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HomeMy WebLinkAbout2024-05-14 Work Session & Regular Meeting PacketAGENDA City Council Work Session Tuesday, May 14, 2024 @ 5:30 PM Anna Municipal Complex - Council Chambers 120 W. 7th Street, Anna, Texas 75409 The City Council of the City of Anna will meet in a Closed Session on May 14, 2024 at 5:30 PM, in the Anna Municipal Complex - Council Chambers, located at 120 W. 7th Street, to consider the following items. 1.Call to Order, Roll Call, and Establishment of Quorum. 2.Closed Session (Exceptions). Under Tex. Gov't Code Chapter 551, the City Council may enter into Closed Session to discuss any items listed or referenced on this Agenda under the following exceptions: a.Consult with legal counsel regarding pending or contemplated litigation and/or on matters in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the Government Code (Tex. Gov’t Code §551.071). b.Discuss or deliberate the purchase, exchange, lease, or value of real property (Tex. Gov’t Code §551.072). c.Discuss or deliberate Economic Development Negotiations: (1) To discuss or deliberate regarding commercial or financial information that the City has received from a business prospect that the City seeks to have locate, stay, or expand in or near the territory of the City of Anna and with which the City is conducting economic development negotiations; or (2) To deliberate the offer of a financial or other incentive to a business prospect described by subdivision (1). (Tex. Gov’t Code §551.087). d.Discuss or deliberate personnel matters (Tex. Gov’t Code §551.074). Boards and Commissions The Council further reserves the right to enter into executive session at any time throughout any duly noticed meeting under any applicable exception to the Open Meetings Act. 3.Consider/Discuss/Action on any items listed on any agenda - work session, regular meeting, or closed session - that is duly posted by the City of Anna for any City Council meeting occurring on the same date as the meeting noticed in this agenda. 4.Adjourn. This is to certify that I, Carrie L. Land, City Secretary, posted this Agenda on the City’s website (www.annatexas.gov) and at the Anna Municipal Complex bulletin board at or before 5:00 p.m. on May 10, 2024. ____________________________ Carrie L. Land, City Secretary AGENDA City Council Meeting Tuesday, May 14, 2024 at 6:00 PM Anna Municipal Complex - Council Chambers 120 W. 7th Street, Anna, Texas 75409 The City Council of the City of Anna will meet on 5/14/2024 at 6:00 PM in the Anna Municipal Complex-Council Chambers, located at 120 W. 7th Street, to consider the following items. Welcome to the City Council meeting. If you wish to speak on an Open Session agenda item, please fill out the Opinion/Speaker Registration Form and turn it in to the City Secretary before the meeting starts. 1.Call to Order, Roll Call, and Establishment of Quorum. 2.Invocation and Pledge of Allegiance. 3.Neighbor Comments. At this time, any person may address the City Council regarding an item on this meeting Agenda that is not scheduled for public hearing. Also, at this time, any person may address the City Council regarding an item that is not on this meeting Agenda. Each person will be allowed up to three (3) minutes to speak. No discussion or action may be taken at this meeting on items not listed on this Agenda, other than to make statements of specific information in response to a citizen’s inquiry or to recite existing policy in response to the inquiry. 4.Reports. Receive reports from Staff or the City Council about items of community interest. Items of community interest include: expressions of thanks, congratulations, or condolence; information regarding holiday schedules; an honorary or salutary recognition of a public official, public employee, or other citizen (but not including a change in status of a person's public office or public employment); a reminder about an upcoming event organized or sponsored by the governing body; information regarding a social, ceremonial, or community event organized or sponsored by an entity other than the governing body that was attended or is scheduled to be attended by a member of the governing body or an official or employee of the municipality; and announcements involving an imminent threat to the public health and safety of people in the municipality that has arisen after the posting of the Agenda. 5.Consent Items. These items consist of non-controversial or "housekeeping" items required by law. Items may be considered individually by any Council Member making such request prior to a motion and vote on the Consent Items. a.Approve City Council Meeting Minutes for April 23, 2024. (City Secretary Carrie Land) b.Review minutes for the November 13, 2023, December 11, 2023, January 29, 2024, and February 29, 2024, Parks Advisory Board Meetings. (Director of Neighborhood Services Marc Marchand) c.Approve a Resolution authorizing the City Manager to execute purchase orders in an amount not to exceed $250,000 to Wopac Construction for full-depth asphalt street maintenance on Riggins Street, Amoret Circle, James Street, and 2nd Street. (CIP Manager Justin Clay) d.Approve a Resolution authorizing the City Manager to execute an agreement for professional services for the design of the Hurricane Creek Sanitary Sewer Trunk Line - Northern Extension project. (Assistant City Manager Greg Peters, P.E.) 6.Items For Individual Consideration. a.Conduct a Public Hearing/Consider/Discuss/Action on an Ordinance to rezone 34.7± acres for a multifamily and commercial development generally located at the northwest corner of W. Foster Crossing Road and future S. Ferguson Parkway. (Planning Manager Lauren Mecke) b.Consider/Discussion/Action on a Pre-Annexation Development Agreement on 1.1 +/- acres located at the northwest corner of W. Foster Crossing Boulevard and future Ferguson Parkway. (Planning Manager Lauren Mecke) c.Consider/Discuss/Action on a Resolution approving a Concept Plan for Jefferson Foster Crossing. (Planning Manger Lauren Mecke) d.Consider/Discuss/Action on a resolution approving a Development Agreement with Liberty 800, LP, Liberty 75, LP, The Thornton Family Trust, Janis Real Estate, LLC, and Jay P. and Irene C. Janis. (Interim Director of Economic Development Bernie Parker) e.Consider/Discuss/Action on a resolution approving a Development Agreement with Rockhill Contracts I, LLC. (Interim Director of Economic Development Bernie Parker) f.Consider/Discuss/Action on Canvass of General and Special May 4, 2024 elections. (City Secretary Carrie Land) g.Consider/Discuss/Action on an Ordinance Ordering a Run-off Election for June 15, 2024. (City Secertary Carrie Land) h.Consider/Discuss/Action on appointments to the 2024 Boards and Commissions Interview Committee. (City Secretary Carrie Land) 7.Closed Session (Exceptions). Under Tex. Gov't Code Chapter 551, the City Council may enter into Closed Session to discuss any items listed or referenced on this Agenda under the following exceptions: a.Consult with legal counsel regarding pending or contemplated litigation and/or on matters in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the Government Code (Tex. Gov’t Code §551.071). b.Discuss or deliberate the purchase, exchange, lease, or value of real property (Tex. Gov’t Code §551.072). c.Discuss or deliberate Economic Development Negotiations: (1) To discuss or deliberate regarding commercial or financial information that the City has received from a business prospect that the City seeks to have locate, stay, or expand in or near the territory of the City of Anna and with which the City is conducting economic development negotiations; or (2) To deliberate the offer of a financial or other incentive to a business prospect described by subdivision (1). (Tex. Gov’t Code §551.087). d.Discuss or deliberate personnel matters (Tex. Gov’t Code §551.074). Boards and Commissions The Council further reserves the right to enter into Executive Session at any time throughout any duly noticed meeting under any applicable exception to the Open Meetings Act. 8.Consider/Discuss/Action on any items listed on any agenda - work session, regular meeting, or closed session - that is duly posted by the City of Anna for any City Council meeting occurring on the same date as the meeting noticed in this agenda. 9.Adjourn. This is to certify that I, Carrie L. Land, City Secretary, posted this Agenda on the City’s website (www.annatexas.gov) and at the Anna Municipal Complex bulletin board at or before 5:00 p.m. on 5/10/2024. _______________________________ Carrie L. Land, City Secretary Item No. 5.a. City Council Agenda Staff Report Meeting Date: 5/14/2024 Staff Contact: AGENDA ITEM: Approve City Council Meeting Minutes for April 23, 2024. (City Secretary Carrie Land) SUMMARY: FINANCIAL IMPACT: BACKGROUND: STRATEGIC CONNECTIONS: ATTACHMENTS: 1. CCmin2024-04-23 Work Session 2. CCmin2024-04-23 City Council Work Session Meeting Minutes Tuesday, April 23, 2024 @ 5:30 PM Anna Municipal Complex - Council Chambers 120 W. 7th Street, Anna, Texas 75409 The City Council of the City of Anna met in a Closed Session on 4/23/2024 at 5:30 PM, in the Anna Municipal Complex - Council Chambers, located at 120 W. 7th Street, to consider the following items. 1. Call to Order, Roll Call, and Establishment of Quorum. Mayor Pike called the meeting to order at 5:31 PM. Members Present: Mayor Nate Pike Mayor Pro Tem Lee Miller Council Member Kevin Toten Council Member Elden Baker Council Member Pete Cain Members Absent: None 2. Closed Session (Exceptions). Under Tex. Gov't Code Chapter 551, the City Council may enter into Closed Session to discuss any items listed or referenced on this Agenda under the following exceptions: a. Consult with legal counsel regarding pending or contemplated litigation and/or on matters in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the Government Code (Tex. Gov’t Code §551.071). b. Discuss or deliberate the purchase, exchange, lease, or value of real property (Tex. Gov’t Code §551.072). c. Discuss or deliberate Economic Development Negotiations: (1) To discuss or deliberate regarding commercial or financial information that the City has received from a business prospect that the City seeks to have locate, stay, or expand in or near the territory of the City of Anna and with which the City is conducting economic development negotiations; or (2) To deliberate the offer of a financial or other incentive to a business prospect described by subdivision (1). (Tex. Gov’t Code §551.087). d. Discuss or deliberate personnel matters (Tex. Gov’t Code §551.074). Boards and Commissions MOTION: Mayor Pro Tem Miller moved to enter closed session. Council Member Baker seconded. Motion carried 5-0. Mayor Pike recessed the meeting at 5:32 PM. Mayor Pike reconvened the meeting at 6:03 PM. 3. Consider/Discuss/Action on any items listed on any agenda - work session, regular meeting, or closed session - that is duly posted by the City of Anna for any City Council meeting occurring on the same date as the meeting noticed in this agenda. No action taken. 4. Adjourn. Mayor Pike adjourned the meeting at 6:03 PM. Approved on the 14th day of May 2024 _______________________________ ATTEST: Mayor Nate Pike ___________________________ City Secretary Carrie L. Land Regular City Council Meeting Meeting Minutes Tuesday, April 23, 2024 @ 6:00 PM Anna Municipal Complex - Council Chambers 120 W. 7th Street, Anna, Texas 75409 The City Council of the City of Anna met on 4/23/2024 at 6:00 PM in the Anna Municipal Complex-Council Chambers, located at 120 W. 7th Street, to consider the following items. 1. Call to Order, Roll Call, and Establishment of Quorum. Mayor Pike called the meeting to order at 6:04 PM. Members Present: Mayor Nate Pike Mayor Pro Tem Lee Miller Deputy Mayor Pro Tem Randy Atchley Council Member Kevin Toten Council Member Stan Carver Council Member Elden Baker Council Member Pete Cain Members Absent: None 2. Invocation and Pledge of Allegiance. Council Member Carver led the Invocation and Mayor Pike led the Pledge of Allegiance. 3. Neighbor Comments. Terrell Culbertson, Stephen Smith, Shawn Smith, Gero Temesvary, Latricia Smith, LeDawn Webb, and Betty Sharp all spoke in opposition to item 7.f. Kirstin Temesvary, Tom Longmire, Paul Anderson, Joseph Thekkanattu, Kylee Kelley, Steve Naber, Erinne Naber, Mike Archer, Shirley Palacios, Ted Hoyt, Kim Hoyt, Lee Hendrix, Jennifer Richardson, Stuart Brown, and Tara Reyes all submitted a form in opposition to item 7.f. (Attached) 4. Reports. a. Baylor Scott & White McKinney Presenting Life Saving Award (Fire Chief Ray Isom) Baylor Scott and White recognized members of Anna Fire Rescue in their part of a CPR Save. 5. Work Session. a. Zoning Discussion - Sherley Farms - Tellus Group (Planning Manager Lauren Mecke) b. Zoning Discussion - Powell Corners - Continental Properties (Planning Manager Lauren Mecke) 6. Consent Items. MOTION: Council Member Toten moved to approve item 6 a.-d. Council Member Cain seconded. Motion carried 7-0. a. Approve City Council Meeting Minutes for April 9, 2024. (City Secretary Carrie Land) b. Review Minutes of the March 7, 2024, Joint Community Development Corporation and Economic Development Corporation Board Meetings. (Interim Director of Economic Development Bernie Parker) c. Review Monthly Financial Report for the Month Ending March 31, 2024. (Budget Manager Terri Doby) d. Approve a Resolution for the Purchase of Radio and Communication Equipment related to Fire Station #2 Operations (Fire Chief Ray Isom) Radio communication equipment is outside the construction scope of Fire Station #2 and is separate from the building. It is considered part of the furnishings and equipment package for the facility. This resolution authorized the City Manager to purchase handheld portable radios and associated equipment as required furniture, fixtures and equipment for Fire Station #2. The radio and communication equipment is specialized for daily operations and is outside the scope for completion of Fire Station #2 and was therefore not included in the station project. This radio equipment is a stand-alone resource that requires specific approval and fund allocation. The equipment allows personnel assigned to Station #2 to respond and communicate properly upon dispatch to all emergency calls for service. Funding for the Fire Station #2 project was appropriated in the FY2022- 2024 Community Investment Program budget in the amount of $11.0 million from the Capital Projects Bond Funds and Public Improvement District Fund. This item is part of the furniture, fixtures and equipment needed for this project and will be paid for by the Infrastructure Investment Fund from excess General Fund reserves. The estimated cost of this item is $137,000. A RESOLUTION OF THE CITY OF ANNA, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE A PURCHASE ORDER FOR THE PURCHASE OF RADIO AND COMMUNICATION EQUIPMENT RELATED TO FIRE STATION #2 OPERATIONS, AS SHOWN IN EXHIBIT “A” ATTACHED HERETO, IN THE AMOUNT NOT TO EXCEED ONE HUNDRED THIRTY-SEVEN THOUSAND DOLLARS ($137,000); AND PROVIDING FOR AN EFFECTIVE DATE. 7. Items for Individual Consideration. a. Consider/Discuss/Action on a Resolution approving an Agreement Regarding Services for 10.131± acres located on the north side of Collin County Outer Loop, 680± feet east of W. Foster Crossing Road. (Planning Manager Lauren Mecke) The Agreement for Services is required by state law prior to approval of annexation. Foster Crossing LTD has submitted a petition to annex 10.131± acres of land. This item has no direct financial impact. However, annexation of the property will make it subject to City of Anna property taxes. Properties located in the Extraterritorial Jurisdiction (ETJ) are not taxed by the City. MOTION: Mayor Pike moved to approve. Council Member Cain seconded. Motion carried 4-3. Council Member Carver, Mayor Pro Tem Miller, and Deputy Mayor Pro Tem Atchley opposed. A RESOLUTION ADOPTING A CONDITIONAL AGREEMENT REGARDING SERVICES RELATED TO ANNEXATION OF A 10.131± ACRE TRACT OF LAND b. Conduct a Public Hearing/Consider/Discuss/Action on an Ordinance to annex 10.131± acres located on the north of Collin County Outer Loop, 680± feet east of W. Foster Crossing Road. (Planning Manager Lauren Mecke) Foster Crossing LTD. submitted a petition to annex 10.131± acres of land This item has no direct financial impact. However, annexation of the property will make it subject to City of Anna property taxes. Properties located in the Extraterritorial Jurisdiction (ETJ) are not taxed by the City. The annexation is recommended for approval. The Planning & Zoning Commission made a recommendation for approval on the accompanying zoning request. Mayor Pike opened the public hearing at 7:19 PM. No comments given. Mayor Pike closed the public hearing at 7:19 PM. MOTION: Council Member Carver moved to approve. Council Member Cain seconded. Motion carried 5-2. Mayor Pro Tem Miller, and Deputy Mayor Pro Tem Atchley opposed. AN ORDINANCE ANNEXING THE HEREINAFTER DESCRIBED TERRITORY TO THE CITY OF ANNA, COLLIN COUNTY, TEXAS, AND EXTENDING THE BOUNDARY LIMITS OF SAID MUNICIPALITY SO AS TO INCLUDE SAID HEREINAFTER DESCRIBED PROPERTY WITHIN SAID MUNICIPAL CORPORATE LIMITS AND GRANTING TO ALL THE INHABITANTS OF SAID PROPERTY ALL THE RIGHTS AND PRIVILEGES OF OTHER CITIZENS AND BINDING SAID INHABITANTS BY ALL OF THE ACTS, ORDINANCES, RESOLUTIONS, AND REGULATIONS OF SAID CITY AS SET FORTH HEREIN; PROVIDING A REPEALER CLAUSE; PROVIDING A SEVERABILITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE. c. Conduct a Public Hearing/Consider/Discuss/Action on an Ordinance to zone 10.1± acres located on the north of Collin County Outer Loop, 680± feet east of W. Foster Crossing Road to Multi-Family (MF) District. (Planning Manager Lauren Mecke) The applicant requested to zone the property to Multi-Family Residential (MF) district for future development. The Multi-Family Residential (MF) district provides for high-density residential development, targeting well-designed multi-family uses serving as a transition between medium-density residential development and commercial nodes. This district encourages multi-family uses with site development characteristics that accommodate open space and access to light and air. Surrounding Land Uses and Zoning North Vacant land zoned Planned Development (Ord. No. 2002-27A; south of Pecan Grove) East Agriculture (Pecan Farm) located in the ETJ South Across Collin County Outer Loop, vacant land in Melissa’s ETJ West Vacant land owned by Collin County & located in the ETJ Conformance with the Anna 2050 Comprehensive Plan The Anna 2050 Future Land Use Plan identifies this area as Parks and Open Space place type. The Preferred Scenario Diagram identifies this property as Mixed Use. Below is the page from the Comprehensive Plan for the Mixed Use place type. The proposed zoning district does conform to the Mixed Use place type. ISSUES: Floodplain The primary issue for this site is due to the entire tract being within the flood zone. The flood zone as currently shown has been in effect since June 2009. It is possible that several acres can be reclaimed and developed in the future but will need further analysis. The request for multi-family zoning is not in conformance with the Future Land Use Plan but is in conformance with the Preferred Scenario Diagram within the Anna 2050 Comprehensive Plan. The Planning & Zoning Commission unanimously recommended approval. Mayor Pike opened the public hearing at 7:23 PM. No comments given. MOTION: Council Member Carver moved to table continuing the public hearing until May 28th, 2024 at 6:00 PM at the Anna Municipal Complex, Council Chambers, 120 W 7th St, Anna, Tx 75409. Council Member Baker seconded. Motion carried 6-1. Mayor Pro Tem Miller opposed. d. Consider/Discuss/Action on a Resolution approving a Pre-Annexation Development Agreement of 470 single family, attached & detached lots with multiple common area lots located on 60± acres generally located on both sides of Ferguson Parkway on the north side of County Road 731 and on the south side of future Mantua Parkway. (Planning Manager Lauren Mecke) The applicant made an informal presentation to the Planning & Zoning Commission at the March 4, 2024 meeting. The Planning & Zoning Commission provided comments regarding the development. The Commission was opposed to reducing the building repetition requirements and commented that it is a very dense development and suggested a reduction in density. The city received a request for a Pre-Annexation Agreement of 470 single family dwellings, attached & detached with multiple common area lots located on 60± acres generally located on both sides of Ferguson Parkway on the north side of County Road 731 and on the south side of future Mantua Parkway. The request for MD zoning is in conformance with the Cluster Residential place type within the Anna 2050 Future Land Use Plan. The Townhome Units land use, as defined in the Zoning Ordinance, are not in conformance with the Cluster Residential place type. The applicant requested to enter into a Pre-annexation agreement with the city in order to adopt development regulations and development standards for 60± acres generally located