for both disclosures. AfADOW VISTA DEVELOPMENT AGREEMENT PAGE 18 (7) Each series of PID Bonds shall be in an amount estimated to be sufficient to fund the Authorized Improvements or portions thereof for which such PID Bonds are being issued. (8) Delivery by Developer to the City of a certification or other evidence from an independent appraiser acceptable to the City confirming that the special benefits conferred on the properties being assessed for the Authorized Improvements increase the value of the property to an amount at least equal to two times the amount assessed against such property. (9) Approval by the Texas Attorney General of the PID Bonds and registration of the PID Bonds by the Comptroller of Public Accounts of the State of Texas. (10) Developer is current on all taxes, assessments, fees and obligations to the City including without limitation payment of Assessments. 01) Developer is not in default under this Agreement or, with respect to the Property, any other agreement to which Developer and the City are parties. (12) No outstanding PID Bonds are in default and no reserve funds established for outstanding PID Bonds have been drawn upon that have not been replenished. (13) The Administrator has certified that the specified portions of the costs of the Authorized Improvements to be paid from the proceeds of the PID Bonds are eligible to be paid with the proceeds of such PID Bonds. (14) The Authorized Improvements to be financed by the PID Bonds have been or will be constructed according to the applicable Governing Regulations. (15) The City has determined that the amount of proposed PID assessments and the structure, terms, conditions and timing of the issuance of the PID Bonds are reasonable for the project costs to be financed and the degree of development activity within the PID, and that there is sufficient security for the PID Bonds to be creditworthy. (16) The maximum maturity for PID Bonds shall not exceed 30 years from the date of delivery thereof. (17) The final maturity for any PID Bonds shall be not later than 45 years from the date of this Agreement. (18) The City has determined that the PID Bonds meet all regulatory and legal requirements applicable to the issuance of the PID Bonds. (19) Unless otherwise agreed to by the City, the PID Bonds shall be sold and may be transferred or assigned only (i) in compliance with applicable securities laws and (ii) in minimum denominations of $25,000 or integral multiples of $1,000 in excess thereof; provided, however, that the limitation on transferability or assignment in this subparagraph (ii) shall not apply if the PID Bonds have a rating of not less that BBB -from Fitch Ratings or Standard & Poor's Ratings Services or Baa3 from Moody's Investors Service, Inc. MEADOW VISTA DEVELOPMENT AGREEMENT PAGE 19 (20) If the applicable portion of Authorized Improvements has not already been constructed and to the extent PID Bond Proceeds are insufficient to fund such Authorized Improvements Costs, Developer shall, at time of closing the PID Bonds, fund or provide evidence of funding sources (including, but not limited to a letter of credit or evidence of available funds through a loan to Developer) sufficient to fund the difference between the Authorized Improvements Costs and the PID Bond Proceeds available to fund such Authorized Improvements Costs related to the applicable Authorized Improvement (without limiting any other provision, in the event Developer does not or cannot provide such funding or evidence of funding sources, the City shall not be required to sell such PID Bonds, and Developer shall reimburse the City for all expenses and liabilities incurred by the City in connection with the proposed issuance of the PID Bonds). (21) No information regarding the City, including without limitation financial information, shall be included in any offering document relating to PID Bonds without the consent of the City. (22) Developer agrees to provide periodic information and notices of material events regarding Developer and Developer's development within the Project in accordance with Securities and Exchange Commission Rule 15c2-12 and any continuing disclosure agreements executed by Developer in connection with the issuance of PID Bonds. (23) Developer is not in default under a Developer Continuing Disclosure Agreement. (24) The issuance of any Refunding Bonds, the amount of assessment necessary to pay the Refunding Bonds shall not exceed the amount of the assessments that were levied to pay the PID Bonds that are being refunded. (25) The maximum tax equivalent assessment rate for the assessment levy shall not exceed $0.69 per $100.00 taxable assessed valuation, without prior, written consent of the City, in its sole discretion. (26) Developer has completed and the City has accepted the Authorized Improvements for any previous phase of development; and (27) Unless otherwise agreed to by the City, the value to lien ratio shall not be less than 2:1. The appraised value of the portion of the Property in the applicable phase to the par amount of PID Bonds issued with respect to such phase shall be confirmed by an Independent Appraisal. (28) Developer and the City shall have entered into a PID reimbursement agreement that provides for Developer's construction of certain Authorized Improvements and the City's reimbursement to Developer of certain Authorized Improvements Costs. (29) The City's Public Works Director determines that the Authorized Improvements Cost shown on Exhibit F, as updated and amended, are reasonable. MEADOW VISTA DEVELOPNIET'T AGREEMENT PAGE 20 (30) Unless otherwise agreed to by the City, the proposed structure of the PID Bond issuance does not materially conflict with the PID Financial Summary; provided that (i) changes to lot mix in connection with an approved Concept Plan, (ii) changes reflecting market prices of lots or homes at the time such PID Bonds are issued and (iii) changes reflecting market interest rates at the time of PID Bond issuance shall not be deemed material conflicts. 6.2 Disclosure Information. Prior to the issuance of PID Bonds by the City, Developer agrees to provide all relevant information, including financial information, that is reasonably necessary in order to provide potential bond investors with a true and accurate offering document for any PID Bonds. Developer agrees, represents, and warrants that any information provided by Developer for inclusion in a disclosure document for an issue of PID Bonds will not, to Developer's actual knowledge, contain any untrue statement of a material fact or omit any statement of material fact required to be stated therein or necessary to make the statements made therein, in light of the circumstances under which they were made, not misleading, and Developer further agrees that it will provide a certification to such effect as of the date of the closing of any PID Bonds. 6.3 Developer Cash Contribution. If at closing on any series of PID Bonds intended to fund construction of Authorized Improvements that have not already been constructed by Developer for the phase of development where such Authorized Improvements are to be constructed, and Developer has not otherwise provided evidence of available fluids pursuant to Section 6.1(20) hereof, Developer shall deposit into the Developer Improvement Account the Developer Cash Contribution. 6.4 Tax Certificate. If, in connection with the issuance of the PID Bonds, the City is required to deliver a certificate as to tax exemption (a "Tax Certificate") to satisfy requirements of the IRC, 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. Developer represents that such facts and estimates will be based on its reasonable expectations on the date of issuance of the PID Bonds and will be, to the best of the knowledge of the officers of 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 PID Bond Proceeds, including, but not limited to, the use of the Authorized Improvements, 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 PID Bonds for federal income tax purposes. SECTION 7 PAYMENT AND REEMBURSEMENT OF AUTHORIZED IMPROVEMENTS 7.1 Improvement Account of the Project Fund and Developer Improvement Account. The Improvement Accounts of the Project Fund and the Developer Improvement Account shall be administered.and controlled by the City and funds in the Improvement Account of the Project Fund and the Developer Improvement Account shall be deposited and disbursed in accordance with the terms of the respective Indenture. MEADOW VISTA DEVELOPRMN7 AGREEMENT PAGE 21 7.2 Cost Overrun. If the total Authorized Improvements Cost for any phase of development exceeds the total amount of monies on deposit in the Improvement Account of the Project Fund and the Developer Improvement Account (a "Cost Overrun"), Developer shall be solely responsible for the Cost Overrun, except as provided in Section 7.3 below. 7.3 Cost Underrun. Upon the final acceptance by City of an Authorized Improvement and payment of all outstanding invoices for such Authorized Improvement, if the Actual Cost of such Authorized Improvement is less than the Budgeted Cost (a "Cost Underrun"), any remaining Budgeted Cost, to the extent available in the monies on deposit in the Improvement Account of the Project Fund and the Developer Improvement Account, will be available to pay Cost Overruns on any other Authorized Improvement. Upon request by Developer, the City shall promptly confirm that such remaining amounts are available to pay such Cost Overruns, and Developer and the City will agree how to use such moneys to secure the payment and performance of the work for other Authorized Improvements. SECTION 8 GOVERNING REGULATIONS 8.1 . The Property is currently zoned by the PD attached hereto as Exhibft D. Through this Agreement, Developer expressly consents and agrees to the PD zoning of the Property. Any amendment to the PD zoning of the Property shall otherwise be in accordance with all procedures set forth in the applicable City Regulations. 8.2 Phasing. The Property may be developed in phases and Developer must submit the appropriate plat(s) for each phase, and, if permitted under applicable law, may submit a replat or amending plat for all or any portions of the Property. Any plat, replat or amending plat shall be in conformance with applicable Governing Regulations and be subject to City approval. 8.3 Vested Rights. This Agreement shall constitute a "permit" (as defined in Chapter 245) that is deemed filed with the City on the Effective Date. SECTION 9 EVENTS OF DEFAULT; REMEDIES 9.1 Events of Default. No Party shall be in default under this Agreement until notice of the alleged failure of such Party to perform has been given in writing (which notice shall set forth in reasonable detail the nature of the alleged failure) and until such Party has been given a reasonable time to cure the alleged failure (such reasonable time to be determined based on the nature of the alleged failure, but in no event more than thirty (30) days (or any longer time period to the extent expressly stated in this Agreement as relates to a specific failure to perform) after written notice of the alleged failure has been given. Notwithstanding the foregoing, no Party shall be in default under this Agreement if, within the applicable cure period, the Party to whom the notice was given begins performance and thereafter diligently and continuously pursues performance until the alleged failure has been cured. Notwithstanding the foregoing, however, a Party shall be in default of its obligation to make any payment required under this Agreement if such payment is not made within thirty (30) days after it is due. A nondefaulting party may terminate this Agreement by giving written notice of termination to the defaulting party only if the AMADOw VISTA DEVELOPIVIEN7 AGREEMENT PAGE 22 defaulting party was previously given notice of such default in accordance with this Section 9.1 and failed to cure the default within the applicable time period(s). A notice of termination is effective as of the date the notice is deemed received under Section 12.14. 9.2 Remedies. As compensation for the other party's default, an aggrieved Party is limited to seeking specific performance of the other party's obligations under this Agreement or terminating this Agreement to the extent permitted under Section 9.1 or Section 9.3. 9.3 Performance Window; Election to Terminate. In the event that, in connection with the issuance of the initial series of PID Bonds, Developer does not satisfy all of its obligations under its control pursuant to Section 6.1 applicable to the initial series of PID Bonds or does not request that the City issue the initial series of PID Bonds on or before December 1, 2024, neither Party shall thereafter be required to perform under this Agreement and this Agreement will terminate. If this Agreement is terminated under this Section 9.3 or is otherwise terminated early under Section 9.1, Developer must within 30 days of such termination file or caused to be filed with the City an irrevocable petition by the owners of the Property to dissolve the PID and shall thereafter promptly undertake any and all reasonable actions to facilitate the dissolution of the PID. Notwithstanding any provision of this Agreement, Developer's obligations regarding the dissolution of the PID in accordance with this Section 9.3 shall survive such termination. SECTION 10 ASSIGNMENT; ENCUMBRANCE 10.1 Assignment. This Agreement shall be binding upon and inure to the benefit of the successors and assigns of the Parties hereto. The obligations, requirements, or covenants to develop the Property subject to this Agreement shall be freely assignable, in whole or in part, to any affiliate or related entity of Developer, or any lienholder on the Property, without the prior written consent of the City. Except as otherwise provided in this paragraph, the obligations, requirements or covenants to the development of the Property shall not be assigned, in whole or in part, by Developer to a non -affiliate or non -related entity of Developer without the prior written consent of the City Manager, which consent shall not be unreasonably withheld or delayed if the assignee demonstrates financial ability to perform. An assignee shall be considered a "Party" for the purposes of this Agreement. Each assignment shall be in writing executed by Developer and the assignee and shall obligate the assignee to be bound by this Agreement to the extent this Agreement applies or relates to the obligations, rights, title, or interests being assigned. No assignment by Developer shall release Developer from any liability that resulted from an act or omission by Developer that occurred prior to the effective date of the assignment unless the City approves the release in writing. Developer shall maintain written records of all assignments made by Developer to assignees, including a copy of each executed assignment and, upon written request from any Party or assignee, shall provide a copy of such records to the requesting person or entity, and this obligation shall survive the assigning Party's sale, assignment, transfer, or other conveyance of any interest in this Agreement or the Property. Notwithstanding the foregoing, no assignment of this Agreement or any rights of or receivables due Developer under this Agreement or any other agreement relating to the PID may be made by Developer to any party or entity for the purpose of or relating to the issuance of bonds or other obligations. AM"OW VISTA DEVELOPMENT AGMMM ENT PAGE 23 10.2 Assignees as Parties. An Assignee authorized in accordance with this Agreement and for which notice of assignment has been provided in accordance herewith shall be considered a "Party" for the purposes of this Agreement. With the exception of: (a) the City, (b) an End User, (c) a purchaser of a Fully Developed and Improved Lot, any person or entity upon becoming an owner of land within the PID or upon obtaining an ownership interest in any part of the Property shall be deemed to be a "Developer" and have all of the rights and obligations of Developer as set forth in this Agreement and all related documents to the extent of said ownership or ownership interest. 