on both sides of Ferguson Parkway on the north side of County Road 731 and on the south side of future Mantua Parkway. The request is most similar to the Mixed-Density Residential (MD) District. The MD District provides medium-density residential development with diversified housing choices. This district encourages a mix of single-family and two-family residential uses and incentivizes community amenities to form compact, accessible, and walkable neighborhoods. The Planned Development (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 Planned Development (PD) district may be used to permit new and innovative concepts in land utilization. While great flexibility is given to provide special restrictions that will allow development not otherwise permitted, procedures are established to prevent misuse of the increased flexibility. Surrounding Land Uses and Zoning North Vacant land located in the ETJ East Bryant Elementary School and vacant land located in the ETJ South Across CR 371, vacant land zoned PD (Anacapri, Phase 3; Ord. No. 887-2020) West Across CR 371, vacant land zoned AG Conformance with the Anna 2050 Comprehensive Plan The Anna 2050 Future Land Use Plan identifies this area as Ranching & Agricultural, Cluster Residential, and Parks & Open Space place types. The Ranching & Agricultural place type states that Cluster Residential may be appropriate when preservation of open space is included. The proposed land uses of Single-family dwellings, attached and detached are in conformance with the Cluster Residential place type. Townhome units are not in conformance with the Cluster Residential place type. ISSUES: Interpretation of Sec. 9.04.042 and Sec. 9.04.029. Staff recommended that language be added to clarify that Single-Family Dwellings, Attached are required to follow the Site Design Requirements for Townhome Units as amended and require a specified acreage of open space rather than requiring open space only for Townhome Units. This recommendation stems from the Zoning Ordinance's definitions that define Single-Family Dwellings, Attached and Townhome Units as two distinct uses. Single-Family Dwelling, Attached A dwelling that is part of a structure containing three or more dwellings, each designed and constructed for occupancy by one family, with each dwelling unit attached by a common wall to another, in which each dwelling is located on a separate platted lot. Townhome Unit A dwelling that is part of a structure containing three or more dwellings, each designed and constructed for occupancy by one family, with each dwelling unit attached by a common wall to another, in which each dwelling is located on a parcel of land or lot under one ownership. SF-A Cottages Fire Lane The applicant proposed SF-A Cottages in which the driveways are accessed by a "Fire Lane" rather than a public street. Article 9.02 (Subdivision Regulations) requires every lot to front a public street. If the SF-A cottages are Townhome Units on one lot, then it would meet the frontage requirement. Townhome Units are permitted by right in the Multi- Family (MF) District and by Specific Use Permit in the Mixed Use District but are not permitted in the MD District. Lot Area The applicant proposed lot areas less than would be permitted in the MD District. Proposed Lot Area (square feet): SFD-Bungalow SFA-Cottage TH A TH B 4,000 2,100 2,000 2,200 MD District Requirements (square feet): Single-family detached Single-family attached/Two-family 4,500 2,400/dwelling unit PROPOSED ENHANCEMENTS: Minimum building size The applicant proposed minimum building sizes that exceed previous zoning regulations. Hike & Bike Trail to Elementary School The applicant proposed an enhanced hike & bike trail to connect the development to Bryant Elementary School. Dedicated off-street parking The applicant proposed 40 off-street parking spaces in proximity to the SFA Cottages. MOTION: Council Member Carver moved to approve subject to legal form. Council Member Toten seconded. Motion carried 7-0. A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING THE WOODLAND ESTATES DEVELOPMENT AGREEMENT WITH RELATING TO DEVELOPMENT OF PROPERTY FOR A SINGLE-FAMILY PLANNED DEVELOPMENT e. Consider/Discuss/Action on a Resolution approving a Pre-Annexation Development Agreement of 432 single family dwellings, attached, park, and civic center on 204± acres located at the intersection of County Road 285 and County Road 827. (Planning Manager Lauren Mecke) The applicant made an informal presentation to the Planning & Zoning Commission on April 1, 2024. The Planning & Zoning Commission provided comments regarding the development. The Commission was opposed to reducing the building repetition requirements. Pre-Annexation Agreement of 432 single-family dwellings detached, 275 single-single family dwellings, attached, park land, and civic center lots on 204± acres located at the intersection of County Road 285 and County Road 827. Located within the Extraterritorial Jurisdiction (ETJ). The request for MD zoning is in conformance with the Cluster Residential place type within the Anna 2050 Future Land Use Plan if an equivalent amount of land is preserved for open space. The Townhome Units land use, as defined in the Zoning Ordinance, are not in conformance with the Cluster Residential place type. The applicant requested to enter into a Pre-annexation agreement with the city in order to adopt development regulations and development standards for 204± acres located at the intersection of County Road 285 and County Road 827. The request is utilizing the Mixed-Density Residential (MD) District. The MD District provides medium-density residential development with diversified housing choices. This district encourages a mix of single-family and two- family residential uses and incentivizes community amenities to form compact, accessible, and walkable neighborhoods. The Planned Development (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 Planned Development (PD) district may be used to permit new and innovative concepts in land utilization. While great flexibility is given to provide special restrictions that will allow development not otherwise permitted, procedures are established to prevent misuse of the increased flexibility. Surrounding Land Uses and Zoning North Single-family dwellings and vacant land located in the ETJ East Vacant land located in the ETJ South Across East Fork Trinity River and Hurricane Creek, single-family dwellings and vacant land located in the ETJ West Vacant land located in the ETJ Conformance with the Anna 2050 Comprehensive Plan The Anna 2050 Future Land Use Plan identifies this area as Ranching & Agricultural and Parks & Open Space place types. The Ranching & Agricultural place type states that Cluster Residential may be appropriate when preservation of open space is included. The proposed land uses of Single-family dwellings, attached and detached are in conformance with the Cluster Residential place type. Townhome units are not in conformance with the Cluster Residential place type. ISSUES: Interpretation of Sec. 9.04.042 and Sec. 9.04.029. Staff recommended that language be added to clarify that Single-Family Dwellings, Attached are required to follow the Site Design Requirements for Townhome Units as amended and require a specified acreage of open space rather than requiring open space only for Townhome Units. This recommendation stems from the Zoning Ordinance's definitions that define Single-Family Dwellings, Attached and Townhome Units as two distinct uses. Single-Family Dwelling, Attached A dwelling that is part of a structure containing three or more dwellings, each designed and constructed for occupancy by one family, with each dwelling unit attached by a common wall to another, in which each dwelling is located on a separate platted lot. Townhome Unit A dwelling that is part of a structure containing three or more dwellings, each designed and constructed for occupancy by one family, with each dwelling unit attached by a common wall to another, in which each dwelling is located on a parcel of land or lot under one ownership. SF-A Cottages Fire Lane The applicant proposed SF-A Cottages in which the driveways are accessed by a "Fire Lane" rather than a public street. Article 9.02 (Subdivision Regulations) requires every lot to front a public street. If the SF-A cottages are Townhome Units on one lot, then it would meet the frontage requirement. Townhome Units are permitted by right in the Multi- Family (MF) District and by Specific Use Permit in the Mixed Use District but are not permitted in the MD District. Lot Area The applicant is proposing lot areas less than would be permitted in the MD District. Proposed Lot Area (square feet): SFD-Bungalow SFA-Cottage TH 4,000 2,100 2,000 MD District Requirements (square feet): Single-family detached Single-family attached/Two-family 4,500 2,400/dwelling unit Adequacy of streets and access In accordance with the Subdivision Regulations, the proposed plan would require 14 entrances. The layout currently has four. Sec. 9.02.081. Streets (c) Adequacy Of Streets and Thoroughfares (4) Approach Streets and Access …. All residential subdivisions, with the exception of multifamily dwellings and single-unit or duplex unit park developments, shall provide no less than one entrance for each 50 lots including stubs for future development and in no case shall have more than 150 lots for each connection to an existing street. PROPOSED ENHANCEMENTS: Minimum building size & lot width The applicant proposed minimum building sizes that exceed previous zoning regulations and increased lot widths from the current MD District. Park land dedication and Civic Center (fire station) The applicant proposed to preserve land for park land dedication with park improvements and a civic center. Dedicated off-street parking The applicant proposed off-street parking spaces in proximity to the SFA- Cottages. MOTION: Council Member Toten moved to approve subject to legal form. Council Member Baker seconded. Motion carried 7-0. A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING THE WOODLAND ESTATES DEVELOPMENT AGREEMENT WITH ANNA 204 PARTNERS LP RELATING TO DEVELOPMENT OF PROPERTY FOR A SINGLE-FAMILY PLANNED DEVELOPMENT f. Consider/Discuss/Action on a Resolution approving a Pre-Annexation Development Agreement of a proposed commercial and multi-family dwelling planned development on 40± acres located at the northeast corner of future Rosamond Parkway and County Road 288. (Planning Manager Lauren Mecke) The applicant withdrew a proposed annexation and zoning amendment request which was recommended for denial by the Planning & Zoning Commission on April 1, 2024 due to the proposed zoning not being in conformance with the Future Land Use Plan of the Anna 2050 Comprehensive Plan. The proposed Pre-Annexation Development Agreement is another method for properties in the Extraterritorial Jurisdiction to be developed and annexed into the City. The agreement implements development standards instead of zoning/land use requirements. This alternative method allows for the property owner to establish land use entitlements and restrictions with an agreement to annex in the future. The applicant requested to enter into a Pre-annexation Development Agreement with the city in order to adopt development regulations and development standards for 40± acres located at the northeast corner of future Rosamond Parkway and County Road 288. The property shall be developed as generally depicted on the Concept Plan, and includes a commercial and multi-family development referred to as Logan Crossing. City staff worked with the development team on the proposed land use entitlements and Concept Plan which are listed within the Development Regulations. MOTION: Council Member Toten moved to deny. Council Member Baker seconded. Motion carried 7-0. g. Consider/Discuss/Action on a Resolution authorizing the City Manager to execute a contract with ANA Site Construction, LLC for the construction of two additional traffic lanes on East Finley Boulevard between State Highway 5 and Sharp Street. (CIP Manager Justin Clay) The City Council approved a budget amendment allocating funds for the design of roadway improvements to Finley Boulevard on April 25, 2023 in order to address traffic congestion and traffic safety concerns. Construction funding was allocated from Roadway Impact Fees for the project in the FY2024 Capital Improvement Plan budget, which was adopted on September 12, 2023. This item awarded the construction contract for construction of 2 new lanes on Finley Boulevard between State Highway 5 and Sharp Street. The project scope includes: roadway paving, drainage, sidewalks, pedestrian ramps, signage, and pavement markings. Finley Blvd is on the City of Anna Master Thoroughfare Plan as a 4-lane road. The City publicly bid the project and received 5 bids. The best value bid was determined to be from ANA Site Construction, LLC based on a scoring matrix of bid price, experience, references, and safety records. Staff recommended approval of the resolution. Funding for the Finley Boulevard project was appropriated in the FY2024 Community Investment Program budget in the amount of $990,000 with $900,000 allocated for construction from the Roadway Impact Fees Fund. The estimated cost of this construction contract is $798,911, plus a 10 percent contingency, for a total cost of $872,802. MOTION: Council Member Toten moved to approve. Mayor Pike seconded. Motion carried 7-0. A RESOLUTION OF THE CITY OF ANNA, TEXAS, AWARDING THE FINLEY BOULEVARD LANES 3 & 4 PROJECT TO ANA SITE CONSTRUCTION, LLC, IN THE AMOUNT NOT TO EXCEED EIGHT- HUNDRED AND SEVENTY-EIGHT THOUSAND EIGHT HUNDRED TWO DOLLARS AND TEN CENTS. ($878,802.10), INCLUDING A 10% CONTINGENCY, WITH AN EFFECTIVE DATE Council Member Baker stepped out. h. Consider/Discuss/Action on a Resolution authorizing the City Manager to execute a purchase order in the amount not to exceed $482,000 for the purchase of a Hydro Excavation Truck for the City of Anna Public Works Department. (Director of Public Works Steven Smith) The Public Works Department currently operates one hydro excavation truck. The current hydro excavation truck handles utility excavations, sanitary sewer cleaning, storm sewer cleaning, lift station cleaning, and other emergency repairs. All hydro excavation trucks are maintenance intensive, and our truck is entering its fourth year of service. In addition, the continued fast-paced growth of the City has placed additional demands for hydro-excavating underground utilities for new connections, performing sewer system cleanings and debris removal, and coordinating pump and haul services for certain development projects. An additional truck is needed to meet the demand for these specialized services and to ensure continuous operation and availability to meet the health, safety, and welfare needs of our public utility system. Funding for an additional Hydro Excavation Truck is available from excess fund balance in the Utility Fund in the amount of $481,040. MOTION: Council Member Toten moved to approve. Mayor Pro Tem Miller seconded. Motion carried 6-0. A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING AUTHORIZING THE CITY MANAGER TO EXECUTE A PURCHASE ORDER IN THE AMOUNT NOT TO EXCEED FOUR HUNDRED EIGHTY- TWO THOUSAND DOLLARS ($482,000.00) FOR THE PURCHASE OF A HYDRO EXCAVATION TRUCK FOR THE CITY OF ANNA PUBLIC WORKS DEPARTMENT FROM VERMEER TEXAS-LOUISIANA. Council Member Baker returned. Mayor Pike recused himself at 8:41 PM. i. Consider/Discuss/Action on a resolution approving a Development Agreement with Anacapri Laguna Azure LLC. (Interim Director of Economic Development Bernie Parker) Over the past few months, staff worked with Megatel and our financial consultants and legal counsel to develop a Development Agreement. A majority of the land owned by Megatel is within the ETJ. Below are some highlights: • Creation of a Public Improvement District(s) and Tax Increment Reinvestment Zone(s); • City will collect PID fees as per the City's PID policy at the amount of $2. 7 million; • City will dedicate 50% of the TIRZ tax increment reinvestment zone for this development; • Agreement confirms limitation of lot sales to institutional investors; and • Offers a pathway for the annexation of properties within Anna's Extraterritorial Jurisdiction (ETJ) that are part of this development upon meeting all requirements stipulated in this agreement. MOTION: Council Member Carver moved to approve. Deputy Mayor Pro Tem Atchley seconded. Motion carried 6-0. A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING THE ANACAPRI NORTH DEVELOPMENT AGREEMENT WITH ANACAPRI LAGUNA AZURE LLC RELATING TO DEVELOPMENT OF PROPERTY FOR RESIDENTIAL DEVELOPMENT. 8. Closed Session (Exceptions). Under Tex. Gov't Code Chapter 551, the City Council may enter into Closed Session to discuss any items listed or referenced on this Agenda under the following exceptions: a. Consult with legal counsel regarding pending or contemplated litigation and/or on matters in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the Government Code (Tex. Gov’t Code §551.071). b. Discuss or deliberate the purchase, exchange, lease, or value of real property (Tex. Gov’t Code §551.072). c. Discuss or deliberate Economic Development Negotiations: (1) To discuss or deliberate regarding commercial or financial information that the City has received from a business prospect that the City seeks to have locate, stay, or expand in or near the territory of the City of Anna and with which the City is conducting economic development negotiations; or (2) To deliberate the offer of a financial or other incentive to a business prospect described by subdivision (1). (Tex. Gov’t Code §551.087). d. Discuss or deliberate personnel matters (Tex. Gov’t Code §551.074). Boards and Commissions No closed session. 9. Consider/Discuss/Action on any items listed on any agenda - work session, regular meeting, or closed session - that is duly posted by the City of Anna for any City Council meeting occurring on the same date as the meeting noticed in this agenda. No action taken. 10. Adjourn. Mayor Pro Tem Miller adjourned the meeting at 8:57 PM. Approved on the 14th day of May 2024 ______________________________ ATTEST: Mayor Nate Pike ____________________________ City Secretary Carrie L. Land December 20, 2019 Council Speaker Sign-In Sheet CITY OF ANNA SPEAKER SIGN-IN FORM WELCOME TO THE ANNA CITY COUNCIL MEETING! • Those wishing to address the City Council are asked to complete this form. Please present the form and ten (10) copies of any written notes or handouts to the City Secretary prior to the Regular meeting. Groups wishing to address the same issue are encouraged to select a spokesperson. • The Presiding Officer will ask those wishing to address the City Council to do so at the appropriate time. Please approach the speaker’s stand, state your name and address for the record, and discuss the specific agenda item or topic of interest. Please direct your comments only to the Presiding Officer. Please be courteous and refrain from language or behavior that is disorderly or disruptive to the conduct of City business. • Although the City Council cannot take specific action on Neighbors Comments on items not on the Regular Agenda due to legal requirements, the City Council may: 1. Have the item placed on a future agenda for action; 2. Refer the item to the full City Council or a subcommittee for further study; 3. Refer the item to staff for study or conclusion. We appreciate your interest in the community and hope you will visit again soon. **************************************************Please Print******************************************************** Name:___________________________________________________ Date: __________________ Optional, for purpose of the City contacting speaker Address: ______________________________________ City/State/Zip:_______________________ Email: ________________________________________ Phone:_____________________________ ____NEIGHBORS COMMENTS: This item is available for neighbors to speak on any subject including items on the agenda that are not Public Hearing items. This item is also available for neighbors to speak on any subject including items that are not included on the agenda. However, by State law, no action may be taken on a subject that is not on the agenda. The time limit is three minutes per speaker. Note that the three-minute time limit applies to each speaker regardless of the number of items/topics the speaker may choose to discuss. PLEASE PROVIDE THE ITEMS/TOPIC(S) YOU WILL DISCUSS UNDER THE “NEIGHBORS COMMENT” ITEM: _ _ ______ PUBLIC HEARING Agenda Item #______ _____ I wish to speak IN FAVOR of this item. _ _ I wish to speak IN OPPOSITION to this item. _ _ I do not wish to speak. Please record my ______ SUPPORT ______ OPPOSITION. Additional Comments: ________________________________________________________________________________ For Official Use: Route To: _______________________________________ Response By:________________________ City Manager or Designee_________________ Lee Hendrix 4/23/24 75409 I oppose annexation of private property for the convenience of a developer. Proposed plan does not align with the Anna 2050 outline and was previously denied by PZ board. 