10.3 Third Party Beneficiaries. Except as otherwise provided herein, this Agreement inures to the benefit of, and may only be enforced by, the Parties. No other person or entity shall have any right, title, or interest under this Agreement or otherwise be deemed to be a third -party beneficiary of this Agreement. 10.4 Notice of Assignment. Subject to Section 10.1 of this Agreement, the following requirements shall apply in the event that Developer sells, assigns, transfers, or otherwise conveys the Property or any part thereof and/or any of its rights or benefits under this Agreement: (i) Developer must provide written notice to the City to the extent required under Section 10.1; (ii) said notice must describe the extent to which any rights or benefits under this Agreement will be sold, assigned, transferred, or otherwise conveyed; (iii) said notice must state the name, mailing address, telephone contact information, and, if known, email address, of the person(s) that will acquire any rights or benefits as a result of any such sale, assignment, transfer or other conveyance; and (iv) said notice must be signed by a duly authorized person representing Developer and a duly authorized representative of the person that will acquire any rights or benefits as a result of the sale, assignment, transfer or other conveyance. Notwithstanding anything to the contrary, notice shall not be required in connection with a sale, conveyance, or transfer to any End User of a Fully Developed and Improved Lot. SECTION 11 RECORDATION AND ESTOPPEL CERTIFICATES 11.1 Binding Obligations. This Agreement and all amendments thereto and assignments hereof shall be recorded in the Real Property Records. This Agreement binds and constitutes a covenant running with the Property and, upon the Effective Date, is binding upon Developer and the City, and forms a part of any other requirements for development within the Property. This Agreement, when recorded, shall be binding upon the Parties and their successors and assigns as permitted by this Agreement and upon the Property; however, this Agreement shall not be binding upon, and shall not constitute any encumbrance to title as to, any End User of a Fully Developed and Improved Lot except for land use and development regulations that apply to such lots. 11.2 Estoppel Certificates. From time to time, upon written request of a Developer under this Agreement, and upon the payment to the City of a $100.00 fee plus all reasonable costs incurred by the City in providing the certificate described in this section, the City Manager, or his/her designee will, in his/her official capacity and to his/her reasonable knowledge and belief, execute a written estoppel certificate identifying any obligations of a Developer under this Agreement that are in default. MEADOW VISTA DEVELOPMENT AGREEMENT PAGE 24 SECTION 12 GENERAL PROVISIONS 12.1 Term. Unless otherwise extended by mutual agreement of the Parties, the term of this Agreement shall be thirty (30) years after the Effective Date (the "Original Term'). Upon expiration of the Original Term, the City shall have no obligations under this Agreement with the exception of maintaining and operating the PID in accordance with the SAP and the Indenture. 12.2 Public Infrastructure, Generally. Except as otherwise expressly provided for in this Agreement, Developer shall provide all Public Infrastructure necessary to serve the Project, including without limitation streets, utilities, drainage, sidewalks, trails, street lighting, street signage, and all other required improvements, at no cost to the City except as provided herein, and in accordance with City Regulations, and as approved by the City's Director of Public Works or his/her designee. Developer shall cause the installation of such improvements within all applicable time frames in accordance with the City Regulations unless otherwise approved herein. Developer shall provide engineering studies, plan/profile sheets, and other construction documents at the time of platting as required by City Regulations. Such plans shall be approved by the City's Director of Public Works or his/her designee prior to approval of a final plat. Construction of any portion of the Public Infrastructure shall not be initiated until a pre -construction conference that includes a City representative has been held regarding the proposed construction and City has issued a written notice to proceed. 12.3 Maintenance Bonds. Developer shall execute or cause to be executed a valid maintenance bond in accordance with applicable City Regulations that guarantees the costs of any repairs which may become necessary to any part of the construction work performed in connection with the Public Improvements, arising from defective workmanship or materials used therein, for a full period of two years from the date of final acceptance of the Public Improvements constructed under any such contract(s). 12.4 Inspections, Acceptance of Public Infrastructure, and Developer's Remedy. The City shall inspect, as required by City Regulations, the construction of all Authorized Improvements and any Public Infrastructure necessary to support the proposed development within the Property, including without limitation water, sanitary sewer, drainage, streets, park facilities, electrical, and street lights and signs. The City's inspections shall not release Developer from its responsibility to construct, or ensure the construction of adequate Authorized Improvements and Public Infrastructure in accordance with approved engineering plans, construction plans, and other approved plans related to development of the Property. Notwithstanding any provision of this Agreement, it shall not be a breach or violation of the Agreement if the City withholds building permits, certificates of occupancy, and/or City utility services as to any portion of the Property until all required Public Infrastructure necessary to such portion is properly constructed according to the approved engineering plans and City Regulations, and until such Public Infrastructure has been dedicated to and accepted by the City. From and after the inspection and acceptance by the City of the Public Infrastructure and any other dedications required under this Agreement, such improvements and dedications shall be owned by the City. Developer's sole remedy for MEADOW VISTA DEVELOPA N7 AGREEMENT PAGE 25 nonperformance of this Agreement by the City shall be to seek specific performance and cost reimbursements pursuant to the terms of this Agreement. 12.5 Approval of Plats/Plans. Approval by the City, the City's engineer, or other City employee or representative, of any plans, designs, or specifications submitted by Developer pursuant to this Agreement or pursuant to applicable City Regulations shall not constitute or be deemed to be a release of the responsibility and liability of Developer, its engineers, employees, officers, or agents for the accuracy and competency of their design and specifications. Further, any such approvals shall not be deemed to be an assumption of such responsibility and liability by the City for any defect in the design and specifications prepared by Developer or Developer's engineers, or their respective officers, agents, servants or employees, it being the intent of the Parties that approval by the City's Director of Public Works or his/her designee signifies approval on only the general design concept of the improvements to be constructed. 12.6 Agricultural Exemption. The City acknowledges that some or all of the Property may now have or may in the future have an agricultural, timber, or wildlife management use tax classification, and —provided that Developer satisfies all of its then applicable obligations under Section 6.1—the City may not request removal of any such tax classification until PID Bonds secured by the Property are issued to pay for the costs of the Authorized Improvements and related costs, notwithstanding any waiver of such exemption for other political subdivisions or public entities. 12.7 Insurance. Developer or its contractor(s) shall acquire and maintain, during the period of time when any of the Public Infrastructure is under construction (and until the full and final completion of the Public Infrastructure and acceptance thereof by the City): (a) workers compensation insurance in the amount required by law; and (b) commercial general liability insurance including personal injury liability, premises operations liability, and contractual liability, covering, but not limited to, the liability assumed under any indemnification provisions of this Agreement, with limits of liability for bodily injury, death and property damage of not less than $1,000,000.00. Such insurance shall also cover any and all claims which might :arise out of the Public Infrastructure construction contracts, whether by Developer, a contractor, subcontractor, material man, or otherwise. Coverage must be on a "per occurrence" basis. All such insurance shall: (i) be issued by a carrier which is rated "A-1" or better by A.M. Best's Key Rating Guide and licensed to do business in the State of Texas; and (ii) name the City as an additional insured and contain a waiver of subrogation endorsement in favor of the City. Upon the execution of Public Infrastructure construction contracts, Developer shall provide to the City certificates of insurance evidencing such insurance coverage together with the declaration of such policies, along with the endorsement naming the City as an additional insured. Each such policy shall provide that, at least 30 days prior to the cancellation, non -renewal or modification of the same, the City shall receive written notice of such cancellation, non -renewal or modification. 12.8 INDEMNIFICATION and HOLD HARMLESS. DEVELOPER, INCLUDING ITS RESPECTIVE SUCCESSORS AND ASSIGNS, HEREBY COVENANT AND AGREE TO RELEASE, DEFEND, HOLD HARMLESS, AND INDEMNIFY THE CITY AND ITS OFFICIALS, OFFICERS, AGENTS, REPRESENTATIVES, SERVANTS AND EMPLOYEES (COLLECTIVELY, THE "RELEASED PARTIES"), FROM AND AGAINST ALL THIRD - PARTY CLAIMS, SUITS, JUDGMENTS, DAMAGES, AND DEMANDS AGAINST THE ME"OWVISTA DEVELOPMENT AGREEN ENT PAGE 26 CITY OR ANY OF THE RELEASED PARTIES, WHETHER REAL OR ASSERTED INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEY'S FEES, RELATED EXPENSES, EXPERT WITNESS FEES, CONSULTANT FEES, AND OTHER COSTS, ARISING OUT OF THE NEGLIGENCE OR OTHER WRONGFUL CONDUCT OF DEVELOPER, INCLUDING THE NEGLIGENCE OF ITS RESPECTIVE EMPLOYEES, CONTRACTORS, SUBCONTRACTORS, MATERIAL MEN, AND/OR AGENTS, IN CONNECTION WITH THE DESIGN OR CONSTRUCTION OF ANY PUBLIC INFRASTRUCTURE, STRUCTURES, OR OTHER FACILITIES OR IMPROVEMENTS THAT ARE REQUIRED OR PERMITTED UNDER THIS AGREEMENT (TOGETHER, "CLAIMS"); AND IT IS EXPRESSLY UNDERSTOOD THAT SUCH CLAIMS SHALL, EXCEPT AS MODIFIED BELOW, INCLUDE CLAIMS EVEN IF CAUSED BY THE CITY'S OWN CONCURRENT NEGLIGENCE SUBJECT TO THE TERMS OF THIS SECTION. DEVELOPER SHALL NOT, HOWEVER, BE REQUIRED TO INDEMNIFY THE CITY AGAINST CLAIMS CAUSED BY THE CITY'S SOLE NEGLIGENCE, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. IF THE CITY INCURS CLAIMS THAT ARE CAUSED BY THE CONCURRENT NEGLIGENCE OF DEVELOPER AND THE CITY, DEVELOPER'S INDEMNITY OBLIGATION WILL BE LIMITED TO A FRACTION OF THE TOTAL CLAIMS EQUIVALENT TO DEVELOPER'S OWN PERCENTAGE OF RESPONSIBILITY. DEVELOPER, INCLUDING ITS RESPECTIVE SUCCESSORS AND ASSIGNS, FURTHER COVENANTS AND AGREES TO RELEASE, DEFEND, HOLD HARMLESS, AND INDEMNIFY, THE CITY AGAINST ANY AND ALL CLAIMS BY ANY PERSON CLAIMING AN OWNERSHIP INTEREST IN THE PROPERTY PRIOR TO THE EFFECTIVE DATE WHO HAS NOT SIGNED THIS AGREEMENT IF SUCH CLAIMS RELATE IN ANY MANNER OR ARISE IN CONNECTION WITH: (1) THE CITY'S RELIANCE UPON DEVELOPER'S REPRESENTATIONS IN THIS AGREEMENT; (2) THIS AGREEMENT OR OWNERSHIP OF THE PROPERTY; OR (3) THE CITY'S APPROVAL OF ANY TYPE OF DEVELOPMENT APPLICATION OR SUBMISSION WITH RESPECT TO THE PROPERTY. 12.9 Status of Parties. At no time shall the City have any control over or charge/supervision of Developer's design, construction, installation or other work related to any of the Public Infrastructure, nor the means, methods, techniques, sequences, or procedures utilized for said design, construction, installation or other work. This Agreement does not create a joint enterprise or venture or employment relationship between the City and Developer. 12.10 Eminent Domain. Developer agrees to use commercially reasonable efforts to obtain all third -party rights -of -way, consents, or easements, if any, required for the Public Infrastructure. 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. Developer shall be responsible for funding all reasonable and necessary legal proceeding/litigation costs, attorney's fees and related expenses, and appraiser and expert witness fees (collectively, "Eminent Domain Fees") actually incurred by the City in the exercise of its eminent domain powers that for any reason are not funded by the PID Bond Proceeds and shall escrow with a mutually agreed upon escrow agent the City's reasonably estimated Eminent Domain Fees both in advance of the initiation of each eminent domain proceeding and as funds 1%M"OW VISTA DEVELOPIIMN7 AGRF.U%MN7 PAGE 27 are needed by the City. Provided that the escrow fund remains appropriately funded in accordance with this Agreement, the City will use all reasonable efforts to expedite such condemnation procedures so that the Public Infrastructure can be constructed as soon as reasonably practicable. If the City's Eminent Domain Fees exceed the amount of funds escrowed in accordance with this paragraph, Developer shall deposit additional funds as requested by the City into the escrow account within ten (10) days after written notice from the City. Any unused escrow funds will be refunded to Developer within thirty (30) days after any condemnation award or settlement becomes final and non -appealable. Nothing in this section is intended to constitute a delegation of the police powers or governmental authority of the City, and the City reserves the right, at all times, to control its proceedings in eminent domain. 12.11 Payee Information. With respect to any and every type of payment/remittance due to be paid at any time by the City to Developer after the Effective Date under this Agreement, the name and delivery address of the payee for such payment shall be: Bloomfield Homes, L.P. Donald J. Dykstra, President 1050 E. Highway 114, Suite 210 Southlake, TX 76092 Developer may change the name of the payee and/or address set forth above by delivering written notice to the City designating a new payee and/or address or through an assignment of Developer's rights hereunder. 12.12 Recitals. The recitals contained in this Agreement: (a) are true and correct as of the Effective Date; (b) form the basis upon which the Parties negotiated and entered into this Agreement; (c) reflect the final intent of the Parties with regard to the subject matter of this Agreement; and (d) are fully incorporated into this Agreement for all purposes. In the event it becomes necessary to interpret any provision of this Agreement, the intent of the Parties, as evidenced by the recitals, shall be taken into consideration and, to the maximum extent possible, given full effect. The Parties have relied upon the recitals as part of the consideration for entering into this Agreement and, but for the intent of the Parties reflected by the recitals, would not have entered into this Agreement. 12.13 Acknowledgments. In negotiating and entering into this Agreement, the Parties respectively acknowledge and understand that: (a) Developer's obligations hereunder are primarily for the. benefit of the Property; (b) the improvements to be constructed and the open space dedications and donations of real property that Developer is obligated to set aside and/or dedicate under this Agreement will benefit the Project by positively contributing to the enhanced nature thereof, increasing property values within the Project, and encouraging investment in and the ultimate development of the Project; MEADOW VISTA DEVELOPAMN7 AGREE'VI N7 PAGE 28 (c) Developer's consent and acceptance of this Agreement is not an exaction or a concession demanded by the City, but is an undertaking of Developer's voluntary design to ensure consistency, quality, and adequate public improvements that will benefit the Property; (d) the Authorized Improvements will benefit the City and promote state and local economic development, stimulate business and commercial activity in the City for the development and diversification of the economy of the state, promote the development and expansion of commerce in the state, and reduce unemployment or underemployment in the state; and (e) nothing contained in this Agreement shall be construed as creating or intended to create a contractual obligation that controls, waives, or supplants the City Council's legislative discretion or functions with respect to any matters not specifically addressed in this Agreement. 12.14 Notices. Any notice, submittal, payment or instrument required or permitted by this Agreement to be given or delivered to any party shall be deemed to have been received when delivered personally or upon the expiration of 72 hours following deposit of the same in any United States Post Office, registered or certified mail, postage prepaid, addressed as follows: To the City: City of Anna, Texas Attn: City Manager 120 W. 7th Street Anna, Texas 75409 With a copy to: Wolfe, Tidwell & McCoy, LLP Attn: Clark McCoy 2591 Dallas Parkway, Suite 300 Frisco, Texas 75034 And to: McCall, Parkhurst & Horton L.L.P. Attn: Rodolfo Segura Jr 717 North Harwood, Suite 900 Dallas, TX 75201 To Developer: Bloomfield Homes, L.P. Donald J. Dykstra, President 1050 E. Highway 114, Suite 210 Southlake, TX 76092 With a copy to: Locke Lord LLP Attn: Drew Slone 2200 Ross Ave., Suite 2800 Dallas, Texas 75201 AMADOW VISTA DEVELOPAMN7 AGREEMENT PAGE 29 Any Party may change its address or addresses for delivery of notice by delivering written notice of such change of address to the other Party. 12.15 Interpretation. Each Parry has been actively involved in negotiating and drafting this Agreement. Accordingly, a rule of construction that any ambiguities are to be resolved against the drafting Party will not apply to interpreting this Agreement. In the event of any dispute over the meaning or application of any provision of this Agreement, the provision will be interpreted fairly and reasonably and neither more strongly for nor against any Party, regardless of which Party originally drafted the provision. 12.16 Time. In this Agreement, time is of the essence and compliance with the times for performance herein is required. 12.17 Authority and Enforceability. The City represents and warrants that this Agreement has been approved by official action by the City Council of the City in accordance with all applicable public notice requirements (including, but not limited to, notices required by the Texas Open Meetings Act) and that the individual executing this Agreement on behalf of the City has been duly authorized to do so. Developer represents and warrants that this Agreement has been approved by appropriate action of Developer, and that each individual executing this Agreement on behalf of Developer has been duly authorized to do so. Each Parry respectively acknowledges and agrees that this Agreement is binding upon such Party and is enforceable against such Party, in accordance with its terms and conditions. 12.18 Limited Waiver of Immunity. The Parties are entering into this Agreement in reliance upon its enforceability. Consequently, the City unconditionally and irrevocably waives all claims of sovereign and governmental immunity which it may have (including, but not limited to, immunity from suit and immunity to liability) to the extent, but only to the extent, that a waiver is necessary to enforce specific performance of this Agreement (including all of the remedies provided under this Agreement) and to give full effect to the intent of the Parties under this Agreement. Notwithstanding the foregoing, the waiver contained herein shall not waive any immunities that the City may have with respect to claims of injury to persons or property, which claims shall be subject to all of their respective immunities and to the provisions of the Texas Tort Claims Act. Further, the waiver of immunity herein is not enforceable by any party not a Parry to this Agreement. 12.19 Amendment; Severability. This Agreement shall not be modified or amended except in writing signed by the Parties. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable for any reason, then: (a) such unenforceable provision shall be deleted from this Agreement; (b) the unenforceable provision shall, to the extent possible and upon mutual agreement of the Parties, be rewritten to be enforceable and to give effect to the intent of the Parties; and (c) the remainder of this Agreement shall remain in full force and effect and shall be interpreted to give effect to the intent of the Parties. 12.20 Applicable Law; Venue. This Agreement is entered into pursuant to and is to be construed and enforced in accordance with the laws of the State of Texas and all obligations of the Parties are performable in Collin County. Exclusive venue for any action related to, arising out of, or brought in connection with this Agreement shall be in a state district court in Collin County. MEADOW VISTA DEVELOPA EN7 AGREEWNT PAGE 30 12.21 Non Waiver. Any failure by a Party to insist upon performance by the other Parry of any material provision of this Agreement shall not be deemed a waiver thereof, and the Parry shall have the right at any time thereafter to insist upon strict performance of any and all provisions of this Agreement. No provision of this Agreement may be waived except by writing signed by the Party waiving such provision. Any waiver shall be limited to the specific purposes for which it is given. No waiver by any Party of any term or condition of this Agreement shall be deemed or construed to be a waiver of any other term or condition or subsequent waiver of the same term or condition. 12.22 Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and constitute one and the same instrument. 12.23 Exhibits. The following exhibits are attached to this Agreement and are incorporated herein for all purposes: Exhibit A Metes and Bounds Description of the Property Exhibit B Depiction of the Property Exhibit C Concept Plan Exhibit D PD Exhibit E Original Agreement Exhibit F Authorized Improvements and Budgeted Costs Exhibit G Sewer Improvements Exhibit H Water Improvements Exhibit I Roadway/Drainage Improvements Exhibit J Off -Site Improvements Exhibit K Parks, Trails and Connectivity Plan Map Exhibit L Depiction of Community Amenities Exhibit M PID Financial Summary 12.24 Force Maieure. Each Party shall use good faith, due diligence and reasonable care in the performance of its respective obligations under this Agreement, and time shall be of the essence in such performance; however, in the event a Party is unable, due to force majeure, to perform its obligations under this Agreement, then the obligations affected by the force majeure shall be temporarily suspended. Within ten (10) business days after the occurrence of a force majeure, the Party claiming the right to temporarily suspend its performance, shall give written notice to all the Parties, including a detailed explanation of the force majeure and a description of the action that will be taken to remedy the force majeure and resume full performance at the earliest possible time. The term "force majeure" shall include events or circumstances that are not within the reasonable control of the Party whose performance is suspended and that could not have been avoided by such Party with the good faith exercise of good faith, due diligence and reasonable care. A Party that has claimed the right to temporarily suspend its performance under this section shall provide written reports to the other Party at least once every week detailing: (i) the extent to which the force majeure event or circumstance continues to prevent the Party's performance; (ii) all of the measures being employed to regain the ability to fully perform; and (iii) the projected date upon which the Party will be able to resume full performance. AIE"OW VISTA DEVELOPAMN7 AGREENOEN7 PAGE 31 12.25 Complete Agreement. This Agreement embodies the entire Agreement between the Parties and cannot be varied or terminated except as set forth in this Agreement, or by written agreement of the Parties expressly amending the terms of this Agreement. 12.26 Consideration. This Agreement is executed by the Parties hereto without coercion or duress and for substantial consideration, the sufficiency of which is hereby acknowledged. [SIGNATURES PAGES AND EXHIBITS FOLLOW; REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] MEADOW VISTA DEVELOPAMN7 AGREEME`7 PAGE 32 EXECUTED BY THE PARTIES TO BE EFFECTIVE ON THE EFFECTIVE DATE: CITY OF ANNA, TEXAS By: ' / �- Name: Nate Pike Title: Mayor Date: STATE OF TEXAS COUNTY OF COLLIN This instrument was acknowledged before me on this 2023, by Nate Pike, Mayor of the City of Anna, Texas, on behalf of said City. VANNA Reof Tublic, State of Texas. 10-03-2026 ==� Expires ota Public, State of Texasry �' ID 133995678 [SEAL] Approved as to form: C Clark McCoy, City Development Agreement Signature Page 2023 - 2023000081567 07/19/2023 03:01 PM Page 34 of 32 DEVELOPER: BLOOMFIEL.D HOMES, L.P,. a Texas limited partnership By: Bloomfield Properties. Inc., a Texas corporation, its C;cn raI Partner By-- -t- Do side t STATE OF TEXAS § COUNTY OF CDLL((,j § This instrument was acknowledged before me, on the 2-day of„ice _ _, 2023, by Donald J. Dykstra, President of Bloomfield Properties, lnc.. a 'Texas corporation, general partner of Bloomfield }comes, L.P., on behalf of said partnership. [S 6 A LJ 4'-(AA- Notary Public, State of Texas E EW M SLOI Eublic. Stale of Texasry It)13060652 Dnission Exp. 04-04.2024 Developmens Agrecrncni Signature Page Legal Description BEING A 223.154 ACRE TRACT OF LAND SITUATED IN THE FRANCIS T. DUFFAU SURVEY, ABSTRACT NO.288 AND THE JOHN ELLET SURVEY, ABSTRACT NO. 296, CITY OF ANNA E.T.J., COLLIN COUNTY, TEXAS, AND BEING ALL OF A CALLED 162.12 ACRE TRACT AND PART OF A 64.50 ACRE TRACT OF LAND CONVEYED TO QJR PARTNERSHIP, LTD. BY DEED RECORDED IN VOLUME 5106, PAGE 2380, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS AND SAID 162.12 ACRE AND 64.50 ACRE TRACT BEING DESCRIBED IN DEED TO LORRAINE SHERLEY, AS RECORDED IN VOLUME 784, PAGE 34, DEED RECORDS, COLLIN COUNTY, TEXAS. BEING ALL OF A CALLED 80 ACRE TRACT OF LAND CONVEYED AS FIRST TRACT, PART OF A CALLED 64.5 ACRE TRACT OF LAND CONVEYED AS SECOND TRACT, ALL OF A CALLED 40.86 ACRE TRACT OF LAND CONVEYED AS THIRD TRACT, ALL OF A CALLED 10 ACRE TRACT OF LAND CONVEYED AS FOURTH TRACT, ALL OF A CALLED 10 ACRE TRACT OF LAND CONVEYED AS FIFTH TRACT, AND ALL OF A CALLED 21.26 ACRE TRACT OF LAND CONVEYED AS SIXTH TRACT. SAID 223.154 ACRE TRACT WITH BEARING BASIS BEING GRID NORTH, TEXAS STATE PLANE COORDINATES, NORTH CENTRAL ZONE, NAD83 (NAD83 (2011) EPOCH 2O10), DETERMINED BY GPS OBSERVATIONS, CALCULATED FROM DENTON CORS ARP (PID-DF8986) AND DALLAS CORS ARP (PID-DF8984) AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING AT A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR THE SOUTHWEST CORNER OF SAID 21.26 ACRE SIXTH TRACT, THE COMMON NORTHWEST CORNER OF LOT 56, BLOCK F AND THE NORTHEAST CORNER OF LOT 3, BLOCK G OF CREEKSIDE PHASE 3, AN ADDITION TO THE CITY OF ANNA ACCORDING TO THE PLAT RECORDED IN CABINET P, SLIDE 623, PLAT RECORDS, COLLIN COUNTY, TEXAS AND BEING THE COMMON SOUTHEAST CORNER OF CALLED 50.53 ACRE TRACT OF LAND CONVEYED BY DEED TWO-J PARTNERS, LLLP RECORDED IN COUNTY CLERK'S FILE NO.20080509000562500, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, ALONG THE COMMON EAST LINE OF SAID 50.53 ACRE TRACT AND THE WEST LINE OF SAID 21.26 ACRE SIXTH TRACT AND THE WEST LINE OF SAID 10 ACRE FOURTH TRACT, THE FOLLOWING COURSES AND DISTANCES: NORTH 00 DEGREES 40 MINUTES 32 SECONDS EAST, A DISTANCE OF 260.50 FEET TO A POINT FOR CORNER; NORTH 00 DEGREES 59 MINUTES 07 SECONDS EAST, A DISTANCE OF 1115.83 FEET TO A POINT FOR CORNER; NORTH 00 DEGREES 49 MINUTES 32 SECONDS EAST, A DISTANCE OF 309.20 FEET TO A POINT FOR CORNER; NORTH 00 DEGREES 36 MINUTES 32 SECONDS EAST, A DISTANCE OF 368.00 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; NORTH 00 DEGREES 42 MINUTES 32 SECONDS EAST, A DISTANCE OF 596.23 FEET TO A P.K. NAIL WITH SHINER STAMPED "LJA SURVEYING SURVEYING" SET FOR CORNER, SAID POINT LYING IN COLLIN COUNTY ROAD NO.370 (A PRESCRIPTIVE RIGHT OF WAY), SAID POINT BEING THE COMMON NORTHWEST CORNER OF SAID 10 ACRE FOURTH TRACT AND THE NORTHEAST CORNER OF SAID 50.53 ACRE TRACT AND BEING ON THE SOUTH LINE OF AFORESAID 64.5 ACRE SECOND TRACT; THENCE, NORTH 88 DEGREES 48 MINUTES 28 SECONDS WEST, ALONG THE COMMON NORTH LINE OF SAID 50.53 ACRE TRACT AND THE SOUTH LINE OF SAID 64.5 ACRE SECOND TRACT, A DISTANCE OF 251.32 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER, SAID POINT BEING THE SOUTHWEST CORNER OF SAID 64.5 ACRE SECOND TRACT AND THE SOUTHEAST CORNER OF A 38.15 ACRE TRACT OF LAND CONVEYED BY DEED AS TRACT 7 TO MJLA ADAMS, LTD. RECORDED IN COUNTY CLERK'S FILE NO.20110505000462590, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, NORTH 01 DEGREE 38 MINUTES 26 SECONDS WEST, ALONG THE COMMON WEST LINE OF SAID 64.5 ACRE SECOND TRACT AND THE EAST LINE OF SAID 38.15 ACRE TRACT, A DISTANCE OF 509.20 FEET TO A P.K. NAIL WITH SHINER STAMPED "LJA SURVEYING" SET FOR CORNER, SAID POINT BEING THE NORTHEAST CORNER OF SAID 38.15 ACRE TRACT AND THE SOUTHEAST CORNER OF A 17.863 ACRE TRACT OF LAND CONVEYED BY DEED TO ANNA 18, LLC RECORDED IN COUNTY CLERK'S FILE NO.20161020001423440, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, DEPARTING SAID WEST LINE OF SAID 64.5 ACRE SECOND TRACT AND OVER AND ACROSS SAID 64.5 ACRE SECOND TRACT, THE FOLLOWING COURSES AND DISTANCES: NORTH 89 DEGREES 28 MINUTES 39 SECONDS EAST, A DISTANCE OF 500.77 FEET TO A POINT FOR CORNER; NORTH 00 DEGREES 31 MINUTES 21 SECONDS WEST, A DISTANCE OF 432.96 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER ON THE NORTH LINE OF SAID 64.5 ACRE SECOND TRACT AND THE COMMON SOUTH LINE OF A 159.725 ACRE TRACT OF LAND CONVEYED BY DEED TO LHJH MANAGEMENT COMPANY LLC RECORDED 1N COUNTY CLERK'S FILE NO. 2006100300142590, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, NORTH 89 DEGREES 28 MINUTES 39 SECONDS EAST, ALONG THE COMMON NORTH LINE OF SAID 64.5 ACRE SECOND TRACT, AND THE SOUTH LINE OF SAID 159.725 ACRE TRACT, A DISTANCE OF 2480.20 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR THE NORTHEAST CORNER OF SAID 64.5 ACRE SECOND TRACT AND THE COMMON SOUTHEAST CORNER OF SAID 159.725 ACRE TRACT, SAID POINT BEING ON THE WEST LINE OF A 50.00 ACRE TRACT OF LAND CONVEYED BY DEED TO KAYASA FAMILY, LTD., RECORDED IN COUNTY CLERK'S FILE NO. 20171012001368980, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, SOUTH 01 DEGREE 15 MINUTES 53 SECONDS WEST, ALONG THE COMMON EAST LINE OF SAID 64.5 ACRE SECOND TRACT AND THE WEST LINE OF SAID 50.00 ACRE TRACT, A DISTANCE OF 1024.64 FEET TO A 1" IRON PIPE (BENT) FOUND FOR THE SOUTHEAST CORNER OF SAID 64.5 ACRE SECOND TRACT AND BEING THE COMMON NORTHEASTERLY NORTHWEST CORNER OF A 111.666 ACRE TRACT OF LAND CONVEYED BY DEED TO OAKWOOD VILLAGE APARTMENTS, INC., RECORDED IN COUNTY CLERK'S FILE NO. 201712001001594200, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, NORTH 88 DEGREES 57 MINUTES 17 SECONDS WEST, ALONG THE COMMON SOUTH LINE OF SAID 64.5 ACRE SECOND TRACT AND THE NORTH LINE OF SAID 111.666 ACRE TRACT, A DISTANCE OF 33.92 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR THE NORTHWEST CORNER OF SAID 111.666 ACRE TRACT AND THE NORTHEAST CORNER OF AFORESAID 40.86 ACRE THIRD TRACT; THENCE, SOUTH 00 DEGREES 33 MINUTES 44 SECONDS WEST, ALONG THE COMMON EAST LINE OF SAID 40.86 ACRE THIRD TRACT AND THE WEST LINE OF SAID 111.666 ACRE TRACT, A DISTANCE OF 2640.17 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "J.E. SMITH 3700" FOUND FOR THE COMMON SOUTHEAST CORNER OF SAID 40.86 ACRE THIRD TRACT AND THE SOUTHWEST CORNER OF SAID 111.666 ACRE TRACT, SAID POINT LYING ON THE NORTH LINE OF A 17.455 ACRE TRACT OF LAND CONVEYED AS TRACT 1 NORTH, TO LENNAR HOMES OF TEXAS LAND AND CONSTRUCTION, LTD., RECORDED IN COUNTY CLERK'S FILE NO.20180614000736900, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, NORTH 88 DEGREES 46 MINUTES 28 SECONDS WEST, ALONG THE COMMON SOUTH LINE OF SAID 40.86 ACRE TRACT, THE SOUTH LINE OF AFORESAID 10.00 ACRE FIFTH TRACT, AND THE NORTH LINE OF SAID 17.455 ACRE TRACT, A DISTANCE OF 803.28 FEET TO A 5/8" IRON ROD FOUND FOR THE COMMON NORTHWEST CORNER OF SAID 17.455 ACRE TRACT AND THE NORTHEAST CORNER OF THE FALLS PHASE 2, AN ADDITION TO THE CITY OF ANNA ACCORDING TO THE PLAT THEREOF RECORDED IN CABINET P, PAGE 870, PLAT RECORDS, COLLIN COUNTY TEXAS; THENCE, ALONG THE COMMON NORTH LINE OF SAID THE FALLS PHASE 2, CONTINUING ALONG THE SOUTH LINE OF SAID 10.00 ACRE FIFTH TRACT AND ALONG THE SOUTH LINE OF AFORESAID 80 ACRE FIRST TRACT, THE FOLLOWING COURSES AND DISTANCES: NORTH 89 DEGREES 00 MINUTES 01 SECOND WEST, A DISTANCE OF 642.80 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; NORTH 89 DEGREES 04 MINUTES 18 SECONDS WEST, A DISTANCE OF 13.58 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; NORTH 89 DEGREES 18 MINUTES 16 SECONDS WEST, A DISTANCE OF 715.13 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER AT THE COMMON NORTHWEST CORNER OF THE FALLS PHASE 2, THE NORTHEAST CORNER OF AFORESAID CREEKSIDE PHASE 3, THE SOUTHWEST CORNER OF SAID 80 ACRE FIRST TRACT AND THE SOUTHEAST CORNER OF AFORESAID 21.26 ACRE SIXTH TRACT; THENCE, NORTH 89 DEGREES 41 MINUTES 14 SECONDS WEST, ALONG THE COMMON SOUTH LINE OF SAID 21.26 ACRE SIXTH TRACT AND THE NORTH LINE OF SAID CREEKSIDE PHASE 3, A DISTANCE OF 492.18 FEET TO THE POINT OF BEGINNING AND CONTAINING A CALCULATED AREA OF 9,720,596 SQUARE FEET OR 223.154 ACRES LAND. ��11111111111111111111111111/ 11111111111111111���� ' ,������1111111� 111111111111111� �I . `�����I���1�11111111 11111111111111111 PF ���� �Il���1�1111111� 11111111111111111 lllilll� lllllllllllllllll ��,��llj�����1111111111 11111111111111111 . � II�!ll��,//11111111 11111111111111111 — I� I�j� �Ir�1111111111 111111111 111111 "= \ �ll��,� �r111111111111 111111�� ,��`�' .