4 7F 4 4 Submit Item No. 5.b. City Council Agenda Staff Report Meeting Date: 5/14/2024 Staff Contact: Marc Marchand AGENDA ITEM: Review minutes for the November 13, 2023, December 11, 2023, January 29, 2024, and February 29, 2024, Parks Advisory Board Meetings. (Director of Neighborhood Services Marc Marchand) SUMMARY: Review minutes for the November 13, 2023, December 11, 2023, January 29, 2024, and February 29, 2024, Parks Advisory Board Meetings. FINANCIAL IMPACT: Not applicable BACKGROUND: Review minutes for the November 13, 2023, December 11, 2023, January 29, 2024, and February 29, 2024, Parks Advisory Board Meetings. STRATEGIC CONNECTIONS: This item supports the City of Anna Strategic Plan, specifically advancing the strategic outcome area: Excellent. ATTACHMENTS: 1. November 13, 2023 Parks Advisory Board Signed Minutes 2. December 11, 2023 Parks Advisory Board Signed Minutes 3. January 29, 2024 Parks Advisory Board Signed Minutes 4. February 29, 2024 Parks Advisory Board Signed Minutes MINUTES ANNA PARKS ADVISORY BOARD MEETING Monday, December 11, 2023 @ 6:00 PM Municipal Complex, Council Chambers 120 W. 7th Street, Anna, TX 75409 The Parks Advisory Board of the City of Anna met at 6:05 PM, on December 11th, 2023, at the Anna Municipal Complex, Council Chambers, located at 120 W. 7th Street, to consider the following items: 1. Call to Order, Roll Call and Establishment of Quorum Parks Advisory Board Member Susan Jones called the meeting to order at 6:05pm. Quorum was established. Following Parks advisory board members were in attendance Susan Jones, Chad Fisher, Jeff Recce, and Andy Michirina. Mackenzie Jenks, Eirik Hansen and Justin Inesta were not in attendance. Staff present included Assistant Director of Neighborhood Services Jeff Freeth, Park Planning and Development manager Dalan Walker, Assistant City Manager Greg Peters and City Council Member Stan Carver and Pete Cain. 2. Invocation and Pledge of Allegiance. Parks Advisory Board Member Chad Fisher led the Pledge of Allegiance and Invocation. 3. Neighbor Comments – No neighbor comment 4. Receive a Report Received a memo with the update on parks maintenance and recreation programs and events. 5. Project Update Receive a memo with the park CIP project updates. Development manager Dalan gave a detailed presentation (presentation slides attached). 6. Items for Individual Consideration a. Discuss, Consider, Action on potential parkland dedication. MOTION: Parks Advisory Board Member Chad Fisher made a motion to recommend to council to accept the proposed dedicated parkland from the developer for the purpose of developing the trail system. Seconded by Jeff Recce. Motion Carried. b. Discuss, Consider, Action on a park naming recommendation. MOTION: Park Advisory Board Member Chad Fisher made a motion to table the naming of the park to the January 2024 meeting. Seconded by Jeff Recce. Motion carried. c. Discuss, Consider, Action on Parks Advisory Board meeting minutes on November 13, 2023 Meeting MINUTES ANNA PARKS ADVISORY BOARD MEETING Thursday, February 29,2024 @ 6:00 PM Municipal Complex, Council Chambers 120 W. 7th Street, Anna, TX 75409 The Parks Advisory Board of the City of Anna met at 6:04 PM, on February 29th, 2024, at the Anna Municipal Complex, Council Chambers, located at 120 W. 7th Street, to consider the following items: 1. Call to Order, Roll Call and Establishment of Quorum Parks Advisory Board Member Mackenzie Jenks called the meeting to order at 6:04pm. Quorum was established. The following Parks advisory board members were in attendance: Mackenzie Jenks, Susan Jones, Jeff Recce, Chad Fisher, and Andy Michrina. Eirik Hansen and Alastair Hunte were not in attendance. Staff present included Director of Neighborhood Services Marc Marchand, Park Planning and Development manager Dalan Walker, Assistant City Manager Greg Peters and City Council Member Elden Baker, and Pete Cain. 2. Invocation and Pledge of Allegiance. Parks Advisory Board Member Chad Fisher led the Pledge of Allegiance and Prayer. 3. Neighbor Comments – No neighbor comments. 4. Receive a Report Received a memo with the update on parks maintenance and recreation programs and events. 5. Project Update. Received a report on Park CIP project update. 6. Items for Individual Consideration a. Discuss, Consider, Action on Parks Advisory Board meeting minutes on January 29, 2024. MOTION: Park Advisory Board Member Mackenzie Jenks made a motion to approve the minutes. Seconded by Jeff Recce. Motion carried. b. Discuss, Consider, Action on narrowing down the Natural Spring Park playground design selections. Park Advisory Board Members were presented with the designs for the park. The board members selected 9 designs for the city to post for the survey, for community input. c. Discuss, Consider, Action on Myrtle Street Parkland dedication (part of Throckmorton Trail). MOTION: Park Advisory Board Member Mackenzie Jenks made a motion to recommend to council to accept the land as the part of the parkland dedication from the developer. Seconded by Chad Fisher. Motion Carried. Item No. 5.c. City Council Agenda Staff Report Meeting Date: 5/14/2024 Staff Contact: Justin Clay AGENDA ITEM: Approve a Resolution authorizing the City Manager to execute purchase orders in an amount not to exceed $250,000 to Wopac Construction for full-depth asphalt street maintenance on Riggins Street, Amoret Circle, James Street, and 2nd Street. (CIP Manager Justin Clay) SUMMARY: The Downtown Master Plan identifies Amoret Circle, Second Street, and Riggins Street as part of the core district of the downtown area. The Public Works Street Department has identified these streets as needing repair. The City completes annual street maintenance projects for streets within the City which are in the worst condition, based upon an annual review of pavement condition and available funding. FINANCIAL IMPACT: Funding for the Downtown Infrastructure Improvements project was appropriated in the FY2024 Community Investment Program budget in the amount of $5.33 million from the Infrastructure Investment Fund (Street Maintenance Sales Tax) and American Recovery Act funding. The estimated cost of this contract is $250,000. BACKGROUND: The City has completed multiple water and sanitary sewer infrastructure improvements in the downtown area, including within these road corridors. Now that the underground utility improvements are complete, it is the proper time to reconstruct the roadways in poor condition. STRATEGIC CONNECTIONS: This item supports the City of Anna Strategic Plan, specifically advancing the strategic outcome area: Vibrant. ATTACHMENTS: 1. Resolution for the reconstruction of 2nd st Amoret Cir and Riggins St (003) 2. Proposal for City of Anna, Reconstruct Amoret Cir and 2nd St. from James St. to end. 3. Proposal for City of Anna, Reconstruct Riggins St. - 2 areas between FM 455 and 4th St. 4. Project Location Map - Riggins Street 5. Project Location Map - Amoret Circle and 2nd Street CITY OF ANNA, TEXAS RESOLUTION NO. _______________ A RESOLUTION OF THE CITY OF ANNA, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE PURCHASE ORDERS FOR THE REHABILITATION OF DOWNTOWN STREETS, INCLUDING: AMORET CIRCLE, WEST SECOND STREET FROM JAMES STREET TO AMORET CIRCLE, AND NORTH RIGGINS FROM FM 455 TO 4TH STREET TO WOPAC CONSTRUCTION, INCORPORATED IN THE AMOUNT NOT TO EXCEED TWO HUNDRED AND FIFTY THOUSAND DOLLARS AND ZERO CENTS ($250,000.00); AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, Second Street and Amoret Circle are identified as a capital roadway maintenance projects in the City of Anna, Texas; and, WHEREAS, Riggins Street is a critical access corridor in the core downtown area and is in substandard condition with multiple areas of subgrade failure and loss of integrity; and, WHEREAS, Wopac Construction Incorporated has a current contract with Collin County for road paving improvements and, WHEREAS, the City of Anna is a member of the Collin County Purchasing Cooperative and seeks to utilize the existing Collin County contract with Wopac Construction, Incorporated to achieve better unit pricing. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS, THAT: Section 1. Recitals Incorporated The recitals above are incorporated herein as if set forth in full for all purposes. Section 2. Authorization of Payment and Funding. That the City Council of the City of Anna hereby authorizes the City Manager to execute purchase orders in an amount not to exceed $250,000.00 to Wopac Construction, Incorporated for the rehabilitation of Second Street, Amoret Circle, and North Riggins Street. That funding for the project shall come from the State & Local Fiscal Recovery Funds and shall not exceed $250,000.00. PASSED AND APPROVED by the City Council of the City of Anna, Texas on this ___ day of May 2024. ATTEST: APPROVED: __________________________ __________________________ City Secretary, Carrie Land Mayor, Nate Pike Rate QuantityItem Description Amount Unit $6.1521380 1 Reclaim and remove 2" of material. Cement stabilize existing subgrade at a depth of 8" using 40lbs of cement per SY. Prime subgrade and install 3" of TY C asphalt compacted in place. $131,487.00 SF $2,500.001 2 Provide Barricades and Traffic Control.$2,500.00 LS WOPAC Const. Inc. P.O. Box 819 Prosper, TX 75078 972-562-8316 adamleachwopac@aol.com wopacconst.com Quote To: City of Anna 111 N. Powell Pkwy Anna, TX 75409 4/26/2024 2624 Date: Estimate No: Estimate Reconstruct Amoret Cir and 2nd St. from James St. to end.Job and Location: WOPAC Construction Inc. hereinafter called the company, offers to furnish all labor, materials and equipment required for the performance of the following described work. Grand Total $133,987.00 Rate QuantityItem Description Amount Unit $6.155300 1 Riggins Street - 5th St. to 4th St. - Reclaim and remove 2" of existing material. Cement Stabilize existing subgrade at a depth of 8" using 40lbs of cement per SY. Prime subgrade and install 3" of TY C asphalt compacted in place at 20ft width. 265'x20' $32,595.00 SF $2,500.001 2 Riggins St. - 5th St. to 4th St. - Traffic Control.$2,500.00 LS $7.0010120 3 Riggins Street - 7th St. to FM 455 ROW - Reclaim and remove 2" of existing material. Cement Stabilize existing subgrade at a depth of 8" using 40lbs cement per SY. Build up edge of existing road on the East side to match up with new concrete. Prime and install 3" of TY C asphalt compacted in place at 22' width. 460'x22' $70,840.00 SF $500.009 4 Riggins Street - 7th St. to FM 455 ROW - Install driveway tie-ins. $4,500.00 Ea $2,500.001 5 Riggins Street - 7th St. to FM 455 ROW - Traffic Control.$2,500.00 LS WOPAC Const. Inc. P.O. Box 819 Prosper, TX 75078 972-562-8316 adamleachwopac@aol.com wopacconst.com Quote To: City of Anna 111 N. Powell Pkwy Anna, TX 75409 4/30/2024 2628 Date: Estimate No: Estimate Reconstruct Riggins St.Job and Location: WOPAC Construction Inc. hereinafter called the company, offers to furnish all labor, materials and equipment required for the performance of the following described work. Grand Total $112,935.00 Item No. 5.d. City Council Agenda Staff Report Meeting Date: 5/14/2024 Staff Contact: Gregory Peters AGENDA ITEM: Approve a Resolution authorizing the City Manager to execute an agreement for professional services for the design of the Hurricane Creek Sanitary Sewer Trunk Line - Northern Extension project. (Assistant City Manager Greg Peters, P.E.) SUMMARY: The City of Anna is seeking to begin design of the next phase of the extension of the trunk sewer main along Hurricane Creek. A map showing the project location is attached as Exhibit "A." The continued high growth rate of the community is necessitating this project timeline to be accelerated in order to meet sanitary sewer demand. This trunk main will provide sewer access for properties located west of US 75 in the northern portion of the City. This project will provide gravity sewer for the Liberty Hills Development and other future adjacent developments in the area. In addition, the trunk main will provide a connection point for the City of Van Alstyne, which will be contracting with the City of Anna for wastewater treatment and transport. The partnership with Van Alstyne will allow the City of Anna to more economically serve the growing Anna community with wastewater treatment and transmission. If approved, the City will work with the design team to accelerate the project schedule so the project may move into the construction phase as soon as possible. The design is estimated to take 6 to 9 months, with construction funding to be allocated in the FY2024-2025 CIP. FINANCIAL IMPACT: Funding for the Hurricane Creek Sewer Line North project (Design) was appropriated in the FY2024 Community Investment Program budget from the Wastewater Impact Fees Fund. The estimated cost of this contract is $670,500. BACKGROUND: The City of Anna Wastewater Master Plan includes a large diameter trunk sewer main along Hurricane Creek to the northern City Limit. The Master Plan is attached as Exhibit "B." STRATEGIC CONNECTIONS: This item supports the City of Anna Strategic Plan, specifically advancing the strategic outcome area: Resilient. ATTACHMENTS: 1. Exhibit A - Project Location Map 2. Exhibit B - City of Anna - Wastewater Master Plan 3. Resolution Hurricane Creek Trunk Sewer - North Professional Services Agreement - Kimley-Horn 4. 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Existing Peak: 1.35 MGD Buildout Peak: 4.72 MGD NTMWD Throckmorton Creek P.O.E. Existing Peak: 7.20 MGD Existing WWTP Treats 2.0 MGD Peak Buildout Peak: 35.96 MGD Buildout WWTP Treats 18.0 MGD Peak Throckmorton Creek/ Trinity River Interceptor Contracted Capacity Upstream: 5.60 MGD (2014) Contracted Capacity Downstream: 9.60 MGD (2014) Clement Creek Contracted Capacity: 3.0 MGD (2014) Text Legend Lift Stations Wastewater Subbasin Clement Creek Clement Creek Existing East Fork Trinity Harrington Branch Hurricane Creek Clement Creek Existing Sister Grove Creek Slayter Creek Throckmorton Creek West Sister Grove Creek Stiff Creek !Proposed WWTP g Proposed Lift Station !Existing WWTP !!2 Existing Manhole Existing Force Main Existing Wastewater Proposed Manhole Proposed Force Main Streams parcels Planning Boundary Floodplain Van Alstyne/Mantua P.O.E. Peak Flow = 13.88 MGD Weston P.O.E. #1 Peak Flow = 0.50 MGD Weston P.O.E. #2 Peak Flow = 0.50 MGD Weston P.O.E. #3 Peak Flow = 0.50 MGD Weston P.O.E. #4 Peak Flow = 0.50 MGD Weston P.O.E. #5 Peak Flow = 0.50 MGD Weston P.O.E. #6 Peak Flow = 0.50 MGD Weston P.O.E. #7 Peak Flow = 0.50 MGD Harrington Branch WWTP Phase 1 Capacity: 1 MGD Phase 2 Capacity: 2 MGD Phase 3 Capacity: 2.5 MGD Hurricane Creek WWTP Phase 1 Capacity: 4 MGD Phase 2 Capacity: 8 MGD Phase 3 Capacity: 16 MGD Slayter Creek WWTP Existing Capacity: 0.5 MGD Phase 3 Capacity: 0.975 MGD Expansion Capacity: 4.5 MGD Van Alstyne P.O.E. Peak Flow = 20.48 MGD Stiff Creek P.O.E. Buildout Peak: 2.77 MGD CITY OF ANNA, TEXAS RESOLUTION NO. _______________ A RESOLUTION OF THE CITY OF ANNA, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE A PROJECT SPECIFIC AGREEMENT WITH KIMLEY- HORN FOR THE DESIGN OF THE HURRICANE CREEK TRUNK SEWER – NORTHERN EXTENSION, IN THE AMOUNT NOT TO EXCEED SIX HUNDRED SEVENTY THOUSAND FIVE HUNDRED DOLLARS ($670,500.00). WHEREAS, the Hurricane Creek Trunk Sewer – Northern Extension project is listed as a capital improvement project in the City of Anna’s Capital Improvement Plan; and, WHEREAS, the continued growth of the City of Anna requires continuous improvements to the City’s public sewer system, including capital projects that increase sewer system access, capacity, resiliency, and redundancy to protect the health, safety, and welfare of the public; and, WHEREAS, the Wastewater Master Plan for the City of Anna shows the construction of a large diameter trunk sewer main along Hurricane Creek to the northern City Limit for the City of Anna; and, WHEREAS, Kimley-Horn has been pre-selected by the City of Anna to provide professional services related to the engineering design of utility infrastructure for the City of Anna; and, WHEREAS, Kimley-Horn has provided the City with a proposal for the required engineering design services on the project, with a total cost of $670,500. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS, THAT: Section 1.Recitals Incorporated The recitals above are incorporated herein as if set forth in full for all purposes. Section 2.Authorization of Payment and Funding. The City Council of the City of Anna hereby authorizes the City Manager to execute a project specific agreement for professional services with Kimley-Horn for the design of the Hurricane Creek Trunk Sewer – Northern Extension. That funding for the project shall come from the Sewer Impact Fee fund and shall not exceed $670,500. PASSED AND APPROVED by the City Council of the City of Anna, Texas on this ___ day of May 2024. ATTEST: APPROVED: __________________________ __________________________ City Secretary, Carrie Land Mayor, Nate Pike kimley-horn.com 6160 Warren Parkway, Suite 210, Frisco, TX 75034 972 335 3580 May 02, 2024 Mr. Greg Peters, Assistant City Manager City of Anna 120 W. 7th Street Anna, TX 75409 Re: Master Trunk Sewer Design – Liberty Hills City of Anna ETJ, Collin County, Texas Dear Greg: Kimley-Horn and Associates, Inc. (“Kimley-Horn” or “Consultant”) is pleased to submit this proposal to the City of Anna (“City”) for the planning and design of a master sewer main extension through the Liberty Hills project. PROJECT UNDERSTANDING The master sewer main will generally extend through the Liberty Hills project from a point of connection at the south end to be coordinated with the City’s consultant, Freese and Nichols, to the city limit line at the north end. Two stubs will be extended to the city limit line to provide service to the City of Van Alstyne as generally depicted on the attached Limits of Work exhibit. In addition to the gravity sewer line, this work will include the design of an inverted siphon beneath Hurricane Creek. The following scope of services assumes that the Liberty Hills developer will allow the City use existing project topography and as well as the previously prepared Aquatic Resources Delineation study previously prepared by Kimley-Horn for the Liberty Hills project. The effort to redo these items is not included as part of this agreement. SCOPE OF SERVICES Kimley-Horn will provide the services specifically set forth below. Task 1: Update Master Sewer Flows Kimley-Horn will obtain current master sewer flow projections from the City of Anna, City of Van Alstyne, Liberty Hills and Mantua developers. We will consolidate the information to obtain current design flow information applicable for this project. The sewer projections will be tabulated for review and use, but no formal report will be prepared. Kimley-Horn will consult with the City to discuss our findings. Kimley-Horn will use the final design flows as directed by the City for design of the project improvements. This task includes one coordinate meeting to evaluate results. Page 2 kimley-horn.com 6160 Warren Parkway, Suite 210, Frisco, TX 75034 972 335 3580 Task 2: Preferred Alignment Study Kimley-Horn has previously completed a preliminary alignment study of the master trunk sewer. Kimley-Horn’s surveyor will establish the location of the preliminary alignment. Kimley-Horn will conduct a field walk with the City to verify field conditions and make adjustment s to the preliminary alignment as necessary. Kimley-Horn will incorporate feedback from the City, as well as observations made during the field walk to establish the preferred alignment. Kimley-Horn’s surveyor will establish the location of the preferred master trunk sewer alignment for final design purposes. As part of this task, Kimley-Horn’s surveyor will establish creek flow lines at creek crossings to verify preliminary design assumptions. Task 3: Preliminary Sewer Plan and Profile Design Kimley-Horn will prepare a preliminary plan and profile design of the master trunk sewer. Design flows and pipe sizing will be established based on the updated master sewer flows established in Task 1 and the preferred alignment established in Task 2. The preliminary plan and profile exhibit (roll plot) will be submitted to the City for review and comment. This task includes one design review meeting and one coordination meeting. Task 4: Construction Plans 60% Kimley-Horn will address minor review comments obtained from the City’s review of the Preliminary Plan and Profile Design to prepare 60% construction plans. The plan set will include the following sheets / design elements: A. Cover sheet B. General notes and specifications C. Alignment and horizontal control plan D. Sewer plan and profile E. Creek crossing details F. Inverted Sewer Siphon or Aerial Crossing (see Task 7) G. Erosion Control Plan H. Standard City details The downstream connection point will be coordinated with the Freese and Nichol’s design plans. Two upstream connections to the City of Van Alstyne will be provided at locations generally depicted on Page 3 kimley-horn.com 6160 Warren Parkway, Suite 210, Frisco, TX 75034 972 335 3580 Kimley-Horn’s preliminary design. Locations and depths will be coordinated