� W1111111111111�►rr� PROPERTY MARCH X23 MEADOW VISIA ��_ IlnnIn11111111mn�, EXHIBIT C CONCEPT PLAN _ m MY •� m nmmnm — -- —_ � -.; �,rtttt��,•i�i�i�iiiiii =i = �� —� �= r- Ro EXHIBIT D PD CITY OF ANNA, TEXAS (Property rezoned under this ordinance is generally located on the north side of Hackberry Drive, 480t feet west of Ferguson Parkway) ORDINANCE NO. ,A9- aW17 AN ORDINANCE OF THE CITY OF ANNA, TEXAS AMENDING THE CITY'S COMPREHENSIVE PLAN, ZONING MAP, AND ZONING ORDINANCE AND CHANGING THE ZONING OF CERTAIN PROPERTY AS DESCRIBED HEREIN; PROVIDING FOR SAVINGS, REPEALING AND SEVERABILITY CLAUSES; PROVIDING FOR AN EFFECTIVE DATE; PROVIDING FOR A PENALTY CLAUSE NOT TO EXCEED $2,000 OR THE HIGHEST PENALTY AMOUNT ALLOWED BY LAW, WHICHEVER IS LESS; AND, PROVIDING FOR THE PUBLICATION OF THE CAPTION HEREOF. WHEREAS, the City of Anna, Texas ("City") has previously adopted ordinances, rules and regulations governing the zoning in the City; and WHEREAS, the City has received a requested zoning change on Property described in Exhibit A ("Property") attached hereto and incorporated herein for all purposes as if set forth in full; and WHEREAS, said Property generally located on the north side of Hackberry Drive, 480E feet west of Ferguson Parkway being rezoned from Single -Family Residential - Large Lot (SF-E) to Planned Development (PD) zoning; and WHEREAS, the Planning and Zoning Commission of the City and the City Council of the City of Anna ("City Council') have given the requisite notices by publication and otherwise and have held the public hearings as required by law and afforded a frill and fair hearing to all property owners and generally to all persons interested in and situated in the affected area and in the vicinity thereof, the City Council has concluded that the Zoning Ordinance of the City should be amended as set forth below. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS THAT: Section 1. Recitals Incorporated The above recitals arc incorporated herein by reference for all purposes. Section 2. Zoning Change The Anna City Code of Ordinances are hereby amended by changing the zoning of the Property described in Exhibit A from Single -Family Residential - Large Lot (SF-E) to Planned Development (PD) zoning. The Planned Development (PD) zoning regulations limit the permitted uses and development standards of the Property or any part thereof to those permitted in the SF-60 Single -Family Residence District and C-1 Restricted Commercial District, unless otherwise specified herein, as depicted in the Concept Plan on the attached Exhibit B. A. Development Standards: 1. SF-60 Residential Zoning District Area Regulations: a. Side Yard, Interior: 5 feet. b. Rear yard: i. 20 feet -lots backing to either a minor or major collector, to include the minimum 15 feet -wide landscape tract adjacent to a major collector. ii. 10 feet- all other lots c. Front Yard: 20 feet with no additional encroachments. d. Min. Lot Area: 5,500 sq. ft. / overall average 6,600 sq. ft. e. Min. Lot Width: 50 feet / overall average 60 feet. f. Min. Lot Depth: i. 120 feet - lots backing to� either a minor or major collector, to include the minimum 15 feet -wide landscape tract adjacent to a major collector. ii. 110 feet -all other lots. g. Max. Lot Coverage: 60% h. Building Size: min. 1,500 sq. ft. 2. Maximum total residential lots not to exceed 800. 3. Single-family development is restricted to a front -entry product. 4. Streets: a. The maximum length of any block or street segment shall be 1,600 feet and the minimum length shall be 300 feet. b. The street patterns depicted in the approved Concept Plan shall fulfill minimum curvilinear street requirement, either as a whole or by phase. c. The Planned Development is responsible for construction of one-half of the divided roadway section of future Ferguson Parkway and one-half of the divided roadway of future Hackberry Drive to the extent located within or adjacent to the Planned Development. E 5. Fencing: Fencing along the rear property boundary of any lot backing to natural drainage areas or creeks are restricted to wrought iron, tubular steel, or tubular aluminum and must be at least 50% open construction. 6. Amenities: Amenity center with swimming pool, restroom and changing area, an 8- foot wide concrete sidewalkhrail, and a trailhead with playground and park benches along with pet waste stations shall be provided in general conformance to the locations identified on the approved Concept Plan. 7. The area identified as "Mixed Use" on the approved Concept Plan may be developed entirely as either C-1 Restricted Commercial or SF-60 Single -Family Residence District as amended by the PD. B. Plats and/or site plans submitted for the development of the PD shall conform to the data presented and approved on the Conceptual Development plan. Non -substantial changes of detail on the final development plan(s) that differ from the Conceptual Development plan may be authorized by the City Council with the approval of the final development plan(s) and without public hearing. C. The Conceptual Development Plan will expire after two (2) years of approval. Section 3. Official Zoning Map The official Zoning Map of the City shall be corrected to reflect the change in zoning described herein. Section 4. Savings, Repealing and Severability Clauses It is hereby declared to be the intention of the City Council that the words, sentences, paragraphs, subdivisions, clauses, phrases, and provisions of this ordinance are severable and, if any phrase, sentence, paragraph, subdivision, clause, or provision of this ordinance shall be declared unconstitutional or otherwise invalid or inapplicable by the valid judgment or decree of any court of competent jurisdiction, such unconstitutionality, invalidity or inapplicability shall not affect any of the remaining words, sentences, paragraphs, subdivisions, clauses, phrases, or provisions of this ordinance, since the same would have been enacted by the City Council without the incorporation in this ordinance of any such unconstitutional, invalid or inapplicable words, sentences, paragraphs, subdivisions, clauses, phrases, or provisions. Further, all ordinances or parts of ordinances in force when the provisions of this ordinance become effective that are consistent and do not conflict with the terms and provisions of this ordinance are hereby ratified to the extent of such consistency and lack of conflict, and all ordinances or parts of ordinances in force when the provisions of this ordinance become effective that are inconsistent or in conflict with the terms and provisions contained in this ordinance are hereby repealed only to the extent of any such conflict. Section 5. Penalty Any violation of any of the terms of this ordinance, whether denominated in this ordinance as unlawful or not, shall be deemed a misdemeanor. Any person convicted of any such violation shall be fined in an amount not to exceed $2,000 for each incidence of violation. Each day a violation exists is considered a separate offense and will be punished separately. Section 6. Publication of the Caption and Effective Date This ordinance shall be effective upon its passage by the City Council, approval by the Mayor, and posting and/or publication, if required by law, of its caption. The City Secretary is hereby authorized and directed to implement such posting and/or publication. PASSED by the City Council of the City of Anna, Texas this 1 Oth day of December 2019. ATTESTED: Carrie L. Smith, City'Secretary APPROVED: U� .� •'• fit•••••... 411, rEXP,,, ke, Mayor EXHIBIT A LEGAL DESCRIPTION TRACT 1 161.250 ACRES BEING A 161.250 ACRE TRACT OF LAND SITUATED IN THE FRANCIS T. DUFFAU SURVEY, ABSTRACT NO.288, CITY OF ANNA E.T.J., COLLIN COUNTY, TEXAS, AND BEING ALL OF A CALLED 162.12 ACRE TRACT OF LAND CONVEYED TO QJR PARTNERSHIP, LTD. BY DEED RECORDED IN VOLUME .5106, PAGE 2380, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS AND SAID 162.12 ACRE TRACT BEING DESCRIBED IN DEED TO LORRAINE SHERLEY, AS RECORDED IN VOLUME 784, PAGE 34, DEED RECORDS, COLLIN COUNTY, TEXAS. BEING ALL OF A CALLED 80 ACRE TRACT OF LAND CONVEYED AS FIRST TRACT, ALL OF A CALLED 40.86 ACRE TRACT OF LAND CONVEYED AS THIRD TRACT, ALL OF A CALLED 10 ACRE TRACT OF LAND CONVEYED AS FOURTH TRACT, ALL OF A CALLED 10 ACRE TRACT OF LAND CONVEYED AS FIFTH TRACT, AND ALL OF A CALLED 21.26 ACRE TRACT OF LAND CONVEYED AS SIXTH TRACT. SAID 161.250 ACRE TRACT WITH BEARING BASIS BEING GRID NORTH, TEXAS STATE PLANE COORDINATES, NORTH CENTRAL ZONE, NAD83 (NAD83 (2011) EPOCH 2010), DETERMINED BY GPS OBSERVATIONS, CALCULATED FROM DENTON CORS ARP (PID-DF8986) AND DALLAS CORS ARP (PID-DF8984) AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING AT A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR THE SOUTHWEST CORNER OF SAID 21.26 ACRE SIXTH TRACT, THE COMMON NORTHWEST CORNER OF LOT 56, BLOCK F AND THE NORTHEAST CORNER OF LOT 3, BLOCK G OF CREEKSIDE PHASE 3, AN ADDITION TO THE CITY OF ANNA ACCORDING TO THE PLAT RECORDED IN CABINET P. SLIDE 623, PLAT RECORDS, COLLIN COUNTY, TEXAS AND BEING THE COMMON SOUTHEAST CORNER OF CALLED 50.53 ACRE TRACT OF LAND CONVEYED BY DEED TWO-J PARTNERS, LLLP RECORDED IN COUNTY CLERK'S FILE NO.20080509000562500, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, ALONG THE COMMON EAST LINE OF SAID 50.53 ACRE TRACT AND THE WEST LINE OF SAID 21.26 ACRE SIXTH TRACT AND THE WEST LINE OF SAID 10 ACRE FOURTH TRACT, THE FOLLOWING COURSES AND DISTANCES: NORTH 00 DEGREES 40 MINUTES 32 SECONDS EAST, A DISTANCE OF 260.50 FEET TO A POINT FOR CORNER; NORTH 00 DEGREES 59 MINUTES 07 SECONDS EAST, A DISTANCE OF 1115.83 FEET TO A POINT FOR CORNER; NORTH 00 DEGREES 49 MINUTES 32 SECONDS EAST, A DISTANCE OF 309.20 FEET TO A POINT FOR CORNER; SAM-LMD100771200 SURVEM30 Legal Dcscr4 t rss=77BY01-TRACT 1.doex Page 1 d 3 NORTH 00 DEGREES 36 MINUTES 32 SECONDS EAST, A DISTANCE OF 368.00 FEET TO A POINT FOR CORNER; NORTH 00 DEGREES 42 MINUTES 32 SECONDS EAST, A DISTANCE OF 596.23 FEET TO A P.K. NAIL WITH SHINER STAMPED "LJA SURVEYING SURVEYING' SET FOR CORNER, SAID POINT LYING IN COLLIN COUNTY ROAD NO.370 (A PRESCRIPTIVE RIGHT OF WAY), SAID POINT BEING THE COMMON NORTHWEST CORNER OF SAID 10 ACRE FOURTH TRACT AND THE NORTHEAST CORNER OF SAID 50.53 ACRE TRACT AND BEING ON THE SOUTH LINE OF A CALLED 64.5 TRACT ACRE OF LAND CONVEYED TO QJR PARTNERSHIP, LTD. BY DEED RECORDED IN VOLUME 5106, PAGE 2380, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS AND SAID 64.5 ACRE TRACT BEING DESCRIBED AS SECOND TRACT IN SAID VOLUME 764, PAGE 34, DEED RECORDS, COLLIN COUNTY, TEXAS; THENCE, SOUTH 88 DEGREES 56 MINUTES 00 SECONDS EAST, ALONG THE COMMON SOUTH LINE OF SAID 64.5 ACRE SECOND TRACT AND THE NORTH LINES OF SAID 10 ACRE FOURTH TRACT, SAID 21.26 ACRE SIXTH TRACT, SAID 80 ACRE FIRST TRACT, SAID 10 ACRE FIFTH TRACT, AND SAID 40.86 ACRE THIRD TRACT, A DISTANCE OF 2,654.98 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR THE NORTHEAST CORNER OF SAID 40.86 ACRE THIRD TRACT AND THE COMMON NORTHWEST CORNER OF A CALLED A 111.666 ACRE TRACT OF LAND CONVEYED BY DEED TO OAKWOOD VILLAGE APARTMENTS, INC., RECORDED IN COUNTY CLERK'S FILE NO.20171201001594200, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, SOUTH 00 DEGREES 33 MINUTES 44 SECONDS WEST, ALONG THE COMMON EAST LINE OF SAID 40.86 ACRE THIRD TRACT AND THE WEST LINE OF SAID 111.666 ACRE TRACT, A DISTANCE OF 2640.17 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "J.E. SMITH 3700" FOUND FOR THE COMMON SOUTHEAST CORNER OF SAID 40.86 ACRE THIRD TRACT AND THE SOUTHWEST CORNER OF SAID 111.666 ACRE TRACT, SAID POINT LYING ON THE NORTH LINE OF A 17.455 ACRE TRACT OF LAND CONVEYED AS TRACT 1 NORTH, TO LENNAR HOMES OF TEXAS LAND AND CONSTRUCTION, LTD., RECORDED IN COUNTY CLERK'S FILE NO.20180614000736900, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, NORTH 88 DEGREES 46 MINUTES 28 SECONDS WEST, ALONG THE COMMON SOUTH LINE OF SAID 40.86 ACRE THIRD TRACT, THE SOUTH LINE OF AFORESAID 10.00 ACRE FIFTH TRACT, AND THE NORTH LINE OF SAID 17.455 ACRE TRACT, A DISTANCE OF 803.28 FEET TO A 5/8" IRON ROD FOUND FOR THE COMMON NORTHWEST CORNER OF SAID 17.455 ACRE TRACT AND THE NORTHEAST CORNER OF THE FALLS PHASE 2, AN ADDITION TO THE CITY OF S:VM-LANQ=rrM SURVM30 Legg! OeWptlons=rffiY01•TRACT 1.doex Page 2 of 3 ANNA ACCORDING TO THE PLAT THEREOF RECORDED IN CABINET P, PAGE 870, PLAT RECORDS, COLLIN COUNTY TEXAS; THENCE, ALONG THE COMMON NORTH LINE OF SAID THE FALLS PHASE 2, CONTINUING ALONG THE SOUTH LINE OF SAID 10.00 ACRE FIFTH TRACT AND ALONG THE SOUTH LINE OF AFORESAID 80 ACRE FIRST TRACT, THE FOLLOWING COURSES AND DISTANCES: NORTH 89 DEGREES 00 MINUTES 01 SECOND WEST, A DISTANCE OF 642.80 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; NORTH 89 DEGREES 04 MINUTES 18 SECONDS WEST, A DISTANCE OF 13.58 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; NORTH 89 DEGREES 18 MINUTES 16 SECONDS WEST, A DISTANCE OF 715.13 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER AT THE COMMON NORTHWEST CORNER OF THE FALLS PHASE 2, THE NORTHEAST CORNER OF AFORESAID CREEKSIDE PHASE 3, THE SOUTHWEST CORNER OF SAID 80 ACRE FIRST TRACT AND THE SOUTHEAST CORNER OF AFORESAID 21.26 ACRE SIXTH TRACT; THENCE, NORTH 89 DEGREES 41 MINUTES 14 SECONDS WEST, ALONG THE COMMON SOUTH LINE OF SAID 21.26 ACRE SIXTH TRACT AND THE NORTH LINE OF SAID CREEKSIDE PHASE 3, A DISTANCE OF 492.18 FEET TO THE POINT OF BEGINNING AND CONTAINING A CALCULATED AREA OF 7,024,033 SQUARE FEET OR 161.250 ACRES OF LAND. S*i:3a< 3 - TM007MOO SURVEY%= Legal Qescxipt�on =77BY01-TRACT 1.doex Page LEGAL DESCRIPTION TRACT 2 61.905 ACRES BEING A 61.905 ACRE TRACT OF LAND SITUATED IN THE JOHN ELLET SURVEY, ABSTRACT NO.296, CITY OF ANNA E.T.J., COLLIN COUNTY, TEXAS, AND BEING PART OF A 64.50 ACRE TRACT OF LAND CONVEYED TO QJR PARTNERSHIP, LTD. BY DEED RECORDED IN VOLUME 5106, PAGE 2380, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS AND SAID 64.5 ACRE TRACT BEING DESCRIBED AS SECOND TRACT IN THE DEED TO LORRAINE SHERLEY, AS RECORDED IN VOLUME 784, PAGE 34, DEED RECORDS, COLLIN COUNTY, TEXAS. SAID 61.905 ACRE TRACT WITH BEARING BASIS BEING GRID NORTH, TEXAS STATE PLANE COORDINATES, NORTH CENTRAL ZONE, NAD83 (NAD83 (2011) EPOCH 