with the City of Van Alstyne and Mantua development. The 60% Construction Plans and 60% OPCC will be submitted to the City for review and comment. This task includes one design review meeting. Task 5: Construction Plans 90% Kimley-Horn will progress the 60% Construction Plans and address minor review comments received from the City’s review of the 60% Construction Plans to prepare the 90% Construction Plans. The 90% Construction Plans, 90% OPCC, 90% Technical Specifications, and Construction Documents will be submitted to the City for final review and approval. This task includes on design review meeting. Task 6: Final Construction Plans Kimley-Horn will assemble the Final Construction Plans, Technical Specifications and Construction Documents and submit up to four sets of stamped and sealed plans to the City for approval and bidding. Task 7: Inverted Sewer Siphon Design Kimley-Horn will utilize the creek survey provided in task 2 of this contract to design an inverted sewer siphon to direct the trunk sewer beneath hurricane Creek. The inverted siphon will be designed per TCEQ requirements and will be submitted to the City as part of the 60% and 90% Construction Plans. The design will include approximately 200 linear foot two-barrel or three-barrel inverted sewer siphon, upstream and downstream splitter structures, and relevant details. Sheets will include the following: 1. Plan and Profile Sheets; 2. Siphon Box Details – Civil; 3. Siphon Box Details – Structural; 4. Odor Control Details – Passive System Only. Kimley-Horn will address up to two rounds of minor review comments received from the City as part of this task. This task involves one design review meeting. Page 4 kimley-horn.com 6160 Warren Parkway, Suite 210, Frisco, TX 75034 972 335 3580 Task 8: Easement Descriptions Kimley-Horn will identify and establish the limits of easements required for the construction and placement of the master trunk sewer. Kimley-Horn will prepare metes and bounds descriptions of each easement and provide them to the City. This task contemplates up to 10 sewer easements and 10 temporary construction easements. Additional easement will be prepared for an additional fee. The City and developer will be responsible for negotiating and obtaining all easements. Task 9: Desktop Cultural Resources Review Kimley-Horn will engage a professional archeologist subconsultant to perform a desktop cultural resources review. The results of the desktop review will be compiled in a letter report, which can be used to coordinate the field efforts with the USACE Fort Worth District Regulatory Archeologist and/or Texas Historical Commission (THC) if a survey is requested during USACE permit review (if permitting is required). The purpose of the desktop review is to identify and describe existing cultural resources in the project area, discuss the potential for discovering previously unknown cultural resources, and make recommendations about the need for further archeological work so that the project can proceed. The archeologist will compile information from records/databases, including (as necessary): • Texas Archeological Sites Atlas (TASA); • National Register of Historic Places (NRHP); • Additional records at the Texas Archeological Research Laboratory (TARL); • Natural Resources Conservation Service (NRCS) soil maps; • Bureau of Economic Geology geological maps; • City, state, or county planning documents (when available); • USGS topographic maps; • Records available at city and county historical societies; and • Published local histories. A letter report that details the results of the records search and presents a review of the natural environment and cultural history of the project area, along with conclusions and recommendations of findings. This letter will include a discussion of the potential for the proposed project to affect known archeological sites, State Antiquities Landmarks (SALs), or sites listed or potentiall y eligible for listing on the NRHP. In addition to this discussion, the letter will also address the likelihood that the proposed project will encounter areas with a high potential for containing cultural resources. The report will be submitted to the Client for review. Task 10: Protected Species Assessment Kimley-Horn will perform a protected species assessment in an effort to assess potential impacts to wildlife species protected by federal laws including the Endangered Species Act (ESA), the Migratory Bird Treaty Act (MBTA), and/or the Bald and Golden Eagle Protection Act (BGEPA) enforced by the Page 5 kimley-horn.com 6160 Warren Parkway, Suite 210, Frisco, TX 75034 972 335 3580 U.S. Fish and Wildlife Service (USFWS). Potential impacts to wildlife species protected by state laws enforced by the state specific wildlife department/agency will also be assessed. Kimley-Horn will review readily available resources in an attempt to identify potentially suitable habitat for protected species to be evaluated in the field or “sp ot-checked.” Resources may include, but may not be limited to: • Federally and state listed threatened and endangered species on a county-wide basis • USFWS Information for Planning and Consultation (IPaC) portal • Current and historical topographic maps • Current and historical aerial photographs • State ecoregion maps vegetation information/data • Soil survey data • USFWS NWI data • Available existing information regarding topography and geology of the site Site observations will be performed to evaluate the presence of federally and/or state-listed threatened and endangered species and the presence of suitable habitat for federally -listed threatened and/or endangered species. Additionally, the presence of migratory birds, bald eagles, golden eagles, and suitable habitats will be evaluated. While performing the site visit, species locations (if observed) will be collected with a GPS unit and will be displayed on an exhibit as part of the report. If observed, a preliminary map will be provided to the Client prior to pr eparation and issuance of the report. Preliminary findings will be provided to the Client following the site visit. Kimley-Horn will prepare a protected species assessment report that will include the applicable regulatory framework, describe the assessment methodology, provide limitations and findings, and provide site-specific conclusions and recommendations. This Task does not include consultation with the U.S. Fish and Wildlife Services or additional studies or mitigation if our studies identify the presence of threatened and/or endangered species. Task 11: Aquatic Resources Delineation Kimley-Horn will update the previously prepared Aquatic Resource Delineation prepared for the Liberty Hills project to include portions of this project located outside the Liberty Hills property. Kimley-Horn will locate readily available resource documents which may include aerial photographs, historic topographic maps, soil surveys, U.S. Fish and Wildlife Service (USFWS) National Wetlands Inventory (NWI) maps,), Federal Emergency Management Agency (FEMA) flood hazard layer, and other related data for a desktop review of site conditions. Kimley-Horn will perform a site visit to evaluate the existence and approximate locations of aquatic resources on the site generally following the USACE 1987 Wetlands Delineation Manual and the applicable USACE Regional Supplement. Following the site visit, Kimley-Horn will prepare exhibits showing the boundaries (polygons) and acreage and/or linear footage (if applicable) of aquatic Page 6 kimley-horn.com 6160 Warren Parkway, Suite 210, Frisco, TX 75034 972 335 3580 resources identified onsite during the site visit. Appropriate feature data, locations, and extents will be collected with a GPS with sub-meter accuracy as required by the USACE. This scope of work does not include flagging; however, if warranted by the Client, features can be flagged for an additional fee to allow for surveyors to collect the data at a later date. Kimley-Horn will prepare a report for the project documenting the results of the aquatic resources delineation performed onsite. The report will address the applicable regulatory framework, describe the assessment methodology, limitations and findings, provide site -specific conclusions and jurisdictional analysis of identified features, and provide recommendations pertaining to compliance with Section 404 of the Clean Water Act and/or Section 10 of the Rivers and Harbors Act. The report will also include applicable maps/exhibits, site photographs, and data sheets/forms. This task assumes up to one revision of the delineation report. If additional revisions are requested, additional fees may apply. It is important for the Client to understand that the Environmental Protection Agency (EPA) and the USACE occasionally issue guidance concerning what they intend to assert jurisdiction over. Changes that impact our strategy or scope will cause additional work and will be addressed as an additional service amendment to this agreement. Observations will be made under the applicable regulatory guidance at the time of the observations. This Task does not include consultation with the USACE. Task 12: USACE NWP 58 Non-Notifying Memorandum This task assumes the project can be authorized by Nationwide Permit (NWP) 58 for Utility Line Activities for Water and Other Substances without notification to the USACE Fort Worth District . Kimley-Horn will add to the previously prepared aquatic resources delineation report (previously prepared for the Liberty Hills project) to document compliance with the applicable NWP. This scope assumes that formal USACE notification and authorization is not required; therefore, Kimley -Horn will document specific project information and details and how to use the perceived applicable NWP. The report will include regulatory language for the applicable NWP with discussion of selected noteworthy General Conditions. The report will include the following information: • Brief project description of proposed impacts to aquatic features; • NWP 58 permit language with General Conditions; • State Water Quality Certifications and Conditions; and • NWP Regional Conditions for Texas. Though no coordination with the USACE is proposed as part of this Task, the use of the applicable NWP constitutes compliance with appropriate Federal regulations. All NWP General and Regional Conditions and NWP terms must be met by the Client. For reference, notification to the USACE involves the submittal of a Pre-Construction Notification (PCN), which may be required if: • The NWP General or Regional Conditions cannot be met; Page 7 kimley-horn.com 6160 Warren Parkway, Suite 210, Frisco, TX 75034 972 335 3580 • Specific triggers for notification to the USACE are met within the NWP; • The impacts thresholds for the Nationwide Permit program are exceeded (greater than 0.10 acre and less than 0.50 acre, and 0.03 acre or less of stream bed at each separate, single and complete crossing); • The project proposes impacts to special aquatic sites, including wetlands; or • Client requests verification from the USACE. This task does not include consultation with the USACE; however, this can be performed if warranted under a separate Agreement. Task 13: Geotechnical Investigation Perform geotechnical analysis of the site utilizing a qualified geotechnical laboratory to determine subsurface conditions and make recommendations regarding design parameters. The analysis shall include the following: a. Subsurface exploration including up to 22 sample bore drilled between 8 and 40 feet . b. Laboratory tests for classification purposes and strength characteristics c. Engineering services that address the soil and groundwater conditions A geotechnical report will be furnished by the geotechnical engineer to present the results of the field and laboratory data. The data contained in the geotechnical report will be made available to contractors during the bidding process for informational purposes. Task 14: Bidding Phase Services Kimley-Horn will assist the City with the preparation and bidding of the Master Trunk Sewer plans. Kimley-Horn’s services will include: A. Print a maximum of 3 full size (22” x 34”) and 3 half size (11” x 17”) sets of plans and specifications for the Client. B. Provide plans and specifications in .pdf format to CivCast and the City of Anna Ionwave website for online bidding. C. Prepare the notice to bidders and submit the notice to one newspaper for advertisement. D. Issue addenda as required. E. Answer contractor questions F. Prepare for and conduct a pre-bid conference. G. Attend bid opening, prepare a tabulation of bids, and prepare a letter summarizing the bids to the Client. H. Prepare size (6) sets of the contract documents for execution by the contractor, receive and review such documents for completeness, and forward to the Client for review and execution. Page 8 kimley-horn.com 6160 Warren Parkway, Suite 210, Frisco, TX 75034 972 335 3580 Task 15: Construction Phase Services Kimley-Horn can provide construction phase services to support the construction of the master trunk sewer as described below and as requested by the Client: A. Pre-Construction Conference a. Prepare for and attend a pre-construction conference prior to commencement of work at the site. B. Visits to Site and Observation of Construction . Kimley-Horn will make visits as directed by Client in order to observe the progress of the work. Such observa tions will not be exhaustive or extend to every aspect of Contractor's work. Observations will to be limited to spot checking, selective measurement, and similar methods of general observation. Based on information obtained during site visits, Kimley-Horn will evaluate whether Contractor's work is generally proceeding in accordance with the Contract Documents, and Kimley -Horn will keep Client informed of the general progress of the work. Kimley-Horn will not supervise, direct, or have control over Contractor's work, nor shall Kimley- Horn have authority to stop the Work or have responsibility for the means, methods, techniques, equipment choice and usage, schedules, or procedures of construction selected by Contractor, for safety programs incident to Contractor's work, or for any failure of Contractor to comply with any laws. Kimley-Horn does not guarantee the performance of any Contractor and has no responsibility for Contractor's failure to perform its work in accordance with the Contract Documents. C. Recommendations with Respect to Defective Work. Kimley-Horn will recommend to Client that Contractor's work be disapproved and rejected while it is in progress if, on the basis of its observations, Kimley-Horn believes that such work will not produce a completed Project that generally conforms to the Contract Documents. D. Clarifications and Interpretations. Kimley-Horn will respond to reasonable and appropriate Contractor requests for information and issue necessary clarifications and interpretations of the Contract Documents. Any orders authorizing variations from the Contract Documents will be made by Client. E. Change Orders. Kimley-Horn may recommend Change Orders to the Client and will review and make recommendations related to Change Orders submitted or proposed by the Contractor. F. Shop Drawings and Samples. Kimley-Horn will review and approve or take other appropriate action in respect to Shop Drawings and Samples and other data which Contractor is required to submit, but only for conformance with the i nformation given in the Contract Documents. Such review and approvals or other action will not extend to means, methods, techniques, equipment choice and usage, schedules, or procedures of construction or to related safety programs. Page 9 kimley-horn.com 6160 Warren Parkway, Suite 210, Frisco, TX 75034 972 335 3580 G. Substitutes and "or-equal." Kimley-Horn will evaluate and determine the acceptability of substitute, or "or-equal" materials and equipment proposed by Contractor in accordance with the Contract Documents. H. Disagreements between Client and Contractor. Kimley-Horn will, if requested by Client, render written decision on all claims of Client and Contractor relating to the acceptability of Contractor's work or the interpretation of the requirements of the Contract Documents. In rendering decisions, Kimley-Horn shall be fair and not show partiality to Client or Contractor and shall not be liable in connection with any decision rendered in good faith. I. Applications for Payment. Based on its observations and on review of applications for payment and supporting documentation, Kimley-Horn will determine amounts that Kimley-Horn recommends Contractor be paid. Such recommendations will be based on Kimley -Horn’s knowledge, information and belief, and will state whether in Kimley-Horn’s opinion Contractor’s work has progressed to the point indicated, subject to any qualifications stated in the recommendation. For unit price work, Kimley-Horn’s recommendations of payment will include determinations of quantities and classifications of Contractor's work, based on obser vations and measurements of quantities provided with pay requests. Kimley-Horn’s recommendations will not be a representation that its observations to check Contractor's work have been exhaustive, extended to every aspect of Contractor's work, or involved detailed inspections. J. Substantial Completion. Kimley-Horn will, after notice from Contractor that it considers the Work ready for its intended use, in company with Client and Contractor, conduct a site visit to determine if the Work is substantially complete. Work will be considered substantially complete following satisfactory completion of all items with the exception of those identified on a final punch list. K. Final Notice of Acceptability of the Work. Kimley-Horn will conduct a final site visit to determine if the completed Work of Contractor is generally in accordance with the Contract Documents and the final punch list so that Kimley-Horn may recommend final payment to Contractor. Accompanying the recommendation for final payment, Kimley-Horn shall also provide a notice that the Work is generally in accordance with the Contract Documents to the best of Kimley - Horn’s knowledge, information, and belief based on the extent of its services and based upon information provided to Kimley-Horn L. Record Drawings – Prepare project “Record Drawings” based on information provided by the contractor and/or Client as to the actual field placement of the work including any changes or deletions. Consultant is not responsible for the accuracy of the information provided by the contractor and/or the Client. Consultant will provide the following deliverables: a. One (1) set of reproducible Record Drawings b. Two (2) full size Record Drawings c. Three (3) half size Record Drawings d. One (1) set of .pdf file Record Drawings Page 10 kimley-horn.com 6160 Warren Parkway, Suite 210, Frisco, TX 75034 972 335 3580 A maximum of 350 hours has been budgeted for this task. Additional effort will be billed as an additional service. EXCULSIONS Kimley-Horn will rely on the accuracy and completeness of information provided by the C ity, or by others for whom Kimley-Horn is not legally responsible. The Client acknowledges that verifying the accuracy and completeness of such information is not part of Kimley -Horn’s services. In addition, the following items are specifically excluded from the scope of this Agreement including other task not specifically noted in the above scope of services: • SWPPP preparation (provided by Contractor following selection) • Tree surveys • USACOE permitting • TCEQ permitting • Design of powered odor control or chemical dosing system • Topographic survey • Pothole investigation and surveys of underground infrastructure • RW or easement negotiations or acquisition support ADDITIONAL SERVICES Any services not specifically provided for in the above scope, as well as changes in the scope of proposed services and revisions requested by the C ity after substantial completion of the proposed services, will be considered Additional Services and performed at our then current hourly rates. INFORMATION PROVIDED BY CLIENT We shall be entitled to rely on the completeness and accuracy of all information provided by the C ity or the City’s consultants or representatives. The City shall provide all information requested by Kimley- Horn during the project, including but not limited to the following: • Executed agreement • Permission to enter property • Permission to use Liberty Hills topographic survey data • Permission to use Liberty Hills Aquatic Resources Delineation study • All review and permitting expenses • RW or easement negotiations or acquisition support SCHEDULE We will provide our services as expeditiously as practicable to meet a mutually agreed upon schedule. Page 11 kimley-horn.com 6160 Warren Parkway, Suite 210, Frisco, TX 75034 972 335 3580 FEE SUMMARY Task 1 Update Master Sewer Flows $10,000 Task 2 Preferred Alignment Study $52,000 Task 3 Preliminary Sewer Plan and Profile Design $56,000 Task 4 Construction Plans 60% $125,000 Task 5 Construction Plans 90% $95,000 Task 6 Final Construction Plans $35,000 Task 7 Inverted Sewer Siphon Design $90,000 Task 8 Easement Descriptions $20,000 