2O10), DETERMINED BY GPS OBSERVATIONS, CALCULATED FROM DENTON CORS ARP (PID-DF8986) AND DALLAS CORS ARP (PID-DF8984) AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING AT A 1" IRON PIPE (BENT) FOUND FOR THE SOUTHEAST CORNER OF SAID 64.5 ACRE SECOND TRACT AND BEING THE COMMON NORTHEASTERLY NORTHWEST CORNER OF A 111.666 ACRE TRACT OF LAND CONVEYED BY DEED TO OAKWOOD VILLAGE APARTMENTS, INC., RECORDED IN COUNTY CLERK'S FILE NO.20171201001594200, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS, FROM WHICH 5/8" IRON ROD FOUND FOR AN INTERIOR ELL CORNER OF SAID 111.666 ACRE TRACT AND THE COMMON SOUTHWEST CORNER OF A 50.00 ACRE TRACT OF LAND CONVEYED BY DEED TO KAYASA FAMILY, LTD., RECORDED IN COUNTY CLERK'S FILE NO. 20171012001368980, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS BEARS SOUTH 01 DEGREE 15 MINUTES 53 SECONDS WEST, A DISTANCE OF 36.09 FEET; THENCE, NORTH 88 DEGREES 57 MINUTES 17 SECONDS WEST, ALONG THE COMMON SOUTH LINE OF SAID 64.5 ACRE SECOND TRACT AND THE NORTH LINE OF SAID 111.666 ACRE TRACT, A DISTANCE OF 33.92 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR THE NORTHWEST CORNER OF SAID 111.666 ACRE TRACT AND THE COMMON NORTHEAST CORNER OF A CALLED 40.86 ACRE THIRD TRACT AS RECORDED IN SAID VOLUME 784, PAGE 34, DEED RECORDS, COLLIN COUNTY, TEXAS; THENCE, NORTH 88 DEGREES 56 MINUTES 00 SECONDS WEST, ALONG THE COMMON SOUTH LINE OF SAID 64.5 ACRE SECOND TRACT AND THE NORTH LINES OF SAID 40.86 ACRE THIRD TRACT, A CALLED 10 ACRE TRACT OF LAND CONVEYED AS FIFTH TRACT, A CALLED 80 ACRE TRACT OF LAND CONVEYED AS FIRST TRACT, A CALLED 21.26 ACRE TRACT OF LAND CONVEYED AS SIXTH S:VM-LMMOO 7= SURVEM30 Legal DescrVIons=77BY01-TRACT 2.doex Pap I of 3 TRACT, AND A CALLED 10 ACRE TRACT OF LAND CONVEYED AS FOURTH TRACT, AS RECORDED IN SAID VOLUME 784, PAGE 34, DEED RECORDS, COLLIN COUNTY, TEXAS, A DISTANCE OF 2,654.98 FEET TO A P.K. NAIL WITH SHINER STAMPED "LJA SURVEYING" SET FOR THE NORTHWEST CORNER OF SAID FOURTH TRACT AND THE COMMON NORTHEAST CORNER OF A CALLED 50.53 ACRE TRACT OF LAND CONVEYED BY DEED TWO-J PARTNERS, LLLP RECORDED IN COUNTY CLERICS FILE NO.20080509000562500, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, NORTH 88 DEGREES 48 MINUTES 28 SECONDS WEST, ALONG THE COMMON NORTH LINE OF A 50.53 ACRE TRACT AND THE SOUTH LINE OF SAID 64.5 ACRE SECOND TRACT, A DISTANCE OF 251.32 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER, SAID POINT BEING THE SOUTHWEST CORNER OF SAID 64.5 ACRE SECOND TRACT AND THE SOUTHEAST CORNER OF A 38.15 ACRE TRACT OF LAND CONVEYED BY DEED AS TRACT 7 TO MJLA ADAMS, LTD. RECORDED IN COUNTY CLERK'S FILE NO.20110505000462590, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, NORTH 01 DEGREE 38 MINUTES 26 SECONDS WEST, ALONG THE COMMON WEST LINE OF SAID 64.5 ACRE SECOND TRACT AND THE EAST LINE OF SAID 38.15 ACRE TRACT, A DISTANCE OF 509.20 FEET TO A P.K. NAIL WITH SHINER STAMPED "LJA SURVEYING" SET FOR CORNER, SAID POINT BEING THE NORTHEAST CORNER OF SAID 38.15 ACRE TRACT AND THE SOUTHEAST CORNER OF A 17.863 ACRE TRACT OF LAND CONVEYED BY DEED TO ANNA 18, LLC RECORDED IN COUNTY CLERICS FILE NO.20161020001423440, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, DEPARTING SAID WEST LINE OF SAID 64.5 ACRE SECOND TRACT AND OVER AND ACROSS SAID 64.5 ACRE SECOND TRACT, THE FOLLOWING COURSES AND DISTANCES: NORTH 89 DEGREES 28 MINUTES 39 SECONDS EAST, A DISTANCE OF 500.77 FEET TO A 518" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; NORTH 00 DEGREES 31 MINUTES 21 SECONDS WEST, A DISTANCE OF 432.96 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER ON THE NORTH LINE OF SAID 64.5 ACRE SECOND TRACT AND THE COMMON SOUTH LINE OF A 159.725 ACRE TRACT OF LAND CONVEYED BY DEED TO LHJH MANAGEMENT COMPANY LLC RECORDED IN COUNTY CLERK'S FILE NO. 20061003001424590, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; SMIX-U�T7 W SURVEY123 L"d Dfta ptfoRat0 rW01-TRACT Zdouc Page 2 of 3 THENCE, NORTH 89 DEGREES 28 MINUTES 39 SECONDS EAST, ALONG THE COMMON NORTH LINE OF SAID 64.5 ACRE SECOND TRACT, AND THE SOUTH LINE OF SAID 159.725 ACRE TRACT, A DISTANCE OF 2,480.20 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "UA SURVEYING" SET FOR THE NORTHEAST CORNER OF SAID 64.5 ACRE SECOND TRACT AND THE COMMON SOUTHEAST CORNER OF SAID 159.725 ACRE TRACT, SAID POINT BEING ON THE WEST LINE OF AFORESAID KAYASA FAMILY 50.00 ACRE TRACT; THENCE, SOUTH 01 DEGREE 15 MINUTES 53 SECONDS WEST, ALONG THE COMMON EAST LINE OF SAID 64.5 ACRE SECOND TRACT AND THE WEST LINE OF SAID 50.00 ACRE TRACT, A DISTANCE OF 1024.64 FEET TO THE POINT OF BEGINNING AND CONTAINING A CALCULATED AREA OF 2,696,663 SQUARE FEET OR 61.905 ACRES OF LAND. SiWX4ANC10077= SURVEM30 Legg! QesolpWtts=n8Y0f-TRACT 2.dm Page 3 of 3 CITY OF ANNA PLANNING & ZONING COMMISSION December 2, 2019 Agenda Item No. 6B Applicant: Bloomfield Homes DESCRIPTION: Request to rezone 223.01 acres located on the north side of Hackberry Drive, 480t feet west of Ferguson Parkway from Single -Family Residential - Large Lot to Planned Development -Single -Family Residence-60/Restricted Commercial District. REMARKS: The applicant is requesting to rezone the subject property to Planned Development - Single -Family Residence-60/Restricted Commercial District (PD-SF-60/C-1) to allow for a single-family residential development with modified development standards which may include a nonresidential component. A PD district is intended to provide for combining and mixing of uses allowed in various districts with appropriate regulations and to permit flexibility in the use and design of land and buildings in situations where modification of specific provisions of this article is not contrary to its intent and purpose or significantly Inconsistent with the planning on which it is based and will not be harmful to the community. A PD district may be used to permit new and innovative concepts in land utilization. While great flexibility is given to provide special restrictions which will allow development not otherwise permitted, procedures are established herein to Insure against misuse of the Increased flexibility. The SF-60 Single -Family Residential District is designed to accommodate single-family residential development on relatively ample lots. The district can be appropriately located In proximity to agricultural and single-family residential uses. The CA district is established to accommodate the shopping needs of residents In adjacent residential areas. This district is meant to be used in limited areas, where retail or service establishments deal directly with customers. Businesses in the C- 1 district should be oriented to satisfying the daily and frequent shopping needs of the neighborhood consumer. A concept plan, Meadow Vista, accompanies this request as Agenda Item 6C. Surroundina Land Use and Zoning North Vacant land zone Agricultural East Across future Ferguson Parkway vacant land zoned Agricultural and vacant land zoned PD-SF 72 Single -Family Residence. At the southeastern portion of the tract vacant land zoned PD-NC Neighborhood Convenience South Across future Hackberry Drive vacant land zoned PD-SF-72, and two existing residential subdivisions The Falls and Creekside zoned PD-R-1. West Vacant tract zoned PD-C-1 Restricted Commercial and vacant tracts zoned SF-E Single -Family Residential — Large Lot Proposed Planned Development Stipulations The requested zoning is PD-SF-60/C-1. There are two primary parts to this request: land use and design standards. Land Use - The applicant is proposing to rezone the subject property to allow for a single- family residential subdivision with a nonresidential component. Design Standards - The language in the proposed PD district would allow for a single- family residential development with modified area regulations and nonresidential that would be limited to the northwest portion of the zoning request. Conformance with the City of Anna Strategic Plan and Comprehensive Plan Anna Vision 2034 a. Principle 3: Preserved some natural areas/open space through the community. b. Principle 5: Great Housing Opportunities. i. Diverse housing choices for all family generations: small lots, townhomes, estate homes, "ranchette", apartments, mixed -use development. ii. Safe, well -design, well -maintained multi -family and single-family rental housing. City of Anna Goals for 2024 a. Goal 2: Sustainable Anna Community Through Planned, Managed Growth. 1. Having new buildings and homes that are attractive and using the appropriate building materials and meeting City's architectural standards. AGENDA ITEM NO.6B (12102119) PAGE 2 OF 5 it. Develop City infrastructure to support a growing community. iii. Having a range of housing choice available in Anna. Future Land Use Plan - The Future Land Use Plan identifies four land use designations within the subject properly. Single Family (yellow) Parks (green), and medium density (orange), and Commercial (red). The proposed zoning request is in conformance with the Future Lane use Plan. Adequacy of Public Facilities - Water and sanitary sewer services are available to serve the subject property; however, the applicant may be responsible for making improvements to either the water and/or sanitary sewer system to increase the system capacity if required. ISSUES: Residential Formj The applicant has indicated the zoning request is a continuation of the established subdivisions to the south with the exception of the minimum lot depth which has been increased to allow for a larger building pad site. Below is a comparison between the proposed area regulations and the existing subdivisions regulations PD-SF-60 The Falls & Creekside SF-60 Min. front yard 20 ft. 20 ft. 25 ft. Min. side yard 5 ft. / 15 ft. corner 5 ft. 110 ft. corner 10 ft. / 15 ft. comer Min, rear 15 ft. adjacent to collector R.O.W. / 10 ft. elsewhere 15 ft. 25 ft. Min. lot area 5,500 sq. ft. / 6,600 sq. ft. average 6,000 sq. 0. 6.000 sq. ft. Min. lot width 50 ft. 150 ft. 50 ft. AGENDA ITEM NO. 58 (1 VOL19) PAGE 3 OF 5 Min. lot depth 120 fL adjacent to 90 ft. 120 ft. collector R.O.W. / 110 ft. elsewhere Min. building size 1 1,500 sq. ft. 1,200 sq. ft. 1600 sq. ft. Max. lot covers a 60% 50% 45% SUMMARY: The applicant is requesting to rezone 223.01 acres to allow for the development of a SF- 60 single-family residential subdivision with modified standards. As part of the request the applicant is reserving an area that can be built either to C-1 Restricted Commercial district standards or modified SF-60 standards that is shown on the companion Concept Plan. The request is in conformance with the future land use plan and elements of the City of Anna Strategic Plan due to diversifying housing stock, preserving and enhancing natural areas with a trail system, meeting masonry building material requirements, and extending two significant collector roadways. For these reasons, staff is in support of the rezoning request. RECOMMENDATION: Recommended for approval as follows: The permitted uses and standards shall be In conformance with the SF-60 Single -Family Residence District and C-1 Restricted Commercial District, unless otherwise specified herein. 1. SF-60 Residential Zoning District Area Regulations: a. Side Yard, Interior: 5 feet. b. Rear yard: i. 20 feet - lots backing to either a minor or major collector, to Include the minimum 15 feet -wide landscape tract adjacent to a major collector. ii. 10 feet - all other lots c. Front Yard: 20 feet with no additional encroachments. d. Min. Lot Area: 5,500 sq. ft. / overall average 6,600 sq. ft. e. Min. Lot Width: 50 feet / overall average 60 feet. f. Min. Lot Depth: AGENDA ITEM NO.56 (12102119) PAGE 4 OF 5 ii. Develop City infrastructure to support a growing community. iii. Having a range of housing choice available in Anna. Future Land Use Plan - The Future Land Use Plan identifies four land use designations within the subject property. Single Family (yellow) Parks (green), and medium density (orange), and Commercial (red). The proposed zoning request is in conformance with the Future Lane use Plan. Adequacy of Public Facilities - Water and sanitary sewer services are available to serve the subject property; however, the applicant may be responsible for making improvements to either the water and/or sanitary sewer system to Increase the system capacity if required. ISSUES: Residential Formj The applicant has indicated the zoning request is a continuation of the established subdivisions to the south with the exception of the minimum lot depth which has been increased to allow for a larger building pad site. Below is a comparison between the proposed area regulations and the existing subdivisions regulations PD-SF-60 The Falls & Creekside SF-60 Min. front yard 20 ft. 20 ft. 25 ft. Min. side yard 5 ft. / 15 ft. corner 5 ft. 110 ft. corner 10 ft. / 15 ft. comer Min. rear 15 ft. adjacent to collector R.O.W. / 10 ft. elsewhere 15 ft. 25 ft. Min. lot area 5,500 sq. ft. ! 6,600 sq. ft. average 6,000 sq. ft. 6.000 sq. ft. Min. lot width 50 ft. 150 ft. 50 ft. AGENDA ITEM NO. Be (12M2119) PAGE 3 OF 6 Min. lot depth 120 ft. adjacent to 90 ft. 120 ft. collector R.O.W. / 110 ft. elsewhere Min. building size 1,500 sq. ft. 1,200 sq. ft. 1600 sq. ft. Max. lot coverage 60% 50% 45% SUMMARY: The applicant is requesting to rezone 223.01 acres to allow for the development of a SF- 60 single-family residential subdivision with modified standards. As part of the request the applicant is reserving an area that can be built either to C-1 Restricted Commercial district standards or modified SF-60 standards that is shown on the companlon Concept Plan. The request is in conformance with the future land use plan and elements of the City of Anna Strategic Plan due to diversifying housing stock, preserving and enhancing natural areas with a trail system, meeting masonry building material requirements, and extending two significant collector roadways. For these reasons, staff is in support of the rezoning request. RECOMMENDATION: Recommended for approval as follows: The permitted uses and standards shall be In conformance with the SF-60 Single -Family Residence District and C-1 Restricted Commercial District, unless otherwise specified herein. 1. SF-60 Residential Zoning District Area Regulations: a. Side Yard, Interior: 5 feet. b. Rear yard: i. 20 feet - lots backing to either a minor or major collector, to Include the minimum 15 feet -wide landscape tract adjacent to a major collector. ii. 10 feet - all other lots c. Front Yard: 20 feet with no additional encroachments. d. Min. Lot Area: 5,500 sq. ft. / overall average 6,600 sq. ft. e. Min. Lot Width: 50 feet / overall average 60 feet. f. Min. Lot Depth: AGENDA ITEM NO.58 (12102N1) PAGE 4 OF 5 i. 120 feet - lots backing to either a minor or major collector, to Include the minimum 15 feet -wide landscape tract adjacent to a major collector. ii. 110 feet- all other lots. g. Max. Lot Coverage: 60% h. Building Size: min. 1,500 sq. ft. 2. Maximum total residential lots not to exceed 800. 3. Single-family development is restricted to a front -entry product. 4. Streets: a. The maximum length of any block or street segment shall be 1,600 feet and the minimum length shall be 300 feet. b. The street patterns depicted in the approved Concept Plan shall fulfill minimum curvilinear street requirement, either as a whole or by phase. c. The Planned Development is responsible for construction of one-half of the divided roadway section of future Ferguson Parkway and one-half of the divided roadway of future Hackberry Drive to the extent located within or adjacent to the Planned Development. 5. Fencing: Fencing along the rear property boundary of any lot backing to natural drainage areas or creeks are restricted to wrought iron, tubular steel, or tubular aluminum and must be at least 50% open construction. 