Task 9 Desktop Cultural Resources Review $4,000 Task 10 Protected Species Assessment $9,000 Task 11 Aquatic Resources Delineation $9,500 Task 12 USACE NWP 58 Non-Notifying Memo $15,000 Task 13 Geotechnical Investigation $30,000 Task 14 Bidding Phase Services $20,000 Task 15 Construction Phase Services $100,000 Subtotal $670,500 In addition to the above fees, direct reimbursable expenses such as printing, reproduction, deliveries, and other direct expenses will be billed at 1.15 times cost. All permitting, application, and similar project fees will be paid directly by the Client. Lump sum fees will be invoiced monthly based upon the overall percentage of services performed. Hourly services will be invoiced based on actual effort. Reimbursable expenses will be invoiced based upon expenses incurred. Payment will be due within 25 days of your receipt of the invoice and should include the invoice number and Kimley-Horn project number. CLOSURE In addition to the matters set forth herein, this Agreement shall be subject to the City’s standard terms and conditions. Unless directed otherwise, invoices will be emailed to Greg Peters at gpeters@annatexas.gov. Please include the invoice number and Kimley-Horn project number with all payments. We appreciate the opportunity to provide these services to you. Please contact me if you have any questions. Sincerely: KIMLEY-HORN AND ASSOCIATES, INC. Thomas G. Coppin, P.E. Vice President Item No. 6.a. City Council Agenda Staff Report Meeting Date: 5/14/2024 Staff Contact: Lauren Mecke AGENDA ITEM: Conduct a Public Hearing/Consider/Discuss/Action on an Ordinance to rezone 34.7± acres for a multifamily and commercial development generally located at the northwest corner of W. Foster Crossing Road and future S. Ferguson Parkway. (Planning Manager Lauren Mecke) SUMMARY: The applicant is requesting to zone the subject property to the MF District on one lot for multi-family dwellings, SF-20.0 District on one lot for a dog park or other privately owned public amenity, & C-1 District for retail and restaurants. The applicant is not requesting variances from Article 9 Planning & Development of the City of Anna Code of Ordinances. The request has been partially modified after the Planning & Zoning Commission hearing by removing a portion of the original request which contained C-1 and Agricultural (AG) District zoning. The portion removed is now a separate agenda item - a pre-annexation development agreement. The pre-annexation development agreement is a companion item which will be considered separately. REMARKS: The Multi-Family Residential (MF) district provides for high-density residential development, targeting well-designed multi-family uses serving as a transition between medium-density residential development and commercial nodes. This district encourages multi-family uses with site development characteristics that accommodate open space and access to light and air. History Most of the subject property is currently undeveloped. The current zoning of the in-city 34.7± acre portion was adopted by Ordinance No. 2002-27A as part of the Pecan Grove Subdivision zoning. The property is permitted to be platted into an equivalent of today’s SF-7.2 and SF-6.0 single-family residential zoning districts. Surrounding Land Uses and Zoning North Single-Family lots and vacant lot zoned Planned Development (Pecan Grove, Phase 1; Ord. No. 2002-27A & 705-2015) East Vacant land located in the ETJ South Across W Foster Crossing Road, Agriculture (An active pecan grove/farm) located in the ETJ West Vacant land zoned Planned Development (Ord. No. Ord. No. 2002- 27A) Conformance with the Anna 2050 Comprehensive Plan The Anna 2050 Future Land Use Plan identifies this area as Suburban Living and Community Commercial place types. On the following pages are the pages from the Comprehensive Plan for each place type. The MF District and AG District zoning would not be in conformance with the character & intent of the Suburban Living and Community Commercial place types. The SF-20.0 District is in conformance with the Suburban Living Place type and the C-1 District zoning is in conformance with both place types. The Preferred Scenario Diagram identifies this property as Cluster Residential. Per the Anna 2050 Comprehensive Plan: • Cluster residential neighborhoods are intended to provide smaller single family detached and attached residential lots. Home sites are located in platted subdivisions with all utilities, residential streets, and sidewalks. • Lot Size: 5,000 - 7,500 SF The proposed zoning does not align with the Cluster Residential place type. Annexation of existing uses The portion of the property proposed for the AG District zoning contains two single- family, detached dwellings with one also classified as an Agriculture land use. Land uses, buildings, structures, lots, and other situations that came into existence legally prior to the effective date of the Zoning Ordinance and are subsequently (re)zoned to a zoning district that would not allow it, are classified as non-conformities. Staff generally discourages creating a non-conformity and recommends that existing land uses are zoned to the district that would allow for the use or to the zoning district best suited for future redevelopment of the site. In reviewing the zoning districts, the AG district is the most appropriate zoning for the existing land uses located in this portion of the property. SUMMARY: Request to rezone 34.7± acres for a multifamily and commercial development from Planned Development (Ord. No. 2002-27A) to Multi-Family Residential (MF) District, Single-Family Residential (SF-20.0) District, & Local Commercial (C-1) District. The request for MF District is not in conformance with the Anna 2050 Future Land Use Plan while the request for C-1 District and SF-20 District zoning is in conformance with the Anna 2050 Future Land Use Plan. FINANCIAL IMPACT: This item has no financial impact. However, the property is located within the City limits, and as such, any development of the property which results in an increase of the appraised value would result in increased property tax revenues for the City of Anna. BACKGROUND: At the March 4, 2024, Planning & Zoning Commission meeting, the recommendation of the zoning request was for denial with a vote of 6-0. In accordance with Article 9, Section 9.02(c) of the Home Rule Charter, a vote of three-fourths of the Council members present, or four votes, whichever is greater, is required to overrule a recommendation of the Commission that a proposed zoning amendment, supplement, or change be denied. STRATEGIC CONNECTIONS: This item supports the City of Anna Strategic Plan, specifically advancing the strategic outcome area: Unique. ATTACHMENTS: 1. CC Jefferson Foster Crossing Zoning Locator Map 2. Ordinance (Jefferson Foster Crossing) 3. Exhibit 1 Legal Description Stephenson 4. Exhibit 2 (CP) Jefferson Foster Crossing 5. PZ - STAFF REPORT (Zoning) Jefferson Anna Luscombe 6. CC Combined Responses W OUTER LOOP RD GARDENIADRTW I N C R E E K S C IR CHERRY BLOS S O M S T BURL LN STRAWBERRY HILL LNAZALEASRUNDRLUSCOMBE LN W FOSTER CROSSING RD YUCCA STPECAN GROVE DR PISTACHIO DR LUSC O M B EFA R M D RHOLLY ST BOIS D ARC LN CREPE MYRTLE L NREDWOODSTLESLIELNSAINTJAMES PLACE LN MOMBIN ST TAMARIND STATLANTICAVE CAROL LNGLEASONLN ELDERBERRY DRPACIFICAVEWFINLEYBLVD Copyright nearmap 2015 Subject Property 200' Notice Boundary City Limits ETJ ¯ 0 500 1,000250 Feet May 2024 H:\Notification Maps\Notification Maps\ Zoning - Jefferson Foster Crossing 1 CITY OF ANNA, TEXAS (Property zoned under this ordinance is generally located at the northwest corner of W. Foster Crossing Road and S Ferguson Parkway) ORDINANCE NO. ________________ 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 amendment from Samuel Adam Stephenson on Property described in Exhibit 1 (“Property”) attached hereto and incorporated herein for all purposes as if set forth in full; and WHEREAS, said Property generally located at the northwest corner of W. Foster Crossing Road and S. Ferguson Parkway; 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 full 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 are incorporated herein by reference for all purposes. Section 2.Zoning Change The Anna City Code of Ordinances (the “Anna Code”) are hereby amended by amending the zoning of the Property described in Exhibit 1 and as depicted in the conceptual development layout on the attached Exhibit 2. 2 1. Purpose. The purpose of this Planned Development District is to facilitate the development of high- quality multi-family dwelling and commercial development. 2. Definitions. Except as otherwise provided herein, the definitions in Appendix 3 of the City’s Zoning Ordinance shall apply. 3. Development Standards. 1. The location of the zoning districts shall be in substantial conformance with the conceptual development layout (Exhibit 2). 2. Standards and Area Regulations: Development must comply with the development standards for use, density, lot area, lot width, lot depth, yard depths and widths, building height, building elevations, coverage, floor area ratio, parking, access, screening, landscaping, accessory buildings, signs, and lighting, set forth in the Multi-family Residential (MF) District, Single-Family Residential (SF-20.0) District, and Local Commercial (C-1) District and the Planning and Development Regulations except as otherwise specified herein. 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. Notwithstanding any provision of this ordinance or the Anna Code, it is intended that this ordinance fully comply with Chapter 3000 of the Texas Government Code (“Chapter 3 3000”) and this ordinance shall and the City Code shall be interpreted in a manner to comply with Chapter 3000. For the purposes of this ordinance, any provision of the City Code that does not comply with Chapter 3000 shall be deemed to have been excluded and not a part of this ordinance. 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 14th day of May 2024. ATTESTED: APPROVED: ________________________________ _________________________ Carrie L. Land, City Secretary Nate Pike, Mayor PROPERTY DESCRIPTION BEING a tract of land situated in the Ezra Shelby Survey, Abstract No. 839, City of Anna, Collin County, Texas and being part of a called 33.96 acre tract of the land described in Correction Warranty Deed to Samuel Adam Stephenson, recorded in Instrument No. 2022000163783, Official Public Records, Collin County, Texas, and being a part of a tract of land described in Gift Deed – Correction Deed to Joan Leslie Luscombe, recorded in Instrument No. 20150318000293470 of said Official Public Records, and being more particularly described as follows: BEGINNING at the southwest corner of said 33.96 acre tract, in the north right -of-way line of W. Foster Crossing Road (A.K.A. County Road 366); THENCE departing said north right-of-way of W. Foster Crossing Road, with the west line of said 33.96 acre tract, North 00°28'23" East, a distance of 768.36 feet to a point for the northwest corner of said 33.96 acre tract; THENCE with the north line of said 33.96 acre tract, the following courses and distances: South 89°58'39" East, a distance of 257.83 feet to a point for corner; South 58°07'21" East, a distance of 52.07 feet to a point for corner; South 63°54'25" East, a distance of 64.59 feet to a point for corner; South 69°41'30" East, a distance of 64.59 feet to a point for corner; South 75°28'34" East, a distance of 64.59 feet to a point for corner; South 81°15'39" East, a distance of 64.59 feet to a point for corner; South 87°04'02" East, a distance of 65.46 feet to a point for corner; North 89°32'12" East, a distance of 340.50 feet to a point for corner; South 00°27'48" East, a distance of 20.00 feet to a point for corner; North 89°32'12" East, a distance of 50.00 feet to a point for corner; North 00°27'48" West, a distance of 20.00 feet to a point for corner; North 89°32'12" East, a distance of 340.50 feet to a point for corner; North 00°27'48" West, a distance of 115.00 feet to a point for corner; North 89°32'12" East, a distance of 20.00 feet to a point for corner; North 00°27'48" West, a distance of 50.00 feet to a point for corner; South 89°32'12" West, a distance of 20.02 feet to a point for corner; North 00°27'48" West, a distance of 326.99 feet to a point for a north corner of said 33.96 acre tract and the southwest corner of a tract of land described in Special Warranty Deed to Ty Osmani and Saira Osmani, recorded in Instrument No. 2018062000076287 0 of said Official Public Records; THENCE continuing with the north line of said 33.96 acre tract and with the south line of said Ty Osmani and Saira Osmani tract, North 88°27'37" East, a distance of 611.90 feet to the northeast corner of said 33.96 acre tract; THENCE with the east lines of said 33.96 acre tract, the following courses and distances: South 01°17’44” East, a distance of 752.70 feet to a point for corner; South 87°06’05” West, a distance of 454.17 feet to a point for corner; South 00°42’57” East, a distance of 413.98 feet to a point for corner in said north right-of- way of W. Foster Crossing Road; THENCE with said north right-of-way line of W. Foster Crossing Road and the south lines of said 33.96 acre tract and Joan Leslie Luscombe tract, North 89°27'12" West, a distance of 1,526.04 feet to the POINT OF BEGINNING and containing 1,479,416 square feet or 33.9627 acres of land This document was prepared under 22 TAC §138.95, does not reflect the results of an on the ground survey, and is not to be used to convey or establish interests in real property except those rights and interests implied or established by the creation or reconfiguration of the boundary of the political subdivision for which it was prepared. FL FL FLFLFLFLFLFLFLF L FL FLFLFLFLFL FLFLFLFLFLFLFLFLFL FLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFL FL FL FLFLFLFLFLFLFLFLFL FL FL DUMPSTERDUMPSTERDUMPSTERFLFLFLFLFLFLFLFLFL FL FL FL FL FL FL FLFLFLFLFLFLFLFLFLFLFLFLFLFL FLFLFLFLFLFL FL FL FL FLFL FL FL FLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFL FL FL FL FL FL FL FL FLFLFL FL FL FL FL FLFLFLFLFLFLFLFL FL FLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFL FL FL FL FLFLN89°27'12"W 1764.34'N0°28'23"E768.36'S89°58'39"E 257.83'S58°07'21"E 52.07' S63°54'25"E 64.59' S69°41'30"E 64.59' S75°28'34"E 64.59' S81°15'39"E 64.59' S87°04'02"E 65.46' N89°32'12"E 340.50' S0°27'48"E 20.00' N89°32'12"E 50.00' N0°27'48"W 20.00'N89°32'12"E 340.50' N0°27'48"W 115.00' N89°32'12"E 20.00' N0°27'48"W 50.00' S89°32'12"W 20.02'N0°27'48"W326.99'N88°27'37"E 411.90'327'W. FOSTER CROSSING ROAD (PROPOSED 40' HALF ROW)FERGUSON PARKWAY(PROPOSED 120' ROW)BLOCK B LOT 1 2.05 AC 89,348 SF LAND USE: DOG PARK ZONING: SF-20 BLOCK A LOT 1 25.25 AC 1,099,832 SF LAND USE: MULTIFAMILY ZONING: MF BUILDING 13 MULTIFAMILY - THREE STORY BUILDING 12 MULTIFAMILY - THREE STORYBUILDING 11 MULTIFAMILY - THREE STORY BUILDING 14 MULTIFAMILY - THREE STORY POOL BUILDING 1 MULTIFAMILY - THREE STORY BUILDING 2 MULTIFAMILY - THREE STORY BUILDING 3 MULTIFAMILY - THREE STORY CLUB - ONE STORY BUILDING 6 TOWNHOME- TWO STORY BUILDING 5 TOWNHOME- TWO STORY BUILDING 4 TOWNHOME- TWO STORY BUILDING 7 TOWNHOME- TWO STORY BUILDING 8 TOWNHOME- TWO STORY BUILDING 9 TOWNHOME- TWO STORY BUILDING 10 TOWNHOME- TWO STORY 26'26'26'PROPOSED 26' F.L.U.D.24'60'24'60' 24' 18' PROPOSED 26' F.L.U.D.PROPOSED 26' F.L.U.D. PROPOSED 26' F.L.U.D. PROPOSED 26' F.L.U.D. 857' BETWEEN DRIVEWAYS 782' BETWEEN DRIVEWAYS26' 8' 26' 26' PECAN GROVE PHASE 1 VOL. Q, PG. 555 P.R.C.C.T. ZONED: PD-R ZONED: PD-R ZONED: ETJ ZONED: ETJPROPOSED 24' F.L.U.D.24 '24'35'10'10' 35' BURL LN.LESLIE DR.CAROL LN.50'PECAN GROVE DR.10'10' PRO P O S E D 26' F.L. U. D.24'26'BLOCK C 7.70 AC 335,213 SF LAND USE: COMMERCIAL ZONING: C-1 25'30'21'2 0 ' 2 0 ' 20' REMAINER OF TRACT 1 FOSTER CROSSING, LTD VOL. 5499. PG. 2057 D..R.C.C.T.25'20'20 '20'22'22'22'22'2 0 ' JOAN LESLIE LUSCOMBE INST. NO. 20150318000293470 O.P.R.C.C.T. 36'16'36'35'77'12' 26' 10" BUILDING SETBACK 20" LANDSCAPE BUFFER 10" BUILDING SETBACK 10" BUILDING SETBACK 20" LANDSCAPE BUFFERPROPOSED CORNER CLIP PROPOSED CORNER CLIP EMERGENCY ACCESS GATE W/ KNOX BOX BURL LANE (PROPOSED 60' ROW) GATED ENTRY GATED ENTRY EMERGENCY ACCESS GATE W/ KNOX BOX RESIDENT ONLY GATE W/ KNOX BOX 6' CONCRETE SIDEWALK 6' CONCRETE SIDEWALK PROPOSED TRASH COMPACTOR 3-STORY STEPBACK LINE 3-STORY STEPBACK LINE FLOWER LN. 10" LANDSCAPE BUFFER ADJACENT TO SF 10' LANDSCAPE BUFFER ADJACENT TO SF PROPOSED DETENTION AREALUSCOMBE LANE (PROPOSED 50' ROW)18'EXISTING WATER EASEMENT PROPOSED 24' F.L.U.D. PROPOSED 24' F.L.U.D. PROPOSED 24' F.L.U.D. LOT 1 RETAIL ONE STORY LOT 2 RETAIL ONE STORY LOT 3 RESTAURANT ONE STORY LOT 4 RESTAURANT ONE STORY LOT 5 RESTAURANT ONE STORY BLOCK D 2.82 AC 122,690 SF LAND USE: SINGLE FAMILY ZONING: AG CAROL LEE DOWNS AND HUSBAND, MARC DOWNS VOL. 5431, PG. 5242 D.R.C.C.T. PECAN GROVE PHASE II VOL. 2020, PG. 465, O.P.R.C.C.TJAMES A. LUSCOMBE, JR. AND WIFE, ROBYN L. LUSCOMBE DOCUMENT NO. 20150427000472810 O.P.R.C.C.T JONES MARTHA LEE DOCUMENT NO. 19870702000447000 O.P.R.C.C.T 393'373'10" BUILDING SETBACK FUTU R E 5 0 ' C H E R R Y BLOS S O M R O W 259'264'20" LANDSCAPE BUFFER 20' 20' 30' 10' 20'CONCEPT PLANEX. NORTH THIS SITE PLAN IS FOR CITY REVIEW ONLY TO ILLUSTRATE COMPLIANCE WITH ZONING AND DEVELOPMENT REGULATIONS. IT IS NOT INTENDED FOR CONSTRUCTION PURPOSES JEFFERSON FOSTER CROSSING BLOCK A, LOT 1 & BLOCK B, LOT 1 32.43 A.C. EZRA SHELBY SURVEY, ABSTRACT NO. A0839 CITY OF ANNA, COLLIN COUNTY, TEXAS DATE OF PREPARATION: 02/29/2024 ENGINEER/SURVEYOR: KIMLEY-HORN AND ASSOCIATES, INC 13455 NOEL ROAD, TWO GALLERIA OFFICE TOWER, SUITE 700 DALLAS, TEXAS 75240 TEL. NO. 972-770-1300 CONTACT: PEYTON MCGEE, P.E. DEVELOPER: JPI REAL ESTATE ACQUISITION II, LLC 6600 EAST LAS COLINAS BLVD SUITE 1800 IRVING, TEXAS 75039 PHONE: 972-373-3945 CONTACT: BRYAN GRANT OWNER: SAMUEL ADAM STEPHENSON 3055 S BANNOCK ST ENGLEWOOD, COLORADO 80110 OWNER: JOAN LESLIE LUSCOMBE 8645 LUSCOMBE FARM DR ANNA, TEXAS 75409 N.T.S.VICINITY MAP SITE NORTH W. FOSTER CROSS RD COLLIN COUNTY OUTER LOOP HIGHLAND RDS. POWELL PKWYHIGHWAY N. 75THROCKMORTON RD. ZONING DISTRICT BOUNDARY EXISTING PROPERTY LINE PROPOSED FIRE LANE PROPOSED CURB PROPOSED CARPORT PROPOSED FIRE, UTILITY, AND DRAINAGE EASEMENT PROPOSED SINGLE FAMILY LOT WITH PAD LEGEND FL CONCEPT PLAN FOSTER CROSSING COMMERCIAL BLOCK C, LOT 1 11.22 A.C. EZRA SHELBY SURVEY, ABSTRACT NO. A839, CITY OF ANNA, COLLIN COUNTY, TEXAS DATE OF PREPARATION: 02/29/2024This document, together with the concepts and designs presented herein, as an instrument of service, is intended only for the specific purpose and client for which it was prepared. Reuse of and improper reliance on this document without written authorization and adaptation by Kimley-Horn and Associates, Inc. shall be without liability to Kimley-Horn and Associates, Inc.BYDATEAS SHOWNREVISIONSNo.DATESHEET NUMBER CHECKED BYSCALEDESIGNED BYDRAWN BYKHA PROJECTLAST SAVED2/29/2024 5:55 PMPLOTTED BYMCGEE, PEYTON 2/29/2024 9:08 PMDWG PATHK:\DAL_CIVIL\064446573-JPI ANNA LUSCOMBE\CAD\PLANSHEETSDWG NAMEC-SITE-PLAN.DWG , [ 24x36 ]IMAGESXREFS x24X36-064446573 : xBndry - shift-064446573 : xAerial-064446573 : xHatch-064446573 : xBndy - trim : xBase-064446573 : xArch-064446573 : xSite-Commerical© 2024 KIMLEY-HORN AND ASSOCIATES, INC.PHONE: 972-770-1300 FAX: 972-239-3820WWW.KIMLEY-HORN.COM TX F-92813455 NOEL RD. TWO GALLERIA OFFICE TOWERSUITE 700 DALLAS, TX 75240CITY OF ANNA, TXJEFFERSON FOSTER CROSSINGPREPARED FORJPI064446573CMDCMDPEMEXHIBIT 2 Page 1 of 5 CITY OF ANNA Planning & Zoning Commission March 4, 2024 Zoning: Jefferson Foster Crossing, Block A, Lot 1 & Block B, Lot 1 and Foster Crossing Commercial, Block C, Lot 1 Applicant: Samuel Adam Stephenson & Joan Leslie Luscombe DESCRIPTION: Conduct a Public Hearing/Consider/Discuss/Action on a request to annex and zone 11.2± acres and rezone 34.7± acres for a multifamily and commercial development from Planned Development (Ord. No. 2002-27A) and Extraterritorial Jurisdiction (ETJ) to Multi- Family Residential (MF) District, Single-Family Residential (SF-20.0) District, Local Commercial (C-1) District, and Agricultural (AG) District. Generally located at the northwest and northeast corners of E. Foster Crossing Road and future S. Ferguson Parkway. The applicant it requesting to zone the subject property to the MF District on one lot for multi-family dwellings, SF-20.0 District on one lot for a dog park, C-1 District on five lots for retail and restaurants, and AG District for the remainder which contains two existing single-family homes. The applicants are not requesting variances from Article 9 Planning & Development of the City of Anna Code of Ordinance. REMARKS: The Multi-Family Residential (MF) district provides for high-density residential development, targeting well-designed multi-family uses serving as a transition between medium-density residential development and commercial nodes. This district encourages multi-family uses with site development characteristics that accommodate open space and access to light and air. A Zoning Exhibit and Concept Plan, Jefferson Foster Crossing, Block A, Lot 1 & Block B, Lot 1 and Foster Crossing Commercial, Block C, Lot 1, accompanies