6. Amenities: Amenity center with swimming pool, restroom and changing area, an 8-foot wide concrete sidewalk/trail, and a trailhead with playground and park benches along with pet waste stations shall be provided in general conformance to the locations identified on the approved Concept Plan. 7. The area identified as "Mixed Use° on the approved Concept Plan may be developed entirely as either C-1 Restricted Commercial or SF-60 as amended by the PD. AGENDA ITEM NO.50 (12102119) PAGE 5 OF 5 EXHIBIT E Original Agreement DEVELOPMENT AGREEMENT This Development Agreement (this "Agreement") is entered effective as of December 10, 2019 ("Effective Date") between and among the City of Anna, Texas ("City") and QJR Partnership, LTD ("Property Owner") as follows: RECITALS WHEREAS, the Property Owner is the sole owner of real property described and depicted on Exhibit A attached hereto (the "Property"); and, WHEREAS, the Property Owner has applied to rezone the Property to allow for single-family residential and restricted commercial uses; and, WHEREAS, the City's Planning & Zoning Commission and City Council have given the requisite notices by publication and otherwise and have scheduled public hearings with respect to the rezoning of the Property as required by law; and, WHEREAS, in the case of the Property being rezoned, the City and Property Owner desire to enter Into a development agreement to establish development and design regulations to ensure that future development is appropriate for the area and fits in well with adjacent properties; and, WHEREAS, it is the Parties' mutual Intent that this agreement shall govern only the subject matter specifically set forth herein and shall supersede City Regulations only to the extent that any such City Regulations directly conflict with the terms of this development agreement; and, NOW, THEREFORE, in consideration of the above recitals and the mutual consideration as reflected in the covenants, duties and obligations contained herein, the sufficiency of which Is hereby acknowledged, the Parties hereto agree as follows, effective as of the Effective Date: SECTION 1. RECITALS INCORPORATED. The recitals set forth above are incorporated herein as if set forth in full to further describe the Parties' Intent under this development agreement and said recitals constitute representations by Property Owner, Developer and the City. SECTION 2. PRELIMINARY CONCEPT PLAN. The Property shall be developed as conceptually described and Illustrated on Exhibit B (the °PRELIMNINARY CONCEPT PLAN"). The Preliminary Concept Plan may be amended from time to time with approval from the City's Planning & Zoning Commission and the City Council. I SECTION 3. BUILDING MATERIALS. The Property Owner agrees to comply or to cause the builders to comply and any other successors or assigns to comply with the masonry material requirements and all other requirements of the Anna City Code of Ordinances, Article 9.04 Zoning Ordinance, Section 9.04.034 Supplementary District Regulations, Subsection (e) Architectural Design Standards and to comply with the following regulations: A. Except as noted below, the exterior walls (excluding windows and doors) on the first -floor front elevation of any single-family home shall be 90 percent masonry and 80 percent on the second - floor front elevation. The total cumuleuve surface area of the remain Ing exterior %galls (excluding windows and doors) shall be 80% masonry. B. Second floor Dutch gable roof elements are not required to be masonry If set back at least 3 feet from the first -floor front elevation vertical plane. C. The masonry standards that apply to the front elevation of a single-family home as described In subsection (A) above shall also apply to any exterior walls on a single-family home that are: (1) adjacent to and face a public street or right-of-way; or (1i) visible from and located immediately adjacent to a public park, reserved open space or neighborhood common area, or an undeveloped flood hazard or drainage area that is also adjacent to a public street. D. Roofing materials in all residential districts may only consist of architectural asphalt shingles (including_ laminated dimensional shingles), clay and concrete tile, metal shingles, mineral - surfaced row roofing, slate and slate -type shingles, wood shingles, wood shakes or an equivalent or better product as compared with said materials. Should architectural shingles be used as roofing material, said shingles shall be accompanied with a minimum 25-year warranty. Under no circumstance shall three -tab shingles be used as roofing material. E. Border fencing shall be of stone or masonry construction. SECTION 4. NOTICES. Any and all notices required to be given by either of the parties hereto must be in writing and will be deemed delivered upon personal service, if hand -delivered, or when mailed in the United States mail, certified, return receipt requested, addressed as follows: To City: City Manager City of Anna 111 North Powell Parkway PO Box 776 Anna, Texas 75409 To Property Owner: QJR Partnership LTD 822 County Road 370 Anna, Texas 75409 Attn: J.D. Rollins 21 SECTION 5. MODIFICATIONS OR TERMINATION. This Agreement may only be modified and/or terminated as follows: (a) by mutual agreement of Property Owner and City; and/or (b) unilaterally by City upon default of the Property Owner or Developer. Notwithstanding the foregoing or any other provision of this Agreement, this Agreement shall terminate and be null and void if the City does not approve the rezoning of the Property to be zoned as (PD-SF-60/C-1), Planned Development -Single Family Residential-60/Restricted Commercial District), as set forth in Section 9.04 of the Anna City Code of Ordinances, ("Zoning Ordinance"). The parties acknowledge and agree that the rezoning of the Property Is a legislative act and that this Agreement does not bind the City Council to approve any proposed rezoning of the Property. SECTION 6. DEFAULT. If Property Owner or Developer, its heirs, successors or assigns, subsequent owners of the Property or any other person acquiring an interest in the Property, fails to fully comply with all the terms and conditions included In this Agreement, City will have the following non-exclusive and cumulative remedies. A. Withholding of utilities or withholding or revocation of permits and other approvals required for development and use of the Property including without limitation building permits and certificates of occupancy. B. The defaulting Property Owner or Developer, or their respective heirs, successors or assigns, subsequent owners of the Property or any other person acquiring an interest in the Property (collectively, the "Defaulting Developer Parties") shall be jointly and severally liable to pay to the City the sum of $2,000 for each failure to fully comply with the development standards set forth In Section 3 of this Agreement. The Defaulting Developer Parties shall be liable to pay the City said $2,000 sum per day for each day that such failure to comply occurs. The sums of money to be paid for such failures) Is not to be considered as a penalty, but shall be deemed, taken and treated as reasonable liquidated damages that accrue per day that such a failure shall exist or occur. The said amounts are fixed and agreed upon by the parties because of the impracticability and extreme difficulty of fixing and ascertaining the actual damages the City in such event would sustain; and said amounts are agreed to be the amounts of damages which the City would sustain. Notwithstanding the foregoing, none of the Defaulting Developer Parties shall be liable to pay the liquidated damages that accrue under this paragraph unless there is a breach of any material term or condition of this Agreement and such breach remains uncured after forty-five (45) calendar days following receipt of written notice from the City provided in accordance with this Agreement describing said breach in reasonable detail (or, if the cure of the breach has diligently and continuously been undertaken but reasonably requires more than forty-five (45) calendar days to cure, then such additional amount of time as is reasonably necessary 31 to effect the cure, as determined by both Parties mutually and in good faith but in no event shall such additional period exceed 120 days unless agreed to in writing by the parties to this Agreement). In the event of a breach that Is not timely cured In accordance with this paragraph, the sum of liquidated damages shall be calculated to include each and every day of the occurrence of the breach beginning on the date that the City first provided written notice of such breach under this paragraph and the City shall not be required to provide a subsequent written notices as to subsequent dates or times during which such breach is repeated or continues to occur. C. in the event of a default, the City will additionally have anyand all remedies available to it at equity or in law. SECTION 7. BINDING ON SUCCESSORS, AGREEMENT RUNS WITH THE LAND. This Agreement will be binding upon and inure to the benefit of the parties' respective successors, assigns and personal representatives. This Agreement will run with the land and be binding on all subsequent Property Owners and Developers. SECTION 8. INDEMNIFICATION AND HOLD HARMLESS. THE DEVELOPER AND THE PROPERTY OWNER, INCLUDING THEIR RESPECTIVE SUCCESSORS AND ASSIGNS (THE "INDEMNIFYING PARTIES"). HEREBY COVENANT AND _ AGREE TO RELEASE. DEFEND, HOLD HARMLESS, AND INDEMNIFY THE CITY AND ITS OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ALL THIRD -PARTY CLAIMS, SUITS, JUDGMENTS, DAMAGES, AND DEMANDS (TOGETHER. "CLAIMS") AGAINST THE CITY WHETHER REAL OR ASSERTED INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEYS FEES. RELATED EXPENSES. EXPERT WITNESS FEES, CONSULTANT FEES. AND OTHER COSTS, ARISING OUT OF THE NEGLIGENCE OR OTHER WRONGFUL CONDUCT OF THE INDEMNIFYING PARTIES. INCLUDING THE NEGLIGENCE OR OTHER WRONGFUL CONDUCT OF ANY OF THEIR RESPECTIVE EMPLOYEES, CONTRACTORS. SUBCONTRACTORS. MATERIAL MEN. AND AGENTS. IN CONNECTION WITH THE DESIGN OR C0N6jftUCTI0N OF ANY PUBLIC INFRASTRUCTURE. STRUCTURES. OR OTHER FACILITIES OR IMPROVEMENTS THAT ARE REQUIRED OR PERMITTED UNDER THIS AGREEMEN_L_ AND/OR CITY REGULATIONS AND/OR ANY APPLICABLE DEVELOPMENT STANDARDS AND/OR ANY OTHER GOVERNING REGULATIONS: AND IT IS EXPRESSLY UNDERSTOOD_ JHAT SUCH CLAIMS SHALL, EXC9PT AS MODIFIED BELOW, INCLUDE CLAIMS EVENLF CAUSED BY THE CITY'S OWN CONCURRENT NEGLIGENCE SUBJECT TO THE TERMS OF THIS SECTION. THE INDEMNIFYING PARTIES SHALL NOT, HOWEVER, BE REQUIRED TO, INDEMNIFY THE CITY AGAINST CLAIMS CAUSED BY THE C17 Y'S SOLE NEGLIGENCE. IF THE CITY INCURS CLAIMS THAT ARE CAUSED BY THE CONCURRENT NEGLIGENCE OF ANY OF THE INDEMNIFYING PARTIES AND THE CITY, THE INDEMNIFYING PARTIES' INDEMNITY OBLIGATION WILL BE LIMITED TO A FRACTION OF THE TOTAL CLAIMS EQUIVALENT TO THE INDEMNIFYING PARTIES' OWN PERCENTAGE OF RESPONSIBILITY. THE INDEMNIFYING 41 PARTIES FURTHER COVENANT AND AGREE TO RELEASE, DEFEND, HOLD HARMLESS, AND INDEMNIFY, THE CITY AGAINST ANY AND ALL CLAIMS BY ANY PERSON CLAIMING AN OWNERSHIP INTEREST IN THE PROPERTY WHO HAS NOT SIGNED THIS AGREEMENT IF SUCH CLAIMS RELATE IN ANY MANNER OR ARISE IN CONNECTION WITH: (1) THE C17Y'S RELIANCE UPON ANY OF THE INDEMNIFYING PARTIES' REPRESENTATIONS IN THIS AGREEMENT: (2) THIS AGREEMENT OR OWNERSHIP OF THE PROPERTY: OR (3) THE CITY'S APPROVAL OF ANY TYPE OF DEVELOPMENT APPLICATION OR SUBMISSION WITH RESPECT TO THE PROPERTY. At no time shall the City have any control over or charge of the design, construction or installation of any of the improvements to the Property or related work or undertakings, nor the means, methods, techniques, sequences or procedures utilized for the design, construction or installation related to same. This Agreement does not create a joint enterprise or venture between the City and any of the Indemnified Parties. This Section 8 will survive the termination of this Agreement. SECTION 9. REQUIREMENT FOR RECORDATION. City will record this document, Including all the Exhibits, in conjunction with the formal adoption by the City Council, and immediately provide a recorded copy to the City. SECTION 10. ENTIRE AGREEMENT. This Agreement is the entire agreement of the parties regarding the subject matter hereto. SECTION 11. RECITALS AND EXHIBITS. The recitals herein and exhibits attached hereto are hereby incorporated by reference. SECTION 12. AUTHORITY. Property Owner represents and warrants to the City that the Property Owner owns the Property that this Agreement is binding and enforceable on the Property. SECTION 13. INVALID PROVISIONS. If any provision of this Agreement is held not valid, such provision will be deemed to be excised there from and the Invalidity thereof will not affect any of the other provisions contained herein. SECTION 14. EFFECTIVE DATE. This Agreement will be effective upon the Effective Date first stated herein. (REMAINDER OF PAGE LEFT BLANK, SIGNATURE PAGE(S) FOLLOW.) 51 CITY OF ANNA By: Jim Proce, City Manager IN WITNESS WHEREOF: STATE OF TEXAS COUNTY OF COLLIN Before me, the undersigned notary public, on the _ day of, .., 2019, appeared Jim Proce, known to me (or proved to me) to be the person whose name Is subscribed to the foregoing Instrument, and acknowledged to me that he executed the same In his capacity as City Manager of the City of Anna, Texas. Notary Public, State of Texas QJR Partnership LTD IN WITNESS WHEREOF: STATE OF TEXAS COUNTY OF COLLIN Before me g notary the undersigned note public, on the SI( day of 2019, appeared J.D. Rollins, Property Owner known to me (or proved to me) to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same in his capacity as representative of QJR Pa ership LTD. JONI HARLOW Notary Public, State of Texas Comm. Explraa 12-17.2022 Ma AJLA Notary ID 124400768 11'Nota ublic, State of Texas 61 EXHIBIT A PROPERTY DESCRIPTION TRACT 1 161.250 ACRES BEING A 161.250 ACRE TRACT OF LAND SITUATED IN THE FRANCIS T. DUFFAU SURVEY, ABSTRACT NO.288, CITY OF ANNA E.T.J., COLLIN COUNTY, TEXAS, AND BEING ALL OF A CALLED 162.12 ACRE TRACT OF LAND CONVEYED TO QJR PARTNERSHIP, LTD. BY DEED RECORDED IN VOLUME 5106, PAGE 2380, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS AND SAID 162.12 ACRE TRACT BEING DESCRIBED IN DEED TO LORRAINE SHERLEY, AS RECORDED IN VOLUME 784, PAGE 34, DEED RECORDS, COLLIN COUNTY, TEXAS. BEING ALL OF A CALLED 80 ACRE TRACT OF LAND CONVEYED AS FIRST TRACT, ALL OF A CALLED 40.86 ACRE TRACT OF LAND CONVEYED AS THIRD TRACT, ALL OF A CALLED 10 ACRE TRACT OF LAND CONVEYED AS FOURTH TRACT, ALL OF A CALLED 10 ACRE TRACT OF LAND CONVEYED AS FIFTH TRACT, AND ALL OF A CALLED 21.26 ACRE TRACT OF LAND CONVEYED AS SIXTH TRACT. SAID 161.250 ACRE TRACT WITH BEARING BASIS BEING GRID NORTH, TEXAS STATE PLANE COORDINATES, NORTH CENTRAL ZONE, NAD83 (NAD83 (2011) EPOCH 2010), DETERMINED BY GPS OBSERVATIONS, CALCULATED FROM DENTON CORS ARP (PID-DF8986) AND DALLAS CORS ARP (PID-DF8984) AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING AT A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR THE SOUTHWEST CORNER OF SAID 21.26 ACRE SIXTH TRACT, THE COMMON NORTHWEST CORNER OF LOT 56, BLOCK F AND THE NORTHEAST CORNER OF LOT 3, BLOCK G OF CREEKSIDE PHASE 3, AN ADDITION TO THE CITY OF ANNA ACCORDING TO THE PLAT RECORDED IN CABINET P, SLIDE 623, PLAT RECORDS, COLLIN COUNTY, TEXAS AND BEING THE COMMON SOUTHEAST CORNER OF CALLED 50.53 ACRE TRACT OF LAND CONVEYED BY DEED TWO-J PARTNERS, LLLP RECORDED IN COUNTY CLERK'S FILE NO.20080509000562500, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, ALONG THE COMMON EAST LINE OF SAID 50.53 ACRE TRACT AND THE WEST LINE OF SAID 21.26 ACRE SIXTH TRACT AND THE WEST LINE OF SAID 10 ACRE FOURTH TACT, THE FOLLOWING COURSES AND DISTANCES., NORTH 00 DEGREES 40 MINUTES 32 SECONDS EAST, A DISTANCE OF 260.50 FEET TO A POINT FOR CORNER; NORTH 00 DEGREES 59 MINUTES 07 SECONDS EAST, A DISTANCE OF 1115.83 FEET TO A POINT FOR CORNER; NORTH 00 DEGREES 49 MINUTES 32 SECONDS EAST, A DISTANCE OF 309.20 FEET TO A POINT FOR CORNER; NORTH 00 DEGREES 36 MINUTES 32 SECONDS EAST, A DISTANCE OF 368.00 FEET TO A POINT FOR CORNER; NORTH 00 DEGREES 42 MINUTES 32 SECONDS EAST, A DISTANCE OF 596.23 FEET TO A P.K. NAIL WITH SHINER STAMPED "LJA SURVEYING SURVEYING" SET FOR CORNER, SAID POINT LYING IN COLLIN COUNTY ROAD NO.370 (A PRESCRIPTIVE RIGHT OF WAY), SAID POINT BEING.THE COMMON NORTHWEST CORNER OF SAID 10 ACRE FOURTH TRACT AND THE NORTHEAST CORNER OF SAID 50.53 ACRE TRACT AND BEING ON THE SOUTH LINE OF A CALLED 64.5 TRACT ACRE OF LAND CONVEYED TO QJR PARTNERSHIP, LTD. BY DEED RECORDED IN VOLUME 5106, PAGE 2380, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS AND SAID 64.5 ACRE TRACT BEING DESCRIBED AS SECOND TRACT IN SAID VOLUME 784, PAGE 34, DEED RECORDS, COLLIN COUNTY, TEXAS; THENCE, SOUTH 88 DEGREES 56 MINUTES 00 SECONDS EAST, ALONG THE COMMON SOUTH LINE OF SAID 64.5 ACRE SECOND TRACT AND THE NORTH LINES OF SAID 10 ACRE FOURTH TRACT, SAID 21.26 ACRE SIXTH TRACT, SAID 80 ACRE FIRST TRACT, SAID 10 ACRE FIFTH TRACT, AND SAID 40.86 ACRE THIRD TRACT, A DISTANCE OF 2,654.98 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR THE NORTHEAST CORNER OF SAID 40.86 ACRE THIRD TRACT AND THE COMMON NORTHWEST CORNER OF A CALLED A 111.666 ACRE TRACT OF LAND CONVEYED BY DEED TO OAKWOOD VILLAGE APARTMENTS, INC., RECORDED IN COUNTY CLERK'S FILE NO.20171201001594200, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, SOUTH 00 DEGREES 33 MINUTES 44 SECONDS WEST, ALONG THE COMMON EAST LINE OF SAID 40.86 ACRE THIRD TRACT AND THE WEST LINE OF SAID 111.666 ACRE TRACT, A DISTANCE OF 2640.17 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "J.E. SMITH 3700" FOUND FOR THE COMMON SOUTHEAST CORNER OF SAID 40.86 ACRE THIRD TRACT AND THE SOUTHWEST CORNER OF SAID 111.666 ACRE TRACT, SAID POINT LYING ON THE NORTH LINE OF A 17.455 ACRE TRACT OF LAND CONVEYED AS TRACT 1 NORTH, TO LENNAR HOMES OF TEXAS LAND AND CONSTRUCTION, LTD., RECORDED IN COUNTY CLERK 'S FILE NO.20180614000736900, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, NORTH 88 DEGREES 46 MINUTES 28 SECONDS WEST, ALONG THE COMMON SOUTH LINE OF SAID 40.86 ACRE THIRD TRACT, THE SOUTH LINE OF AFORESAID 10.00 ACRE FIFTH TRACT, AND THE NORTH LINE OF SAID 17.455 ACRE TRACT, A DISTANCE OF 803.28 FEET TO A 5/8" IRON ROD FOUND FOR THE COMMON NORTHWEST CORNER OF SAID 17.455 ACRE TRACT AND THE NORTHEAST CORNER OF THE FALLS PHASE 2, AN ADDITION TO THE CITY OF ANNA ACCORDING TO THE PLAT THEREOF RECORDED IN CABINET P, PAGE 870, PLAT RECORDS, COLLIN COUNTY TEXAS; THENCE, ALONG THE COMMON NORTH LINE OF SAID THE FALLS PHASE 2, CONTINUING ALONG THE SOUTH LINE OF SAID 10.00 ACRE FIFTH TRACT AND ALONG THE SOUTH LINE OF AFORESAID 80 ACRE FIRST TRACT, THE FOLLOWING COURSES AND DISTANCES: NORTH 89 DEGREES 00 MINUTES 01 SECOND WEST, A DISTANCE OF 642.80 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; NORTH 89 DEGREES 04 MINUTES 18 SECONDS WEST, A DISTANCE OF 13.58 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; NORTH 89 DEGREES 18 MINUTES 16 SECONDS WEST, A DISTANCE OF 715.13 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER AT THE COMMON NORTHWEST CORNER OF THE FALLS PHASE 2, THE NORTHEAST CORNER OF AFORESAID CREEKSIDE PHASE 3, THE SOUTHWEST CORNER OF SAID 80 ACRE FIRST TRACT AND THE SOUTHEAST CORNER OF AFORESAID 21.26 ACRE SIXTH TRACT; THENCE, NORTH 89 DEGREES 41 MINUTES 14 SECONDS WEST, ALONG THE COMMON SOUTH LINE OF SAID 21.26 ACRE SIXTH TRACT AND THE NORTH LINE OF SAID CREEKSIDE PHASE 3, A DISTANCE OF 492.18 FEET TO THE POINT OF BEGINNING AND CONTAINING A CALCULATED AREA OF 7,024,033 SQUARE FEET OR 161.250 ACRES OF LAND. TRACT 2 61.905 ACRES BEING A 61.905 ACRE TRACT OF LAND SITUATED IN THE JOHN ELLET SURVEY, ABSTRACT NO.296, CITY OF ANNA E.T.J., COLLIN COUNTY, TEXAS, AND BEING PART OF A 64.50 ACRE TRACT OF LAND CONVEYED TO QJR PARTNERSHIP, LTD. BY DEED RECORDED IN VOLUME 5106, PAGE 2380, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS AND SAID 64.5 ACRE TRACT BEING DESCRIBED AS SECOND TRACT IN THE DEED TO LORRAINE SHERLEY, AS RECORDED IN VOLUME 784, PAGE 34, DEED RECORDS, COLLIN COUNTY, TEXAS. SAID 61.905 ACRE TRACT WITH BEARING BASIS BEING GRID NORTH, TEXAS STATE PLANE COORDINATES, NORTH CENTRAL ZONE, NAD83 (NAD83 (2011) EPOCH 2O10), DETERMINED BY GPS OBSERVATIONS, CALCULATED FROM DENTON CORS ARP (PID-DF8986) AND DALLAS CORS ARP (PID-DF8984) AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING AT A 1p IRON PIPE (BENT) FOUND FOR THE SOUTHEAST CORNER OF SAID 64.5 ACRE SECOND TRACT AND BEING THE COMMON NORTHEASTERLY NORTHWEST CORNER OF A 111.666 ACRE TRACT OF LAND CONVEYED BY DEED TO OAKWOOD VILLAGE APARTMENTS, INC., RECORDED IN COUNTY CLERK'S FILE NO.20171201001594200, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS, FROM WHICH 5/8" IRON ROD FOUND FOR AN INTERIOR ELL CORNER OF SAID 111.666 ACRE TRACT AND THE COMMON SOUTHWEST CORNER OF A 50.00 ACRE TRACT OF LAND CONVEYED BY DEED TO KAYASA FAMILY, LTD., RECORDED IN COUNTY CLERK'S FILE NO. 20171012001368980, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS BEARS SOUTH 01 DEGREE 15 MINUTES 53 SECONDS WEST, A DISTANCE OF 36.09 FEET; THENCE, NORTH 88 DEGREES 57 MINUTES 17 SECONDS WEST, ALONG THE COMMON SOUTH LINE OF SAID 64.5 ACRE SECOND TRACT AND THE NORTH LINE OF SAID 111.666 ACRE TRACT, A DISTANCE OF 33.92 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR THE NORTHWEST CORNER OF SAID 111.666 ACRE TRACT AND THE COMMON NORTHEAST CORNER OF A CALLED 40.86 ACRE THIRD TRACT AS RECORDED IN.SAID VOLUME 784, PAGE 34, DEED RECORDS, COLLIN COUNTY, TEXAS; THENCE, NORTH 88 DEGREES 56 MINUTES 00 SECONDS WEST, ALONG THE COMMON SOUTH LINE OF SAID 64.5 ACRE SECOND TRACT AND THE NORTH LINES OF SAID 40.86 ACRE THIRD TRACT, A CALLED 10 ACRE TRACT OF LAND CONVEYED AS FIFTH TRACT, A CALLED 80 ACRE TRACT OF LAND CONVEYED AS FIRST TRACT, A CALLED 21.26 ACRE TRACT OF LAND CONVEYED AS SIXTH TRACT, AND A CALLED 10 ACRE TRACT OF LAND CONVEYED AS FOURTH TRACT, AS RECORDED IN SAID VOLUME 784, PAGE 34, DEED RECORDS, COLLIN COUNTY, TEXAS, A DISTANCE OF 2,654.98 FEET TO A P.K. NAIL WITH SHINER STAMPED "LJA SURVEYING" SET FOR THE NORTHWEST CORNER OF SAID FOURTH TRACT AND THE COMMON NORTHEAST CORNER OF A CALLED 50.53 ACRE TRACT OF LAND CONVEYED BY DEED TWO-J PARTNERS, LLLP RECORDED IN COUNTY CLERK'S FILE NO.20080509000562500, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, NORTH 88 DEGREES 48 MINUTES 28 SECONDS WEST, ALONG THE COMMON NORTH LINE OF A 50.53 ACRE TRACT AND THE SOUTH LINE OF SAID 64.5 ACRE SECOND TRACT, A DISTANCE OF 251.32 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER, SAID POINT BEING THE SOUTHWEST CORNER OF SAID 64.5 ACRE SECOND TRACT AND THE SOUTHEAST CORNER OF A 38.15 ACRE TRACT OF LAND CONVEYED BY DEED AS TRACT 7 TO MJLA ADAMS, LTD. RECORDED IN COUNTY CLERK'S FILE NO.20110505000462590, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, NORTH 01 DEGREE 38 MINUTES 26 SECONDS WEST, ALONG THE COMMON WEST LINE OF SAID 64.5 ACRE SECOND TRACT AND THE EAST LINE OF SAID 38.15 ACRE TRACT, A DISTANCE OF 509.20 FEET TO A P.K. NAIL WITH SHINER STAMPED "LJA SURVEYING" SET FOR CORNER, SAID POINT BEING THE NORTHEAST CORNER OF SAID 38.15 ACRE TRACT AND THE SOUTHEAST CORNER OF A 17.863 ACRE TRACT OF LAND CONVEYED BY DEED TO ANNA 18, LLC RECORDED IN COUNTY CLERK'S FILE NO.20161020001423440, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, DEPARTING SAID WEST LINE OF SAID 64.5 ACRE SECOND TRACT AND OVER AND ACROSS SAID 64.5 ACRE SECOND TRACT, THE FOLLOWING COURSES AND DISTANCES: NORTH 89 DEGREES 28 MINUTES 39 SECONDS EAST, A DISTANCE OF 500.77 FEET TO A 518" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER; NORTH 00 DEGREES 31 MINUTES 21 SECONDS WEST, A DISTANCE OF 432.96 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR CORNER ON THE NORTH LINE OF SAID 64.5 ACRE SECOND TRACT AND THE COMMON SOUTH LINE OF A 159.725 ACRE TRACT OF LAND CONVEYED BY DEED TO LHJH MANAGEMENT COMPANY LLC RECORDED IN COUNTY CLERK'S FILE NO. 20061003001424590, OFFICIAL PUBLIC RECORDS, COLLIN COUNTY, TEXAS; THENCE, NORTH 89 DEGREES 28 MINUTES 39 SECONDS EAST, ALONG THE COMMON NORTH LINE OF SAID 64.5 ACRE SECOND TRACT, AND THE SOUTH LINE OF SAID 159.725 ACRE TRACT, A DISTANCE OF 2,480.20 FEET TO A 5/8" IRON ROD WITH YELLOW PLASTIC CAP STAMPED "LJA SURVEYING" SET FOR THE NORTHEAST CORNER OF SAID 64.5 ACRE SECOND TRACT AND THE COMMON SOUTHEAST CORNER OF SAID 159.725 ACRE TRACT, SAID POINT BEING ON THE WEST LINE OF AFORESAID KAYASA FAMILY 50.00 ACRE TRACT THENCE, SOUTH 01 DEGREE 15 MINUTES 53 SECONDS WEST, ALONG THE COMMON EAST LINE OF SAID 64.5 ACRE SECOND TRACT AND THE WEST LINE OF SAID 50.00 ACRE TRACT, A DISTANCE OF 1024.64 FEET TO THE POINT OF BEGINNING AND CONTAINING A CALCULATED AREA OF 2,696,563 SQUARE FEET OR 61.906 ACRES OF LAND. ° �` %`% % aas x t•�,�p�. m s atatl, ana ► tu. •r as r $440 ACM OJ► I•AT1tUKM. eT0. R saa. �o �ar��►es�� •as °ac�t'si TRACT Z 4mo ACQZ$ (4jj= &F.)FLoOWLAUI a„"_EW NET $1.1 n ACH= (2M,M S.F. Lt. 32" son E TRACT 1 O3� M 1612M ACRES (t 02a.073 S.) +a�i• -L=ACMS0=,, 18F4RDOWLAIN P3.033 as,, APP4= AREA LYWG WMUM 3" +� • �. ACRAS t 8 # XU U&1Ts .N4 "a +... .Y►RYU htq w ai�00 � tu.1: ACRp au r4Sick LTD. ear aio�Pau u ° a�.itee.T. s �1 a.c a • FmMe `�� a46M t••••�� \ IQ a Zug ~ trap a m • n p a f+ 3 • t. • e aawaw r p. — .• •.t a i,1.f1 eAMM •.GL en M u M d .. �• q � M-->• • iaN r N q . , , ..1. i.. , .. ..., ...IJ ... _ =0 .f1• aw a � + wewarwr....+..wu..+.�ss��vw.wa� 1e••a+4 tame. t w �'c"�o�•amo .o.......w.aswn...a..,�a w t •�w.rM ....wr�M..R��r.. �..w+�....rYMo # LAND TITLE: SURVEY 161-M � 6 ACRES AND 61.905 ACRES a Tie E r■awasT.ou►►�w,a�ere+r.ssss■�a�■o.se�a■at� you• aslsn svRva.. �■aT■AaT 100. iw titT of AlON6R1.00YtM t>iiIMT►.TQAt1 uug LJA Sumoiftq, Inc. w � CM WOO Cat PMU M.02 MID IIS1.�'i QYtgTasp 76Z06 79P1S.Fm►b.tOfOL165 OWN air. C"42 971 seAu aAn I rta. ao. ,seal Yi.e. 1•.200' "nano oaTl 1 of a 'L arw AM ON oast,l•Ttoa of 1AaT eavtuaa tear + U M +Mo+K�s a Wq onan, 0 D to 0 Ja map►� 1n3/1, AOota arT A"t"t M aoTM TIACTa EXIMIT F Authorized Improvements and Budgeted Costs MEADOW VISTA A EXCAVATION $ 4,989,318.00 B. SANITARY SEWER SYSTEM $ 4,388,444.50 C. STORM SEWER SYSTEM S 5,971,394.00 D. WATER DISTRIBUTION SYSTEM $ 4,020,937.00 E STREET & ALLEY PAVING S 10,923,657.00 F. RETAINING WALLS $ 2,893,794.00 G. MISCELLANEOUS ITEMS S 891,443.10 H. LANDSCAPING $ 5,541,900.00 L DEVELOPMENT FEES S 7,109,673.92 SUB -TOTAL 546,730,561.52 10% CONTINGENCY. $4.676,SOQOO COST/LOT.• 567,400 LF OF STREET: 37,646 COST/LF OF STREET. 51,400 NET DEVELOPABLE ACREAGE 172.71 COST/ DEVELOPABLEACRE $297,700 TOTAL GROSS ACREAGE 221.39 COST/GROSSACRE 5232,200 MEADOW VISTA Total Master Total PID Total Private TOTAL A, EXCAVATION S 540.862.70 $ 4,448,455.30 $ 4,989,318.00 B. SANITARY SEWER SYSTEM S 518,084.00 S 3,870,360.50 S 4,388.44450 C. STORM SEWER SYSTEM S 5,971,394.00 $ 5,971,394.00 D. WATER DISTRIBUTION SYSTEM $ 129,020.00 S 3,891,917.00 $ 4,020,937.00 F. STREET & ALLEY PAVING $ 2,885,235.00 S 8,038,422.00 $ 10,923,657.00 F. RETAINING WALLS $ 2,893,794.00 $ 2,893,794.00 G. MISCELLANEOUS ITEMS $ 891.443.10 S 891.443.10 H. LANDSCAPING S 5,541,900.00 $ 5,541,900.00 I. DEVELOPMENT FEES $ 498,000.00 $ 5,876,173.92 $ 735,500.00 $ 7,109,673.92 SUB -TOTAL S4,030,339.00 S34,622,473.22 S8,077,749.30 S46,730,561.52 70% CONTINGENCY: S404,500.00 S3.463.0W..00 S809.000.00 S4.676.500.00 COST/LOT..' $5,900 $50,000 $17,700 567,400 IF OF STREET: is103 31,543 37,646 COST/LF OF STREET.• S750 S1,250 $1,400 NET DEVELOPABLE ACREAGE 10.05 162.66 772.71 COST/ DEVELOPABLE ACRE S441,300 S234,200 S297,700 TOTAL GROSS ACREAGE 10.05 211.34 221.39 COST/GROSSACRE S441,300 S180,300 S232,200 k'fl1a-6 • A111Ei�a1 Phase I Master Phase 2 Master Phase 3 Master Phase 4 Master Phase 5 Master Total Master A EXCAVATION B. SANITARY SEWER SYSTEM S 518,084.00 $ 518,084.00 C. STORM SEWER SYSTEM D. WATER DISTRIBUTION SYSTEM S 129,020.00 S 129.020.00 E. STREET & ALLEY PAVING $ 1,028,852.00 S 1,017,523.00 $ 17,236.00 $ 706,109.00 $ 115.515.00 $ 2.885.235.00 F. RETAINING WALLS G. MISCELLANEOUS ITEMS H. LANDSCAPING I. DEVELOPMENT FEES $ 144,500.00 S 143,D00.00 S 76,D0(1.00 $ 99,500.00 $ 35,000.00 $ 498.000.00 SUB -TOTAL: $1,173,352.00 51. 760,523.00 $611.320.00 $805.609.00 $279,535.00 54,030,339.00 10% CONTINGENCY: 1117,SW.00 5116,50(100 $61.500.00 581.000.00 S2&000.00 5404,500.00 COST7LOT.. 54,900 5782,500 55,300 55,700 51,600 $5,900 IF OF STREET: 2,074 1,664 50 1,872 443 6, 103 COST/LF OF STREET. 5650 5800 513,500 5500 $700 5750 NET DEVELOPABLE ACREAGE 3.00 3.06 0.14 3.04 (till 10.05 COST/ DEVELOPABLE ACRE 5430,300 5417,400 $4,805,900 5291,700 5379,300 S441,300 TOTAL GROSS ACREAGE 3.00 3.06 0.14 3.04 0.81 10.05 COST/GROSS ACRE S430,300 5417,400 $4,805,900 $291,700 5379,700 5441,300 MEADOW VISTA Phase I PID Phase 2 PID Phase 3 PID Phase 4 PID Phase 5 PID Total PID OVERALL SUMMARY A EXCAVATION $ 287.914.10 $ 40,22.4.50 $ 125,242.30 $ 60.951.60 $ 26,530.20 $ 540,862.70 B. SANITARY SEWER SYSTEM S 1,368,40450 $ 53,287.50 $ 716,940.50 $ 695,318.50 $ 1,036,40950 $ 3,870,360.50 C. STORM SEWER SYSTEM $ 1,503,978.00 $ 798,179.00 S 1,123,276.00 $ 692,797.00 $ 1,853,164.00 i 5,971,394.00 D. WATER DISTRIBUTION SYSTEM $ 1,285,053.00 $ 42,141.00 S 735,671.00 $ 735,244.00 $ 1,093,808.00 $ 3,891,917.00 E STREET&ALLEY PAVING $ 2,486,200.00 S 88,996.OD S 1,377,146.00 $ 1,623,842.00 $ 2,462,238.00 $ 8,038,422.00 F. RETAINING WALLS G. MISCELLANEOUS ITEMS $ 289,15250 S 65,307.00 S 88,638.60 S 221.875.00 $ 226,470.00 $ 891.443.10 H. LANDSCAPING $ 2,378,703.75 $ 190,16750 S 61Z487.50 $ 853,085.00 $ 1,507,45625 $ 5,541,900.00 1. DEVELOPMENT FEES $ 1.844.127.50 S 331,00720 S 959,054.40 S 1,079,046.73 $ 1.662.938.09 S 5,876,173.92 SUB -TOTAL S77,443,53335 $1,609,309.70 S5,734456.30 $5,962,759.83 S9869,074.04 $34,622.47322 COST/LOP $47,400 1254000 549000 S47,600 551500 550,000 LF OF STREET., 10,800 242 6,004 5,358 9139 31,543 COST/LF OF STREET. S1,200 S7,350 S7,100 $1,250 S7,200 It U50 NETDEVELOPABLEACREAGE. 53.73 1.60 2772 32.13 47.48 162.66 COST/DEVELOPABLEACRE $234,300 S1,10000 S227,800 S204,200 $224700 S234,200 TOTAL GROSSACREAGE 62.75 366 3730 40.63 67.00 21134 COST/GROSS ACRE S200,700 S483700 S169300 S161,500 S16Z 100 S180,300 MEADOW VISTA Phase 1 Private Phase 2 Private Phase 3 Private Phase 4 Private Phase 5 Private Total Private A. EXCAVATION S 2,521,12120 S 76.392.20 S 694,904.40 $ 504,962.00 S 651.07530 $ 4,448,455.30 B. SANITARY SEWER SYSTEM C. STORM SEWER SYSTEM D. WATER DISTRIBUTION SYSTEM E. STREET & ALLEY PAVING F. RETAINING WALLS $ 707,255.00 $ 165.633.00 S 516,616.00 $ 256,289.00 $ 1,248,001.00 $ 2,893,794.00 G. MISCELLANEOUS ITEMS H. LANDSCAPING I. DEVELOPMENT FEES S 323,000.00 S 24.500.00 S 121.500.00 S 76,500.00 $ 190.000.00 $ 735,500.00 SUB -TOTAL S3,551,376.20 $266,52520 $7,333,020.40 $837,757.00 52,089,076.50 S8,077,749.30 10%CONTINGENCY.: $355.500.00 $27,000.00 $133,500.00 S84.000.00 S209,000.00 S809,000.00 COST/LOT.. S74,700 S4d000 S11,400 S5,900 511,400 S11,700 LF OF STREET.' COST7LF OF STREET. NET DEVELOPABL E ACREAGE COST? DEVELOPABLE ACRE TOTAL GROSS ACREAGE COST/GROSSACRE MEADOW VISTA GENERAL 1 This estimate of probable cost was prepared for the preliminary concept plan dated May 2021. 2 The tract is located within the City of Anna, within Anna ISD, and is generally described as being located northwest of the intersection of Hackberry Drive and North Ferguson Parkway. The property is zoned for single-family residential use. 3 This estimate used the current water, sewer, paving, and storm drainage design criteria specified by the City of Anna. 4 This estimate assumes pudic infrastructure will be conveyed to and accepted by the City of Anna at project completion. Costs for future maintenance of infrastructure has not been considered. 5 This estimate is based on unit prices updated in July 2022. 6 This estimate was prepared with the benefit of geotechnical data provided in preliminary geotechnical report number 81913324 by Braun Intertec Corporation dated January 10. 2020 for Meadow Vista and G212303 by Alpha Testing dated October 27. 2021 for Crystal Park 7 This estimate was prepared with the benefit of an environmental report and wetlands determination provided by Integrated Environmental Solutions on January 14. 2020. 8 This estimate was prepared utilizing topographic assumptions based on field survey of the site by LIA and identifies an approximate mean site grade of 3.0%. 9 This estimate does consider phasing or construction sequencing costs and does contemplate progression of site development. 