this request as Exhibit 1 and Exhibit 2. History Most of the subject property is currently undeveloped and there are two single-family, detached dwellings and agriculture on the area identified as AG District on the concept plan. A portion of the property is located within the ETJ. The City of Anna does not regulate land uses for properties within the ETJ. Page 2 of 5 The current zoning of the in-city 34.7 acre portion was adopted by Ordinance No. 2002- 27A as part of the Pecan Grove Subdivision zoning. The property is permitted to be platted into an equivalent of today’s SF-7.2 and SF-6.0 single-family residential zoning districts. Surrounding Land Uses and Zoning North Single-Family lots and vacant lot zoned Planned Development (Pecan Grove, Phase 1; Ord. No. 2002-27A & 705-2015) East Vacant land located in the ETJ South Across W Foster Crossing Road, Agriculture (Pecan Grove) located in the ETJ West Vacant land zoned Planned Development (Ord. No. Ord. No. 2002- 27A) Conformance with the Anna 2050 Comprehensive Plan The Anna 2050 Future Land Use Plan identifies this area as Suburban Living and Community Commercial place types. On the following pages are the pages from the Comprehensive Plan for each place type. The MF District and AG District zoning would not be in conformance with the character & intent of these place types. The SF-20.0 District is in conformance with the Suburban Living Place type and the C-1 District zoning is in conformance with both place types. The Preferred Scenario Diagram identifies this property as Cluster Residential. The proposed zoning does not align with the Cluster Residential place type. Annexation of existing uses The portion of the property proposed for the AG District zoning contains two single-family, detached dwellings with one also classified as an Agriculture land use. Land uses, buildings, structures, lots, and other situations that came into existence legally prior to the effective date of the Zoning Ordinance and are subsequently (re)zoned to a zoning district that would not allow it, are classified as non-conformities. Staff generally discourages creating a non-conformity and recommends that existing land uses are zoned to the district that would allow for the use or to the zoning district best suited for future redevelopment of the site. In reviewing the zoning districts, the AG district is the most appropriate zoning for the existing land uses. Page 3 of 5 Page 4 of 5 Page 5 of 5 SUMMARY: Request to annex and zone 11.2± acres and rezone 34.7± acres for a multifamily and commercial development from Planned Development (Ord. No. 2002-27A) and Extraterritorial Jurisdiction (ETJ) to Multi-Family Residential (MF) District, Single-Family Residential (SF-20.0) District, Local Commercial (C-1) District, and Agricultural (AG) District. The request for MF District and AG District zoning is not in conformance with the Anna 2050 Future Land Use Plan while the request for C-1 District and SF-20 District zoning is in conformance with the Anna 2050 Future Land Use Plan. The request for the AG District as shown on the associated concept plan is the most appropriate zoning for the existing land uses. RECOMMENDATION: The Planning & Zoning Commission shall make a recommendation to City Council: (i) To approve the rezoning, or (ii) To deny the rezoning, or (iii) To approve the rezoning with conditions. From:Jim Luscombe To:Lauren Mecke Subject:[EXTERNAL]: FW: Docs for 4MAR24 P&Z Meeting - Luscombe Date:Tuesday, February 27, 2024 12:16:21 PM Attachments:Route D_v08.22.2018.pdf Anna PZ 4MAR24.pdf CAUTION: This email originated from outside of the organization. Do not click links or open attachments unless you recognize the sender and know the content is safe. If you are still unsure, please report this email via the PhishNotify button. Better address….. From: Jim Luscombe Sent: Tuesday, February 27, 2024 12:13 PM To: 'lmecke@annatx.gov' <lmecke@annatx.gov> Cc: 'Greg Peters' <gpeters@annatexas.gov>; Ryan Henderson <RHenderson@annatexas.gov> Subject: Docs for 4MAR24 P&Z Meeting - Luscombe Lauren, I am opposed to the proposed zoning change (as well as the design plan) for the property on W Foster Crossing Road North of the Foster Crossing Pecan Orchard. I want the City to continue with the routing (attached) agreed to in 2018 of the Ferguson Parkway extension that connects with the Outer Loop. Please include the attachments in the P&Z package for the 3MAR24 meeting. This is the same material that I spoke to at an earlier P&Z meeting. Call if questions. Jim Luscombe 214 458-4107 J Luscombe Page 1 of 6 NOTE:CENTERLINE RADIUS MIN. 1000'BIRKHOFF, HENDRICKS & CARTER, L.L.P.PROFESSIONAL ENGINEERSTBPE Firm No. 526; TBPLS Firm No. 1003180011910 Greenville Ave., Suite 600 Dallas, Texas 75243 (214) 361-7900SHEET NO.DAugust 2018BHCPROJECT NO.2015-123CONCEPTUAL ROUTE ANALYSISROUTE 'D'CITY OF ANNA, TEXASFERGUSON PARKWAYJ Luscombe Page 2 of 6 Thriving Foster Crossing Community •Our Community is on Foster Crossing Road, South of Anna and parallel to the Outer Loop •Five Luscombe Families with their homes living together •Additional Family interests own adjacent land •Pecan Grove I sub-division has become a model neighborhood •Foster Crossing Pecans -500 Tree Orchard & Cracking operation •Aunt Martha's Vintage Iris Garden –700+ Varieties •Canopy of Trees on old Country Road -100+ years in the making J Luscombe Page 3 of 6 Negotiated Agreement for Ferguson South Extension •June 2018 –The City came with a request to extend Ferguson Parkway South, though the Luscombe properties, to connect with the Outer Loop. The City wished to get this extension done with the smallest delay, expense and fight with the Family. We reluctantly agreed, hoping to get the least bad alignment. •August 2018 -Facilitated by the Mayor, a compromise agreement was reached among six Family interests, City, County and consulting Engineers; placing the alignment on a Route D. All parties agreed and signed off. This documentation is attached. •2018 -2021 -The Route D alignment appears in the Comprehensive, Master Thoroughfare and the Future Land Use Plans, and substantial funds have been spent to move the project along. •2022 -One parcel of the Family land was transferred to a future generation, which put that property on the market. The Route D alignment goes through the middle of that parcel. •March 2023 –A firm interested developing that parcel presented a concept plan to City Council, which would have altered the Route D alignment for their benefit, but to the detriment of other Family members. The Council pretty much gave it a negative review. J Luscombe Page 4 of 6 Our Family is Again At Risk •December 2023 –Now another developer is considering the parcel, again looking at altering Route D alignment for their benefit; and again to the detriment of other Family members •Based on the concept plan provided, the change in route alignment would put the major thoroughfare substantially closer to the Family homes •And cut off access to the producing pecan orchard, damaging the Foster Crossing Pecans business •Plus mis-aligns with Family property boundaries on the South side of the Outer Loop, splitting one parcel down the middle •As well as wasting initial project funds and effort already spent J Luscombe Page 5 of 6 P&Z Commission Help is Needed •You soon may be asked to approve items that impact the future of our Families and farm on Foster Crossing •We’re enlisting your help to continue the City’s commitment to the negotiated agreements and existing zoning •You’re invited to come visit with us, over the next couple of weeks, to get an on-the-ground view of the issues •Contact –Jim Luscombe –Jim.Luscombe@LuscombeMail.com •(214) 458-4107 •www.fostercrossingpecans.com J Luscombe Page 6 of 6 Alfredo Fernandez 1806 Burl Lane Anna, TX 75409 2/26/2024 City of Anna Planning and Zoning Commission Opposition to proposed Zoning Change City of Anna 120 W. Seventh Street Anna, TX 75409 Dear City of Anna Planning and Zoning Commission: In regards to the proposed zoning change from Planned Development #2002-27A, I would like to express my opposition to such change and request that it will not be considered any longer. The current concept plan for Jefferson Foster Crossing that includes a total of 460 multifamily units is not conducive to the type of quiet and secluded life that I was expecting when I moved to the Pecan Grove phase I subdivision in 2019. Moreover, the amount of traffic of West Foster Crossing Rd will severely impact my safety and commute of that of my family. The current size and condition of West Foster Crossing Rd does not allow for the additional traffic that 460 multifamily homes will bring. If the plan is to expand it, how is the city going to take care of the current “tree tunnel” (as my kids referred to) that is present in West Foster Crossing Rd. This “tree tunnel” allows me and my family to connect briefly with nature as we drive thru it, and it is one of the reasons I chose the area as my home. Not only will the proposed subdivision increase traffic on West Foster Crossing Rd, but the plan indicates that Flower Lane and Burl Lane will be open to traffic to/from this new proposed development making the front of my house practically a full-on access road, increasing noise and decreasing safety for my kids and pets. Another area that will be affected is the barn near my home that the people of our community use to host farmers markets and other fun events or festivals. We use those times and that space to create bonds between the people in our neighborhood and the areas surrounding it, as well as to support small, local businesses that flourish in the environment Anna in and of itself creates. For these reasons I kindly ask the commission to decline this request. Sincerely, Alfredo Fernandez Boysselle Page 1 of 3 Boysselle Page 2 of 3 Boysselle Page 3 of 3 This is not the first time that this parcel of land has been discussed by the City of Anna for rezoning. The first time was to enable construction of the neighborhood now known as Pecan Grove. This property was farm land for 100 years. Before the birth of Pecan Grove, the landowner and the developer felt that single family homes best reflected their desires and those of the growing community. High density housing was discussed and rejected. We are addressing the same question, but the circumstances have changed. Now, the request is to insert high density housing and commercial businesses in the middle of a well established single family neighborhood. It is only through the accident of the economic downturn of 2008 that additional homes were not built in the parcel of land currently zoned for single family homes which was the original intent of the landowner and the City of Anna. Increasing the density of housing now will decrease the value of the existing homes. The size of the proposed housing would move the composition of the neighborhood away from family living. The average apartment size in Collin County is over 900 square feet. The majority of apartments proposed in this plan are only 600 square feet. Apartments of this size are not only smaller than average for Texas, but they are smaller than average for New York City which is 877 square feet. The average size of apartments in Japan is 709 square feet. While we have not seen the floor plans, it seems that this project is not targeted to house families. As the existing neighbors are primarily families, this plan would change the composition of the environment by an influx of single adults resulting in a dilution of family homes. The square footage of apartments in Japan was mentioned because JPI, the developer of this project, was recently purchased by a Japanese company. Legislation proposed in Texas last year would limit foreign companies from ownership positions in Texas. While this bill was not passed, this question should be aired by the city council before obtaining approval. Our own property access will be adversely affected by the proposed change in usage. Our land has been used for agriculture. It abuts the land for which rezoning is requested and has, for years, been cultivated with this land. Repurposing the land to commercial use precludes access and egress to our land from the west, which has been available to us since we have owned this parcel. The other access point from the south is blocked by vehicles placed so as to prevent us reaching our land from the lane. Losing all access from the south and west would force farm equipment to negotiate the neighborhood to the east to access our property. These issues are just a few of the issues and objections that are relevant to our position as landowners adjacent to the proposed development area. We strongly object to the proposed rezoning and development. It should remain zoned for single family housing. Moreover, the City of Anna should respect and consider the current families of Pecan Grove as this change would adversely affect their quality of life and the home values of those residents who already call this corner of Anna home. We strongly object to this rezoning. Submitted by Carol Lee Downs and Marc Downs 2/28/2024 JEFFERSON FOSTER CROSSING JEFFERSON FOSTER CROSSING From:Elise Williams To:Lauren Mecke Subject:[EXTERNAL]: Zoning Response Date:Monday, March 4, 2024 1:14:16 PM CAUTION: This email originated from outside of the organization. Do not click links or open attachments unless you recognize the sender and know the content is safe. If you are still unsure, please report this email via the PhishNotify button. Good afternoon, I apologize for the lateness in sending this email, however, I was just made aware of the need to send it. As a resident of Pecan Grove in Anna, I am opposed to the zoning change requests that are listed as items 14 and 15 on tonight's meeting agenda. Sincerely, Elise Williams 2806 Pecan Grove Dr Anna, TX 75409 April 20, 2024 To Whom It May Concern: 1 am very aware of what is happening with the Luscombe Fann Development, which will be going before the City Council of Anna for approval. Mr. Craig, the developer, is very well known in this area and Northern Texas for his integrity and quality of work. The Luscombe Family has been an essential part of the City of Anna for years. Many of them have had large families while staying in the areas. Still, their children and grandchildren have moved out of the area because of attending college in another state, their joh specialties, and getting married to someone not from the area. Landowners have the right to sell their lan d j ust like others have the right to sell their horries or move away. I fully support the Luscombe Project. Having witnessed Jim Luscombe advocating for Ferguson Pkwy NOT to go through his Pecan Orchard on local stations, it is now misleading and concerning that he now wants Ferguson to go through the trees. However, I am concerned about the potential devaluation of Samuel's land with the current proposed route. It is my understanding he inherited this property two years ago. He should be heard, and everyone should consider the future developments and roadways that will still need to be developed. Although it's sad to see the pastures disappear, development has been inevitable within the last five years of growth. Additionally, the city must fulfill its judicial responsibility by carefully examining the proposed alternatives. By considering the possibility ofredirecting the road straight, I understand there could be substantial savings of more than 3 million dollars. This redirection could involve partnering with a developer who would share some of the fmancial responsibilities. Also, it would negate the need to purchase the pecan trees that sit on Martha McDowell's land. I am asking that the City of Anna Councilmen and Councilwomen support the Luscombe Project to help progress and develop the city, represent the city as a whole and look to the future, and not represent a small group of disgruntled citizens who are not thinking about the future of Anna. Moreover, such development would provide financial benefits and serve as a buffer for the PG phase one community against the noise of Ferguson. Therefore, I urge the city to explore this option to benefit all stakeholders involved thoroughly. The developer has been honest and upfront about the development to the city and the citizens that will move forward if approved. The Luscombe project that has been presented should not be shot down because people are only looking for what is in their best interest and not the city's. If this development does not move forward now, it will eventually move forward in the future . However, wouldn't you rather have a reputable, honest, and forthcoming builder than someone unknown in the area? When casting your vote, please consider that you represent the city's future and reputation. Thank you for considering my correspondence. From: Don K Seale <dkseale@gmail.com> Subject: Luscombe Farm Project Date: May 4, 2024 at 8:14:06 PM CDT To: Luscombe Leslie <leslieluscombe@icloud.com>, "sstephenson@redrocktire.com" <sstephenson@redrocktire.com> Reply-To: dkseale@gmail.com To Whom it May Concern First, progress is inevitable. It is N Tx. The Luscombe Farm Project is progress. Any...and ALL individuals have the right to sell their land. PERIOD. The route needs to be straight and not go through the pecan orchard. I wonder how many living around there have eaten pecans from there. Sammy and Leslie are actually losing land that their family has held for decades...many. We support James Craig and the Luscombe Farm project. Respectfully, Don & Pam Seale ---------- Forwarded message --------- From: Farnoosh N <farnoosh210@yahoo.com> Date: Mon, May 6, 2024 at 5:06 AM Subject: In support of the Luscombe Farm project To: <sstephenson@redrocktire.com> Cc: <leslieluscombe@icloud.com> Dear Sir / Madam I hope this letter finds you well. My name is Farnoosh Niryousangi, and I recently had the privilege of calling Luscombe Farm my home during a job assignment in Dallas. As a telecom engineer from Florida, I found solace in the serene environment of the farm, a stark contrast to the bustling city life I am accustomed to. This experience has left an indelible mark on me, deepening my appreciation for the importance of preserving such a unique place. During my stay, I had the privilege of witnessing Leslie's unwavering dedication to preserving the rich history of Texas encapsulated within the farm's grounds. Her tireless efforts in maintaining this historical treasure, akin to a living museum, deeply impressed me. It saddened me to learn she had to depart from this cherished place. I write to you today in full support of the Luscombe Farm project. I firmly believe that every individual has the right to sell their land. I also recognize the intrinsic value of preserving such a significant piece of Texan and American farming history. The proposed route curving through the Pecan orchard seems unnecessary and would diminish the value of Sammy and Leslie’s land, which they have nurtured with utmost care. Moreover, I wholeheartedly endorse the Luscombe Project as a commendable endeavor. James Craig's reputation for integrity and commitment to quality reassures me of the project's merit. In conclusion, I urge you to consider the importance of preserving Luscombe Farm and its historical significance. Your support for this project would not only honor Leslie's dedication legacy but also safeguard a precious piece of American heritage for generations to come. Warm Regards, Farnoosh Niryousangi ---------- Forwarded message --------- From: <francescrovetto@yahoo.com> Date: Thu, May 2, 2024 at 11:56 AM Subject: Luscombe Project To: <sstephenson@redrocktire.com>, <leslieluscombe@icloud.com> TO: To The City Council of Anna This is to inform the Council that the Luscombe Project will be asset to Anna and I support this project. I have known Leslie and Sam for many Years and this wasn’t an easy decision for them to make. Best regards, Frances D. Crovetto 5641 Hummingbird Lane Fairview, TX 75069 1-972-489-6013 May 2, 2024 To Whom It May Concern: I am aware of the Luscombe Farm development that is being presented to the City for approval and am writing to support the planned development. Mr. Craig is a known and respected developer and in fact my granddaughter lives. In one of the homes in Craig Ranch in Mckinney. It is lovely and perfect for this young family and convenient to Stacey Road and State Highway 121. Of course they would rather be on sprawling acreage in a large home but they are not at that stage in life. It provides exactly what they need at this time…..affordability and convenience! I would also like to add that I on the other hand have lived on 43 acres and have a large home. We bought the land in 1969 and built in 1984. We found heaven on earth. Then the County purchased the lovely dairy farm next to us for their courthouse and detention facilities. I was disappointed at the time but realized that I did not buy the dairy farm and I did not have a say in what was to be built there. I realized you only own what you own and not what you see or drive by on the way home. It turns out they have been good neighbors and quiet neighbors. I have volunteered to teach there for almost twenty years. Now we