10 This estimate assumes 4% inspection fee for water, sewer, storm, and paving 11 This estimate assumes testing fees for water and sewer on LF basis of all related material and 3% for storm and paving total cost. 12 Land plan and estimate do not make considerations for any oil, gas, or mineral leases in place on the tract. GRADING f This estimate assumes the following grading assumptions: Side yard max slope: 4:1 (2S%) Front yard max slope: 5:1 (20%) Rear yard max slope: 12:1 (8%) Max driveway slope: 12%M w inWI m A*hnimd rhwem6 Minimum side yard swale slope: 1.2S% Max exposed beam: 28' inches fmrmvrt4pom Mu P. ehwbonj 2 This estimate assumes lot -to -lot drainage is not allowed. Depressed garages are allowed txv phym -ftpin e^r^94 Drop garages with one physical step in garage are allowed Multi -step drop garages are not allowed. Finished floor elevation above finished pad: 0.7' Max fall across garage (front to back): 0.4 feet 3 This estimate assumes a lot mix comprised of the following typical lot dimensions and is based on a concept plan: lot,xr.ar PM n.r.. so ftx II$ft 4ftx Toft w it.120ft 4oftx7oh soft 125 ff MR. Taft ssftxlQoft 45hx70h aft. lash 4511x700% 60 ft. 120ft Soft .loft 6o ft. 125ft 50 ft. Taft aft. inft 55 ftx Toh 65 ftx lash aft Toft 4 This estimate assumes all lots will require 4' of moisture conditioning and poly lining. 5 Unit prices do not reflect rock excavation. 6 This estimate assumes overall development site will balance cut, fill, and spoil material at project completion and does not consider costs for interim import or export of material off project- 7 This estimate does not assume any offsite grading. SANITARY SEWER 1 This estimate assumes that the developed sewer basin is served by City of Anna. 2 This estimate assumes the sanitary sewer system is servicing 763 lots of single-family lots. 3 This estimate assumes no lift station is needed in order to service the single-family residential lots. 4 This estimate assumes that the Throckmorton Sewer Line 0 S' gravity line) by others is in place along west property boundary and has capacity for the Meadow Vista site. 5 This estimate was produced without the benefit of a Sanitary Sewer Study for the site. 6 This estimate assumes three connections to existing Throckmonon Sewer Line (1 S' gravity line) to be made in Phases 1, Z and S. 7 Sevier testing includes T.V. testing. STORM DRAINAGE 1 This estimate assumes there is FEMA 1% fbodplain onsite. This estimate was prepared with the benefit of a flood study and a Roodplain water surface elevation analysis by ILIA dated January 20, 2022 2 This estimate assumes proposed development may Impact the FEMA 1%Roodplam 3 This estimate assumes Mitigation Allowance of $150.ODO for 2 phases phasea 2 & 5) due to the possibility oljurisdictional wetlands onsite. 4 This estimate assumes CEOMRA.OMR allowance of S100,000 due to potential impact of onsite FEMA 1% fkrodplam S This estimate assumes offslte drainage from the North will be captured with a grade to drain and sent to the creek onsite. 6 This estimate assumes culvert structures to be cast -in -place 7 This estimate assumes culvert structure cost to include culvert railing, headwall, and nprap. 8 This estimate does not include any cost for the enlargement reconstruction or improvement of any off -site drainage structures unless otherwise noted. 9 This estimate does not consider any culvert improvements at northern creek crossing of Ferguson Parkway. 10 Additional grade -to -drain quantities may be required based on final design topography. I Costs for studies, easement releases, analysis of regional dams are not Included In this estimate. WATER 1 This estimate assumes that the tract is supplied water by City of Anna. 2 This estimate assumes two connections to exisumg 16' water fine along Hackberry, Drive, three connections to existing 12' water line Ferguson Parkway and one connection to existing 12' water line along Rosamond Parkway. 3 This estimate assumes an allowance for the potential lowering of the ex sling 12" waterline located In Ferguson Parkway ROW. 4 This estimate assumes the water system Is serviong 763 lots of single-family lots S Water line includes all finings. tees. «osses. etc. 6 Fire hydrant assembly includes all fittings and tees. 7 Assumes all watedines are less than 10' deep. 8 This estimate Was performed without the be"lit of a water model. 9 This estimate does not include cost to remove and relocate existing waterlines. 10 This estimate does not assume any cost for obtaining offsite water easements PAVING 1 This estimate Is based on the following street sections. 50' ROW. 32' 8•B•, 6' reinforced concrete with 6' lime subgade (1' ofset) 80' ROW. 2 x 25' B-f3. W reinforced concrete with 8' lime subgrade (1' offse0 12O ROW.1 x 24S B-11". 8" reinforced concrete with 8" kme wbgrade (1' offse0 • Residential street section (SO' ROM assumes rollover curb. When standard curb is used on a SO' ROW, section is reduced to 31' B-B. •• This estimate assumes ultimate buildout of 12V ROW by others: 2 x 37' 8.8, 8" reinforced concrete with 8' lime wbgrade (1' offset). 2 Estimate assumes only two lanes of the western half of Ferguson Parkway will be constructed. 3 Estimate assune 3616s per SY for lime quantity. 4 Estimate does not include median paving and/or pavers. S Banier free ramps have been included based on standard placing practice of 4 ramps at a crow intersection and 3 ramps at a tee Intersection . Additional ADA ramps may be required by jurisdictions during plan review. This estimate does not contemplate ADA destinations and assumes longitudinal roadway slopes of greater 2%or greater may be used its all residential Intersections 6 Estimate assumes night and left lanes at intersections with Hackberry Drive in Phases 1 and 2 and Ferguson Parkway In Phases 3 and 4. 7 Additional pavement markings and traffic signs may also be required. MISCELLANEOUS 1 Single headed streetlights are spaced at a rtaximum of 400'. 2 Double headed streetlights are located along median on Hackberry Drive, Ferguson Parkway, and Throckmonon Boulevard are spaced at a naxinwm of 200'. 3 This estimate Includes cost to relocate existing franchise lines and demo existing pavement along CR 370. 4 This estimate assumes City of Anna will be responsible for acquiring all light of way and easements necessary to construct all public improvements outside of the PID boundary. S Estimate does not consider walk or railing that may be required to support open space sidewalks and trails. 6 This estimate does not include USPS mailbox clusters 7 This estimate assumes gas and electric franchise utilities will be provided at cost to the developer 8 This estimate does not include plat recording fees LANDSCAPING I Thu estimate does include costs for Amenity Center. entry monumentation, screening waltz, and landscaping of the site. Cost was provided by the client on November r, 2021. 2 This estimate includes cost for Amenity Center, entry monumentation, screening walls, and landscaping of the site. 3 This estimate assumes masonry screen" wall with masonry columns adjacent to lots along Hackbeny Drive, Ferguson Parkway, and lots adjacent to northern boundary line. DEVELOPMENT I Estimate does not include land cost, land maintenance, interest HOA support legal, financing, narketir4 etc 2 The municipal and jurisdictional fees listed have been generated based on researched Information published by the City of Anna. This estimate bolds the following fee assumptions: aapa arkkww paur IkAppar"&E.o scot AppbW Ory aePrNonn Wr rWa saw, P&A%Stand Wy G-"tat ICED rwvwW pra.* r W Za..We.-*41W MlD&Wa r s. h nrtappaoem W tw P415Yg Im 4yYirwYlppW laYlaw Wl pp7 TO Cwti&reXw pp[14PL nseu�vnY w rndn DI911[r IM 3 This estimate does not include a $3600 per lot PID fee. a This estimate does not include (w) includes fees for pro rate or face foot costs to connect to esisting water or sewer infrastructure. S This estimate does not include FEMA application fees 6 Professional fees for engineering and surveying are assumed as 10%of projected construction costs. 7 This estimate does not include professional fee assumptlorn to prepare a flood study or revise Iloodplain maps 8 This estimate does include professional fee assumptions for geotechnical testing and reports. 9 This estimate does not include professional fee assumptions for tree survey or tree mitigations. W a o ^So Soo 1� FEET LEGEND rSEWER Ir SEWER EXISTING Ir SEWER EX. Ir SEWER TFOC[M RION SEWER TRUNK UNE E%iFJ1S1011 uAnnG HACRBERRY DRIVE � +u Fnwnwmrtm.uuTv�F:m F.rvinu.Tnvm v.ns oavw¢uw+m. SrsT m EXHIBIT G _ SEWERRARROVEMENTS MARCH 2023 MEADOW VISTA uA En¢1til-H..4Fa NA _ i..Y I_. .I "v.ear we wuimm rn"m r1 rrrrrri rrrrn ���KpE R R rorsi s;_ Ha.F:at o or Eoo �9 PEET LEGEND e WATER ITWATER ECISIING IT WATER p 6 _- EXECONG I6" WATER f ISmut I — 3 C WATEE IXI 1.'WR A,EATER wRCr9ERRY wi,MG ELEVAM STORAGE HACKl9M tux oR$TIEwAiES LINER A WIVE r WAM INA W G L' WAiEE M'MOODS E IY�EY RACE OIRRE WRIER lNE 6 MISONG IE' WA79 -ACKEERRY EIEVAm STORAGE TAN[ OMME WAM UNE A EXHIBIT H WATER IMPROVEMENTS MARCH 2O23 MEADOW VESTA uA Og4sAHrq. Inc. (,d EXHIBIT Roadway/Drainage Improvements ® !( ( — Tn g| \ §§ O :SD sw mm%..wmmm�9 1. FEET 1T WATER NNE -1] u NHiCt10ERlHOwkm INE AT ROSAMUD PARKWAY F— iNROCKMONFON IlOtILEVARD c ROW RT HI waoDEs sracM DRAW WHEN RBI.WRTN dIVE 131* w cow (ar o-eI C R+cu ,owt DRAw:rreR se N WATER LLVE FI I I —I O ✓v ^ I-y W� W MACK6ERlT DINE 0 to ROW E1'S t91� COVr.EC1O ExGTbtG in?=C CwmD3 J;YSIEM n1C'.UJ�: CFM ORm iYiT9.1 CVLVERT 2-iQKiD CrAV EIR STRUCNRE r.rne. a roeamm.n 111111111 C.R. NACKRERRY DRIVE W ROW (: &S) UN LUOES STORM DRAIN SYSTEM EXHIBIT J OFFSITE IMPROVE ARM MARCH 2O23 MEADOW VISTA UA EminaaNlgUA IM� s.n.ao mn....x rmL Fzr.r •me uvcs 2 ) EXHIBIT K -1 ILLI LL l.l.LLLL1 LL'J 77 �1 n, » ;,.Of 1 >•KIU P71 V'fi1A71iItN 54rYH AOUfIN F: � Depiction of Community Amendments ILA A2 I EXHIBIT M PID Financial Summary City of Anna, Texas 0a "m. di...W, ovn+o.e. cN' Meadow Vista Public Improvement District PROPOSED DEVELOPMENT PLAN TOTAL MEADOW VISTA PUBLIC IMPROVEMENT DISTRICT Expected Expected Expected Expected Finished Lot Build Out Finished Build Out Category No. of Units Unit Value Unit Value Lots Value Value SF 50' 523 5 100.000 $ 500,000 $ 52,300,000 $ 261,500,000 SF 60' 240 120,000 600,000 28,800,000 14g000,000 763 $ 81,100,000 $ 405,500,000 Single Family Unit Weighted Average.... ............ - ...... $106.291 $531,455 Notes: Information provided by the Developer on $116/23. Subject to change. Hilltop Securities Inc. Page 1 of 5 5/17/2023 City of Anna, Texas DRAFT for dixussion purlwses only Meadow Vista Public Improvement District PROJECT DEBT CAPACITYSUMMARY TOTAL PID BONDS SOURCES OF FUNDS Estimated Par Amount of Bonds 5 35,444,000 Total Sources of Funds $ 35,444,000 USES OF FUNDS Project Fund (Bond Proceeds PID Projects) $ 29,274,339 Capitalized Interest Funclu) Debt Service Reserve Fund(" 2,625,262 Financing Costs & Admin Fees(3) 3,544,400 Total Uses of Funds $ 35,444,000 Expected Value -to -Lien per Parcel at Bond Issuance(4) 2.29x Assumed Bond Interest Rate(s) 5.90% Average Annual Installment as Tax Rate Equivalent $0.6899 Term of Bonds 30years Number of Benefited Units 763 PID Assessment per Benefited Unit $46,453 Project Funds per Benefited Unit $38,367 City PID Fee per SF Units( ($3,400) Net Project Funds per Benefited Unit $34,967 (1) Assumes no use of capitalized interest, subject to change. Use of Cap -I reduces project funds generated through bond proceeds. (2) Assumes to be the maximum annual debt service payment. Not to exceed maximum annual debt service payment, 125%of average annual debt service payment or 10% of bond proceeds. (3) Assumed to be 10%of par amount for illustration and discussion purposes only. Subject to change. (4) Assumes no appraisal discounts for illustration purposes only. Subject to change. (5) For discussion and illustration purposes only, subject to change. (6) $3,400 PID Fee per benefited unit as per Development Agreement; total of $2,594,200. Hilltop Securities Inc. Page 2 of 5 5/17/2023 City of Anna, Texas oanrt Iw duwrMw o.rws.• ty Meadow Vista Public Improvement District PROJECTED TAN STATEMENT Projected Tax Statement City of Anna Collin County Collin County Community College District Anna Independent School District Total Tax Rate Avg. Annual Installment as a Tax Rate Equivalent/Levylu Total Overlapping Tax Rate Equivalent/Levy plus Special Assessment Tax Tax 20Z2 Levy on Levy on Tax $50010110 $60 ow Rate 50' Home 60' Home $ 05398 $ 2,698.75 5 3,23850 0.1524 762.22 914.66 0.0812 406.11 487.33 1.4429 7,21.1.50 3,657.40 T 2. 1163 5 11,081.58 $ 13,297.89 $ 0.6899 $ 3,449AS $ 4,139.33 $ 2.9062 $ 14,531.02 $ 17A37.22 (1) Inclusive of principal, Interest, addilonal Interest and admin levies. Targeted Avg. Annual Installment as Tax Rate Equivalent/Levy $0.69 per 5300. Q Wa W vmn.ca .c. Hllitop securities Inc. 5/17/20Z3 City of Anna, T.., o6ar a, um9+v mweP9K,o-4. Mud. W19 public Impmvamev Dlwl[4 PID BONDS DEBT CA/ACITY PID 0ondr terel levy Addhl.nal pond W.'." Adminb[mllve TOTAL Emm 8.11 Year Prb¢Ipal Inlewrtlll L.W' Lew" LEW [Aolmlanr 1 5 439,000 5 2,01,196 5 VT,220 S WOOD S 1.092,416 S D"99 2 465.000 2.065395 175.015 911800 2.797,120 0. BASS 3 493.000 1.031,860 121,E00 93,636 11797,196 OA696 4 521000 2,008,113 11D,235 95,509 2,297,512 a."" 5 554,D00 1.971.916 162,620 9E,419 21796,955 D"M 6 sss.oO0 1,W5330 lg4AS0 99,367 4797M7 0-6999 t 624,D00 1.910,53 161,910 101,355 2,797,203 06900 B 662,000 1.973,722 156,i90 103,38E V97.054 0 6900 9 702,000 1.834,664 155.480 105,M9 2,791.599 0 .99 10 145.DD0 1.793,246 151,970 107,558 SA07.ET4 0.6900 11 190,000 LU9,E91 148,245 109,109 1.292,MS 068041, 12 B39,000 Llol 61 144,295 111.90E 217911M Bow 13 aw'm 1.653,IW 140,100 114.14E 2d97A21 06890 14 945,000 1.6001630 135,650 110,425 2.797,74, Y,6g99 15 /.ODIDDO 1,A4,91S 130.925 118,751 2397323 0,6999 46 11065,000 1,485,718 125,910 113,129 2,717,776 OAMO e2 1,130,000 1,422.901 120.585 121,551 2,797,030 0.6590 18 MO0,0DO 13561333 114.935 126,022 4702.1" 0.6138 19 1127S,aoO I.M.433 1W,935 128,54E ;192.910 0.5/00 20 13S4,0DO 1.210.206 IWAW 131.113 1,M1A81 0.6900 11 11438,000 1,13032E 95,190 113,735 2,791,24E 06M a 1.522,000 4045.480 88,600 136,410 y292,490 0.6899 23 1,622,000 9SS,382 8D,965 139.138 2,292,490 065911 24 1,223,000 859,669 11,855 141,9E1 y292A65 0.689E 25 1,830,1100 158,03E 64,240 144,159 2.791A31 0.6094 26 1.945,000 650,062 55,1190 147,655 W92,801 0.6900 22 2,066,000 535,30E 45365 150,6C8 2.292.160 06656 E8 2.195,OW 413,413 35,035 153.620 2.797p68 0.6993 29 2333.000 283,908 24,060 156,02 2.E921660 0.6699 30 2.4",000 146.261 12395 159,826 2,29EA02 0 6899 5 35,M4,000 5 41.317,553 5 3,502 335 5 1,651,127 S M925,015 Ill Assumes an Interestrateof 5.9. fmds[usai. P.p.ssOd9, suV^1to[hull. 121 [al[ubretl et 0596 d Dupta,Wing bonds. (31 Por llurtration wmoses nnM. su6jectbcnarye titer input lmm plO Adminislrnor. Asswnes odminiatradveeape fortsvoimprovement areas. HJIM SkmHOn Inc Page 4 of 5 5/17/2023 City of Anna, Texas aRAR mr ee,u„m„ pu,vasu crly Meadow Vista Public Improvement District PROJECT IMPACTON THE CITY (AD VALOREM PROPERTY TAXES) At 2022 Rote At 20212Rate Average Average City Taxes City Taxes Build Out Build Out Generated Generated No. of Units Unit Value Total Value per Unit at Build Out Proposed Single Family Homes 763 $531,455 $405,500,000 $2,869 $2,188,686 Proposed Proposed Average Average Average Average PIO Assessment PIO Assessment Build Out Build Out Annual Installment Annual Installment No. of Units Unit Value Total Value per Unit at Build Out Proposed Single Family Homes 763 $531,455 $405.500,000 $3,666 $2,797,501 Hilltop Securities Inc. Page 5 of 5 5/17/2023 2023-2023000081567 07/19/2023 3:04 PM Page 92 of 92 Collin County Honorable Stacey Kemp Collin County Clerk Instrument Number: 2023000081567 eRecording - Real Property AGREEMENT Recorded On: July 19, 2023 03:01 PM Number of Pages: 92 " Examined and Charged as Follows: " Total Recording: $386.00 *********** THIS PAGE IS PART OF THE INSTRUMENT *********** Any provision herein which restricts the Sale, Rental or use of the described REAL PROPERTY because of color or race is invalid and unenforceable under federal law. File Information: Record and Return To: Document Number: 2023000081567 CSC Receipt Number: 20230719000520 Recorded Date/Time: July 19, 2023 03:01 PM User: Abby H Station: Station 2 STATE OF TEXAS COUNTY OF COLLIN I hereby certify that this Instrument was FILED In the File Number sequence on the date/time printed hereon, and was duly RECORDED in the Official Public Records of Collin County, Texas. Honorable Stacey Kemp Collin County Clerk Collin County, TX `"`'