are looking at the 380 by pass being built right along the front of our property, taking out a small portion of our land in the process. Do I prefer it. Certainly not. Is it a good project for Collin County? Of course it is! I have two choices. Accept or move. I do not control the progress around me. I would love to have always seen nothing but green pastures and cows. However, I cannot control what I do not own. Both projects mentioned are to benefit and serve the citizens of Collin County. I will not act like a child and like the world revolves around my preference. Change is inevitable and acceptance is maturity. I would ask for the honorable City of Anna councilmen and women to vote for progress and development for the City as a whole and not represent a small group of disgruntled citizens when fairness and progress are at stake. I do believe that this development has been upfront and transparent and moved forward appropriately. The development as has been presented should not be denied because of a few ruffled feathers. The benefit of the City and the reputation of the City government is at stake. Thank you for your consideration of my correspondence. Sincerely, Helen Housley ---------- Forwarded message --------- From: Kendi Olmsted <kaa5812@gmail.com> Date: Thu, Apr 25, 2024 at 10:03 AM Subject: Luscombe Farm Project Support To: <sstephenson@redrocktire.com>, <leslieluscombe@icloud.com> To Whom It May Concern, I am in support of the Luscombe Farm project. Since the late 1800s the land has been in their family. Luscombe Farm itself was established in 1913. Luscombe Farm seems to have quite a rich history, especially with its pecans and jellies. Hosting events like "Evening With Farm Aid" and Farmers Markets have been quite an honor for them and the community. They're deeply rooted in their community and have been committed to supporting local initiatives like Go Texans, the State Fair of Texas, McKinney Farms Market, and many others. With all that said, I am advocating for the Luscombe Farm family's right to sell their land/homes/property etc. The Luscombe Farm's family have been valued farmers, land and business owners to not only the Anna Community but to this great country. It's important to respect their autonomy and recognize their contributions to the community and country. It is time that they are afforded the opportunity to reap the harvest/fruit of their labor! Having a reputable proposed buyer like James Craig can certainly add credibility to the transaction. It's reassuring to know that the potential purchaser is known for integrity and quality development, which may alleviate concerns about the future use of the land. Redirecting the road through the pecan orchard could indeed disrupt the integrity of Sammy and Leslie's land, potentially and significantly decreasing its value by dividing it into smaller parcels. It's crucial to consider the impact on their property and livelihoods when planning such projects. It certainly sounds like an exciting project with the potential to benefit both the community and the involved parties. Thank you for taking the time to consider this and the stakeholders proposal i.e. Luscombe Farm Project. v/r, Kendi Olmsted 5812 Fairview Pkwy Fairview, Texas 75069 Begin forwarded message: From: Londa Burns <hotrita@live.com> Date: May 5, 2024 at 5:08:36 PM CDT To: Leslie Luscombe <leslieluscombe@icloud.com> Subject: To Whom It May Concern: To Whom It May Concern: In 1999 I moved my family, dogs and horses to the countryside. I purchased land in a small subdivision that sat in the middle of 525 acres in Collin County. It was heaven on earth for 25 years. Then came the developers and they purchased all 525 acres and began building hundreds of new homes. I was devastated, heartbroken to watch the beautiful farm fields and trees plowed under piles and piles of dirt and concrete. The once beautiful acreage that backed up to my property soon became filled with large machinery as rooftops began popping up like weeds. This change is going on everywhere there is a morsel of land and nothing will stop it. My issue is with the low quality homes that are being built all around me. These homes are being thrown up without any creativity, just row after row of unattractive houses that hopefully will still be standing after 10 -15 years! The City of Anna has the opportunity to have a quality builder, who plans his projects with forward thinking innovation. James Craig will build a well developed, esthetically attractive community that will attract families who want to have a home for years to come. I could have accepted the inevitable growth providing the builders were building well planned communities, but they are not. You have an opportunity for a respected builder like James Craig who takes the option to build quality, well planned communities that will increase the value of the real estate around his projects. I hope you take this into consideration when the Luscombe Project for Anna comes up for a vote. If you decide to wait on approval of this builders project, you may very well end up with unscrupulous builders who are in for a quick dollar. These projects are going to be built, you must decide if you want a quality, well planned community or later get someone who will build without integrity, such as I am watching happening all around me. James Craig is a visionary who wants everything he builds to be the best in the housing industry. Londa Burns, Collin County Sent from my iPad 6 May 2024 To whom it may concern: Thank you for the opportunity to share my voice concerning the Luscombe Farms planned development scheduled to be presented to the City of Anna. I am in full support of Mr. Craig’s planned development. My family moved to Collin County in 1963, and we have been part of the terrific 60+ years’ historical growth. Collin County has always been a prestigious place to raise a family and run a business, with lovely parks and exceptional schools. Mr. Craig has been an integral part of Collin County’s superior growth. I am writing to please pause and consider for the sake of the citizens of Collin County to support Mr. Craig’s commitment to excellence in this planned development with Luscombe Farms. I am asking to remove the emotional discussions from a small group not aligned with the majority. Please support Mr. Craig in another successful development. Thank you for your time. Sincerely, Stacie Knotts Hughes To Whom It May Concern: This family farm has been significantly impacted the last several years with uncontrolled growth. Initially this started with the power lines, the Outer loop, the waterline, and then Pecan Grove phases two and three. Having grown up on a farm I understand the importance of caring for the land. Unfortunately most of the large farmers who leased land have passed on. Land unattended can become a liability. I remember Leslie having her barn vandalized and then two arsons take place. All of which were the result of kids from Pecan Grove Phase One. With this in mind if you look at the percentage of homeowners vs. renters in Pecan Grove Phase one the rentals are currently 40%. It is apparent the voice of Pecan Grove One is not a majority. It is my opinion that no one has done their research in comparing good and bad developers. I have observed the bad ones and I would hate to see more of the same. Anna now has the opportunity to break that cycle and welcome James Craig who is well known for quality neighborhood development throughout Collin County. Becky Airhart-Smith Ms. Mecke, My husband and I decided Anna would become our home in 2004. What drew us to Anna was the allure of peace and small town life style my spouse and I crave. Our three acres became a sanctuary, drawing our circle of friends to visit frequently. A pasture, with a small herd of cattle and a painted mare, bordered our property to the South and East and provided us a magnificent view. Unfortunately, that pasture is now a housing development with over 400 homes. Much to our dismay, we have had to come to terms with the growth and development around us. As much as we would like Anna to stay our secret hideaway, we realize what made us move from our Frisco residence in 2004, is the same course of events taking place in Anna. By the same token, I also believe a landowner should have the right to sell their property. For this reason my husband and I fully support the sale of property owned by Joan Leslie Luscombe and son, Samuel Stephenson. Anna is in dire need of quality development during this growth period and this JPI project would bring that needed quality and benefit the City of Anna. The changes to the City of Anna are surely inevitable, and this land sale will surely change the lives of Luscombe family. It is our wish they find the paradise they seek. Sincerely, Christine Lewis 5/2/2024 Subject: Luscombe Farm Development To Whom It May Concern: This letter is in regards to the Luscombe Farm Development that is currently pending approval from the City of Anna, TX. I am in full support of the Luscombe Farm Development project. North Texas has experienced a massive growth in population in the last decade. As a result, development and construction has drastically changed our cities and towns. From hundreds of thousands of single-family homes being constructed to the massive improvements made to our infrastructure, many “small towns” have been transformed into major conurbations of DFW. The City of Anna is a prime example of this. While still in the early stages of growth, I am confident that we will see major changes in the near future. To conclude, the Luscombe Development Project is the best plan for expansion in this area and will create a benchmark for future growth. I truly hope that we can share the same vision. Thank you greatly for your time and consideration. Best Regards, Spencer Dillon Hendricks Item No. 6.b. City Council Agenda Staff Report Meeting Date: 5/14/2024 Staff Contact: Lauren Mecke AGENDA ITEM: Consider/Discussion/Action on a Pre-Annexation Development Agreement on 1.1 +/- acres located at the northwest corner of W. Foster Crossing Boulevard and future Ferguson Parkway. (Planning Manager Lauren Mecke) SUMMARY: The applicant is requesting to enter into a Pre-annexation agreement with the city in order to adopt development regulations and development standards for 1.1± acres generally located adjacent to future Ferguson Parkway on the north side of W. Foster Crossing Boulevard. This item is a companion to the previous zoning item. If approved, the 1.1 acre tract would be included in the Concept Plan for the Jefferson Foster Crossing development. FINANCIAL IMPACT: This item has no direct financial impact. However, annexation of the property will make it subject to City of Anna property taxes. Properties located in the Extraterritorial Jurisdiction (ETJ) are not taxed by the City. BACKGROUND: This item is not a public hearing, and is not a zoning case. Therefore, a "supermajority" is not required for approval. A simple majority is required for approval. This item is contingent upon the Jefferson Foster Crossing zoning case. If the Jefferson Foster Crossing zoning case is approved, this item is recommended for approval. If the Jefferson Foster Crossing zoning case is denied, it is recommended for the City Council to take no action on this item. STRATEGIC CONNECTIONS: This item supports the City of Anna Strategic Plan, specifically advancing the strategic outcome area: Unique. ATTACHMENTS: 1. Jefferson Foster Crossing Pre-Annexation Locator Map 2. Resolution (PADA) Luscombe Foster Crossing 3. Exhibit 1 (PADA) Luscombe Foster Crossing Exhibits A, B & C HOLLY ST CHERRY BLOSSOM ST BOIS D ARC LN W FOSTER CROSSING RD CREPE MYRTLE LN BURL LN STRAWBERRYHILL LNFLOWER LNYUCCA STP E C A N G R O V E D R LUSCOMB E F A R M DRREDWOODSTLESLIE LNCAROL LN Copyright nearmap 2015 Subject Property City Limits ETJ ¯ 0 300 600150 Feet May 2024 H:\Notification Maps\Notification Maps\ Pre-Annexation - Jefferson Foster Crossing / Foster Crossing Commercial CITY OF ANNA, TEXAS RESOLUTION NO. A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING THE WOODLAND ESTATES DEVELOPMENT AGREEMENT WITH THINKK BIG INVESTMENTS, LLC. RELATING TO DEVELOPMENT OF PROPERTY FOR A COMMERCIAL AND MULTI-FAMILY PLANNED DEVELOPMENT WHEREAS, approximately 1.1± acres of real property located in and/or near the municipal boundaries of the City, in Collin County, Texas is intended to be developed as a multiple-family residence planned development (the “Property”); and WHEREAS, the City intends that the Property be developed in accordance with the Luscombe Foster Crossing Pre-Annexation 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. Recitals Incorporated. The recitals above are incorporated herein as if set forth in full for all purposes. Section 2. Approval and Authority to Execute The City Council hereby approves the Pre-Annexation Development Agreement, attached hereto as Exhibit 1, and authorizes the Mayor’s or the City Manager’s execution of the same. The Mayor or City Manager are hereby authorized to execute all documents and take all other actions necessary to finalize, act under, and enforce the Development Agreement. PASSED by the City Council of the City of Anna, Texas, on this 14th day of May 2024. ATTESTED: APPROVED: ________________________________ _________________________ Carrie L. Land, City Secretary Nate Pike, Mayor DEVELOPMENT AGREEMENT Page 1 DEVELOPMENT AGREEMENT This Development Agreement (this "Agreement") is entered effective as of May 14, 2024 (“Effective Date”) between and among the City of Anna, Texas, a Texas home-rule municipality (the "City") and Joan Leslie Luscombe (“Owner”) as follows: RECITALS WHEREAS, the City and the Owner are sometimes referenced herein collectively as the “Parties” or individually as a “Party”; and WHEREAS, the Owner owns a tract of real property being described in Exhibit A (the “Property”); and WHEREAS, the Property is located within the extraterritorial jurisdiction of the City (the “ETJ”) and within the City’s Certificate of Convenience and Necessity for the provision of retail water and sewer service; and WHEREAS, the Owner desires to develop the Property solely for commercial and multiple-family residential development (the “Project”) with development standards as set forth in this Agreement (the “Development Standards”); and WHEREAS, the Parties desire to enter into this Agreement under Section 212.172, Texas Local Government Code, for the purposes stated therein and including, without limitation, to: (i) provide for the terms of annexation of the Property into the City limits; (ii) provide for the dedication, construction, and financing of infrastructure necessary to serve the Property and the Project and that benefit the City and the public; (iii) authorize the enforcement of certain land use and development regulations by the City other than those otherwise applicable within the City limits; (iv) specify the use and development of the Property before and after annexation; and (v) establish those other lawful terms and considerations regarding the Property and the Project deemed appropriate by the Parties; and WHEREAS, the Parties desire that the Property be annexed into the City’s corporate limits promptly after the Effective Date and that the Owner commences development of the Property promptly after the adoption of an ordinance by the City annexing the Property in accordance with this Agreement, and the approval of all required plans and permits for the Project; and WHEREAS, the Parties agree that the City has provided to the landowner of the Property, whether one or more, with: (1) a statement that the landowner is not required to enter into this Agreement; (2) a reference to the authority under which the City may annex the Property including without limitation Subchapter C-3, Chapter 43, Texas Local Government Code; (3) a plain-language description of the annexation procedures applicable to the Property; (4) a statement that said procedures require the landowner's consent; and (5) a statement regarding the municipality's limited waiver of immunity to suit; 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 Agreement; DEVELOPMENT AGREEMENT Page 2 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 Agreement. SECTION 2. DEVELOPMENT STANDARDS / BUILDING MATERIALS. A. Development and use of the Property, including, without limitation, the construction, installation, maintenance, repair, and replacement of all buildings and all other improvements and facilities of any kind whatsoever on and within the Property, shall be in compliance with City Regulations unless expressly stated to the contrary in this Agreement. City Regulations shall apply to the development and use of the Property unless expressly set forth to the contrary in this Agreement. It is expressly understood and the Parties agree that City Regulations applicable to the Property and its use and development include but are not limited to City Code provisions, ordinances, design standards, uniform codes, zoning regulations (but only to the extent not affected by this Agreement), and other policies duly adopted by the City including without limitation any such regulations or requirements that would otherwise be affected in any manner by Chapter 3000 of the Texas Government Code (“Materials and Methods Regulations”), all of which are collectively incorporated herein as if set forth in full for all purposes; provided, however, to the extent of any conflict between the requirements of Materials and Methods Regulations and the requirements of this Agreement, this Agreement shall control. For purposes of this Agreement, “City Regulations” mean the City’s applicable development regulations in effect on the Effective Date, including without limitation City Code provisions, ordinances, design standards, and other policies duly adopted by the City; provided, however, that as it relates to public infrastructure for any given phase of the Project, the applicable construction standards (including, without limitation, uniform building codes) shall be 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. B. With respect to all structures/development within the Property, Owner agrees to comply and to cause all other persons or entities to comply and any other successors or assigns to comply with all City Regulations and with the masonry material requirements and all other requirements of the Anna City Code of Ordinances (“Anna Code”, Article 9.04 Zoning Ordinance, Section 9.04.034 Supplementary District Regulations, Subsection (e) Architectural Design Standards, which are incorporated herein as if set forth in full for all purposes, and with the following standards (in the event of any conflict, the following listed standards shall govern). Notwithstanding the foregoing, a Subsequent Owner must agree in writing to assume Owner’s responsibilities set forth herein; provided, however, a Subsequent Owner’s failure to agree in writing does not alleviate a Subsequent Owner from being fully bound by this Agreement and this Agreement shall for all purposes run with the land and be binding on all Subsequent Owners. For purposes of this Agreement the term "Subsequent Owner” DEVELOPMENT AGREEMENT Page 3 means any person or entity that acquires all or any part of the Property from Owner or Owner's successor in title to the Property or any part thereof. C. Owner agrees that the Property shall be developed in conformance with the concept plan attached as Exhibit B. Owner further agrees that the mandatory Development Standards for the Property and Project are as set forth in Exhibit C. SECTION 3. ANNEXATION, LAND USE AND ZONING. A. Annexation and Services. (1) Annexation. Pursuant to Subchapter C-3, Chapter 43, Texas Local Government Code, this Agreement, as of the Effective Date, shall constitute Owner’s agreement to petition for the voluntary annexation of the Property into the corporate limits of the City. Owner shall submit an annexation petition/application to the City on the City’s standard form (the “Annexation Petition”) within thirty (30) days of the sale of the property. If the property is not sold within twelve (12) months of the Effective Date, this agreement shall be null and void. Failure of the Owner to sell the property within twelve (12) months shall not constitute “Defaulting Owner” as described in Section 5. Owner shall further execute and supply any and all instruments and/or other documentation necessary for the City to legally annex the Property. The City shall, in accordance with applicable statutory requirements, take all steps necessary to complete the annexation of the Property within ninety (90) days following the date that Owner submits the Annexation Petition. Should the City fail to complete the annexation of the Property in accordance with this Agreement, Owner shall have the right to terminate this Agreement with 30 calendar days’ advance notice to the City; provided, however, that such termination shall not occur if the City completes the annexation of the Property before the expiration of said 30 calendar days’ advance notice provided by Owner. (2) Services. Pursuant to Section 43.0672, Texas Local Government Code, this Agreement shall further constitute an agreement for the provision of services to the Property to the extent the City provides such services to other properties within the City’s corporate limits having similar topography, land use and density. Immediately upon the annexation of the Property, the Property shall be entitled to receive all Municipal Services (i) on the same terms as other property within the City’s corporate limits; (ii) at the same rates as then provided within the City’s corporate limits, and (iii) without discrimination. B. Development and Zoning. (1) The Project is permitted to be developed on the Property in accordance with the terms of this Agreement. The Project shall be located within the Property, shall comply with the Development Standards set forth in Exhibit C, and shall be generally consistent with the Concept Plan attached hereto as Exhibit B, including any amendments to the Concept Plan permitted by the City Council as set forth below. The Concept Plan attached as Exhibit B, may be amended by Owner to do the following with approval by the City Manager or his/her designee: Relocate buildings (including individual dwelling units) from the locations shown on Exhibit B to other areas of the Property and/or reconfiguring the layout of buildings (including individual dwelling units) and property boundaries as long as the overall density does not exceed 25 units per acre for a multi-family dwelling and 12 units per acre for a Townhome Unit or Single-Unit or Duplex Unit Park; minor changes to the location of the proposed Ferguson Parkway right-of-way within the Property boundaries as needed based on final design of the roadway and the final Site Plan approved by the DEVELOPMENT AGREEMENT Page 4 City of Anna. Said minor changes to the location of the proposed Ferguson Parkway right-of-way shall be limited to changes which do not limit or prohibit the use of the property for the permitted land uses as shown in Exhibit B (2) The Parties do not anticipate that the Property will be zoned by the City unless such zoning is in accordance with this Agreement, including without limitation the Permitted Land Use, and such zoning does not include any more stringent development standards as those set forth herein without Owner’s written consent to any such development standards. The Permitted Land Use under this Agreement is Regional Commercial (C-2), Multi-Family Residential (MF), & Agricultural (AG) District as described in Anna Code, Article 9.04, as of the Effective Date and as modified by this Agreement. Regardless of zoning regulations that may be adopted by the City this Agreement shall control to the extent of any conflict unless the Owner consents in writing to any such conflict. SECTION 4. DEVELOPMENT DEADLINES. A. Owner or any Subsequent Owner shall be obligated under this Agreement to timely meet the following deadlines: 1. Within three (3) years after City Council approval of this agreement, Owner will have submitted a preliminary site plan, tree preservation plan, and preliminary civil engineering plans for the Property. 2. Within 180 days after City has approved the preliminary site plan, tree preservation plan, and preliminary civils, Owner shall have submitted preliminary plat, site plan, landscape plan, lighting plan, and full civil engineering plans for the Property. 3. A preconstruction meeting between Owner and City staff shall occur within 90 days of final approval of the civil engineering plans. 4. Site construction pursuant to final approved civil plans must commence within 120 days after the preconstruction meeting. 5. Owner must submit plans and specifications for the buildings and other improvements not part of the civil plans (the “Building Plans”) no later than 180 days after civil engineering plans are approved by the City. After the last to occur of (a) approval of the Building Plans by the City, (b) completion of all construction pursuant to civil plans, (c) acceptance of all civil construction and public improvements by the City, and (d) recordation of the multiple- family residence development final replat, Owner must submit an application for a building permit within 60 days thereafter (including without limitation the payment of all fees due to the City as required to develop the Property). 6. Recordation in the Official Records of Collin County, Texas of the multiple-family DEVELOPMENT AGREEMENT Page 5 residence development final plat must occur within 180 days of commencement of site construction. 7. Vertical construction pursuant to the Building Plans for approved structures must commence within 120 days after the later to occur of the recordation of the multi-family residence final plat and obtaining a building permit. B. Not by way of limitation as to other material terms and conditions, the deadlines stated above are material terms and conditions of this Agreement and any failure to meet any of the deadlines above (each, a “Deadline Default”) is a material default under this Agreement. In addition to all other remedies that the City may enforce under this Agreement or that is available to the City at law or in equity in the event of a Deadline Default, the City may in its sole discretion initiate and pursue a zoning case to change the zoning classification back to the Original Zoning Classification. In the event that the City initiates such a zoning case after a Deadline Default, the Owner shall not oppose the zoning case and shall be deemed to have fully and irrevocably released and waived any claim, cause of action, litigation or other challenge or proceeding to such zoning case on any legal basis or theory whatsoever. SECTION 5. DEFAULT. If Owner, its heirs, successors or assigns or any Subsequent Owner of the Property or any part thereof fails to comply with any of the material terms and conditions included in this Agreement (such defaulting owner referenced herein as “Defaulting Owner”), the 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 portion of the Property that is the subject of the default (but no other portions of the Property) including without limitation building permits and certificates of occupancy. B. The Defaulting Owner shall be liable to pay to the City the sum of $2,000 for each failure to comply with the Development Standards set forth of this Agreement. The Defaulting Owner shall be liable to pay the City said $2,000 sum per day for each day that such failure to comply occurs. The sums of money to be paid for such failure(s) is not to be considered as a penalty, but shall be deemed, taken and 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. In the event of a breach that is not timely cured as set forth below, 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 DEVELOPMENT AGREEMENT Page 6 paragraph and the City shall not be required to provide any subsequent written notices as to subsequent dates or times during which such breach is repeated or continues to occur C. The non-defaulting party will additionally have any and all remedies available to it at equity or in law. Notwithstanding the foregoing, a Defaulting Owner shall not be liable for the remedies under this section unless there is a breach of any material term or condition of this Agreement and such breach remains uncured after ninety (90) 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 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). SECTION 6. 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 runs with the land and is binding on all subsequent owners of the Property or any portions thereof. This section shall be construed liberally to ensure the Parties’ intent that this Agreement shall be enforceable regardless of any change of ownership of or interest in the Property. Notwithstanding anything to the contrary in this Section 6 or elsewhere in this Agreement, if the Owner or a Subsequent Owner (the "Transferor") conveys, assigns, or transfers its entire interest in the Property or a part thereof (the "transferred Property") to a Subsequent Owner (the "Transferee") who assumes Transferor's obligations under this Agreement with respect to the transferred Property, the Transferor shall be automatically released from its obligations under this Agreement relating to the transferred Property subsequent to the date of transfer. SECTION 7. INDEMNIFICATION AND HOLD HARMLESS. THE OWNER OR ANY SUBSEQUENT OWNER OF THE PROPERTY (THE “INDEMNIFYING PARTY” WHETHER ONE OR MORE), HEREBY COVENANTS AND AGREES TO RELEASE, DEFEND, HOLD HARMLESS, AND INDEMNIFY THE CITY AND ITS OFFICIALS, OFFICERS, AGENTS, SERVANTS AND EMPLOYEES, FROM AND AGAINST ALL THIRD-PARTY CLAIMS, SUITS, JUDGMENTS, DAMAGES, AND DEMANDS AGAINST THE CITY, WHETHER REAL OR ASSERTED INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEY'S FEES, RELATED EXPENSES, EXPERT WITNESS FEES, CONSULTANT FEES, AND OTHER COSTS (TOGETHER, "CLAIMS"), ARISING OUT OF THE NEGLIGENCE OR OTHER WRONGFUL CONDUCT OF THE INDEMNIFYING PARTY, INCLUDING WITHOUT LIMITATION THE NEGLIGENCE OR OTHER WRONGFUL CONDUCT OF ANY OF ITS EMPLOYEES, DEVELOPMENT AGREEMENT Page 7 CONTRACTORS, SUBCONTRACTORS, MATERIAL MEN, AND 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 AND/OR CITY REGULATIONS AND/OR ANY APPLICABLE DEVELOPMENT STANDARDS AND/OR ANY OTHER GOVERNING REGULATIONS; AND IT IS EXPRESSLY UNDERSTOOD THAT SUCH CLAIMS SHALL, EXCEPT AS MODIFIED BELOW, INCLUDE CLAIMS EVEN IF CAUSED BY THE CITY'S OWN CONCURRENT NEGLIGENCE SUBJECT TO THE TERMS OF THIS SECTION. THE INDEMNIFYING PARTY SHALL NOT, HOWEVER, BE REQUIRED TO INDEMNIFY THE CITY AGAINST CLAIMS CAUSED BY THE CITY'S SOLE NEGLIGENCE OR BY THE CITY'S WILLFUL MISCONDUCT OR GROSS NEGLIGENCE. IF THE CITY INCURS CLAIMS THAT ARE CAUSED BY THE CONCURRENT NEGLIGENCE OF THE INDEMNIFYING PARTY AND THE CITY, THE INDEMNIFYING PARTY’S INDEMNITY OBLIGATION WILL BE LIMITED TO A FRACTION OF THE TOTAL CLAIMS EQUIVALENT TO THE INDEMNIFYING PARTY’S OWN PERCENTAGE OF RESPONSIBILITY. THE INDEMNIFYING PARTY FURTHER COVENANTS AND AGREES TO RELEASE, DEFEND, HOLD HARMLESS, AND INDEMNIFY, THE CITY AGAINST ANY AND ALL CLAIMS BY ANY PERSON CLAIMING AN OWNERSHIP INTEREST IN THE PROPERTY AS OF 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 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 shall survive the termination of this Agreement. SECTION 8. RECORDATION. This document, including all Exhibits, shall be recorded in the Official Records of Collin County, Texas. SECTION 9. ENTIRE AGREEMENT. This Agreement is the entire agreement of the parties regarding the subject matter hereto and supersedes and replaces any prior agreements relating to the same subject matter. SECTION 10. RECITALS AND EXHIBITS. The recitals herein and exhibits attached hereto are hereby incorporated by reference. DEVELOPMENT AGREEMENT Page 8 SECTION 11. AUTHORITY. Owner represents and warrants to the City that the Owner owns the Property and that this Agreement is binding and enforceable on the Property. Owner may sell the Property or a part thereof to a person or entity (the “Closing”) prior to commencement of site construction on the property sold, and in such event the Subsequent Owner shall be required to acknowledge and assume all obligations, liabilities and indemnifications under this Agreement. SECTION 12. 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 13. ESTOPPEL. On or before 45 days after receipt of a written request from an owner of the Property that desires to transfer its interest in the Property or borrow money secured by a mortgage or deed of trust against the Property or a prospective transferee of an owner's interest or an existing or prospective mortgagee, the City will execute and deliver an estoppel certificate stating that, to the best of the City’s knowledge: (i) the transferring or borrowing owner is not in default under this Agreement; and (ii) this Agreement is in full force and effect and whether there are any amendments thereto. SECTION 14. FORCE MAJEURE. Whenever a period of time is prescribed in this Agreement for a Party (the “Acting Party”) to take an action (other than a payment obligation), the Acting Party will not be liable or responsible for, and there will be excluded from the computation of any such time period, the period of time (the “Force Majeure Period”) of delays caused by strikes, riots, acts of God, pandemic, enemy action, shortages of labor or materials, war, acts of terrorism, flood, fire, explosion, unavoidable casualty, or any other causes that are beyond the reasonable control of the Acting Party or any of its employees, agents, or contractors, but not any economic hardship, changes in market conditions, and insufficiency of funds (“Force Majeure”). However, a date will only be extended by a Force Majeure Period if the Acting Party gives notice to the other Party of the occurrence or commencement of the event that constitutes Force Majeure within ten days after the Acting Party knows of the existence or commencement of such event, and claims (in such notice) that such event constitutes Force Majeure. 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 continue to prevent the Party’s performance; (ii) all of the measures being employed to regain the ability to perform; and (iii) the projected date upon which the Party will be able to resume performance, which projected date the Parties agree and acknowledge is only an estimate and not a binding commitment by the Party claiming force majeure. SECTION 15. EFFECTIVE DATE. DEVELOPMENT AGREEMENT Page 9 This Agreement will be effective upon the Effective Date first stated herein. SECTION 16. MISCELLANEOUS. A. 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 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 To Property Owner: Leslie Luscombe 8645 Luscombe Farm Drive Anna, TX 75409 B. Interpretation. Each Party has been actively involved in negotiating 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. Headings in this Agreement are for the convenience of the Parties and are not intended to be used in construing this document. C. Time. In this Agreement, time is of the essence and compliance with the times for performance herein is required. D. 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. Owner represents and warrants that this Agreement has been approved by appropriate action of Owner, and that each individual executing this Agreement on behalf of Owner has been duly authorized to do so. Owners represents and warrants that this Agreement has been approved by appropriate action of Owners, and that each individual executing this Agreement on behalf of Owners has been duly authorized to do so. Each Party 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. DEVELOPMENT AGREEMENT Page 10 E. 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. F. 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, Texas. Exclusive venue for any action related to, arising out of, or brought in connection with this Agreement shall be in the Collin County District Court. G. Non Waiver. Any failure by a Party to insist upon strict performance by the other Party of any material provision of this Agreement shall not be deemed a waiver thereof, and the Party 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. H. 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. I. 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. By entering into this Agreement, any previous agreements or understanding between the Parties relating to the same subject matter are null and void. J. Consideration. This Agreement is executed by the Parties hereto without coercion or duress and for substantial consideration, the sufficiency of which is hereby acknowledged. K. Form 1295. Submitted herewith is a completed Form 1295 generated by the Texas Ethics Commission’s (the “TEC”) electronic filing application in accordance with the provisions of Section 2252.908 of the Texas Government Code and the rules promulgated by the TEC (the “Form 1295”). The City hereby confirms receipt of the Form 1295 from the Owner, and the City agrees to acknowledge such form with the TEC through its electronic filing application not later than the 30th day after the receipt of such form. [signature page follows] EXHIBIT A PROPERTY DESCRIPTION EXHIBIT B CONCEPT PLAN Approximate location of Subject Property EXHIBIT C DEVELOPMENT STANDARDS 1. Purpose The purpose of these Development Standards is to facilitate the development of a commercial and multi-family development. 2. Definitions Except as otherwise provided herein, the definitions of the City’s Zoning Ordinance 3. Standards and Area Regulations. A. The location of the development districts shall be in substantial conformance with Exhibit B (Concept Plan). B. Development must comply with the development standards for use, density, lot area, lot width, lot depth, yard depths and widths, building height, building elevations, coverage, floor area ratio, parking, access, screening, landscaping, accessory buildings, signs, and lighting, set forth in the Regional Commercial (C-2) District, Multi-Family Residential (MF) District, and Agricultural (AG) District, and the Planning and Development Regulations except as otherwise specified herein. 4. Design Standards All structures, construction, building materials, and other aspects of Development within the Property shall conform to all City Regulations directly or indirectly governing the Regional Commercial (C-2) District or Multi-Family (MF) District—to the extent said zoning districts apply to any given area(s) within the Property—including without limitation the Anna City Code of Ordinances, Article 9.04 Zoning Ordinance, as well as the following listed standards (and in the event of any conflict, the following listed standards shall govern). A. All structures shall have at least seventy percent (70%) of the total exterior walls, excluding doors and windows, constructed of masonry (brick, stone, pre-cast stone, stucco materials and/or other similar veneer materials) with no more than thirty percent (30%) consisting of cementitious siding or paneling. Stucco materials shall not exceed fifty percent (50%) of any exterior wall or structure. B. Where the function of an individual business, or the recognized identity of a brand dictates a specific style, image, or building material associated with that company, the masonry provision may be modified; however, the development shall maintain harmony in terms of overall project design and appearance, and any such design modification shall be subject to approval by the City Council. C. Four architectural design features are required on facades facing public streets and multi-family residential. Acceptable architectural design features may include but are not limited to: i. Articulation of building facade, ii. A horizontal change in building materials between stories of a building, iii. Variation in building materials between vertical intervals, iv. Variations in window placement, v. Architectural features such as shutters, awnings, dormers, chimneys, decorative moldings or ornamental details, and vi. Roof height, pitch, ridgelines and materials shall be varied to create visual interest and avoid repetition. Item No. 6.c. City Council Agenda Staff Report Meeting Date: 5/14/2024 Staff Contact: Lauren Mecke AGENDA ITEM: Consider/Discuss/Action on a Resolution approving a Concept Plan for Jefferson Foster Crossing. (Planning Manger Lauren Mecke) SUMMARY: This item is to consider approval of a Concept Plan for multi-family dwellings and a commercial development on 35.8± acres generally located at the northwest corner of W. Foster Crossing Road and future S. Ferguson Parkway. The Concept Plan is associated with the previous zoning case and pre-annexation development agreement. This item is contingent upon approval of the zoning case and the pre-annexation development agreement. The purpose for the Concept Plan is to show the conceptual layout and related site improvements and locations associated with the future multi-family & commercial development. The Concept Plan complies with the zoning district's area regulations as requested by the zoning case and pre-annexation development agreement. FINANCIAL IMPACT: This item has no financial impact. BACKGROUND: At the March 4, 2024, Planning & Zoning Commission meeting, upon recommendation of denial for the zoning, the Commission unamiously recommended denial of the Concept Plan. STRATEGIC CONNECTIONS: This item supports the City of Anna Strategic Plan, specifically advancing the strategic outcome area: Unique. ATTACHMENTS: 1. CC Jefferson Foster Crossing Concept Plan Locator Map 2. Resolution CP (Jefferson Foster Crossing) 3. Exhibit A (CP) Jefferson Foster Crossing GARDENIADRHOLLY ST CHERRY BLOSSOM ST BOIS D ARC LN W FOSTER CROSSING RD CREPE MYRTLE LN PISTACHIO DR BURL LN STRAWBERRY HILL LNLUSCOMBE LN FLOWERLNYUCCA STPECAN GROVE DR LU S C O M BE F A R M D RREDWOODSTLESLIELNCAROLLN ELDERBERRY DR T W IN C R E E K S C IR Copyright nearmap 2015 Subject Property City Limits ETJ ¯ 0 400 800200 Feet May 2024 H:\Notification Maps\Notification Maps\ Concept Plan - Jefferson Foster Crossing CITY OF ANNA, TEXAS RESOLUTION NO. _______________ A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING JEFFERSON FOSTER CROSSING, CONCEPT PLAN WHEREAS, In order to provide for the orderly development of land within the Anna city limits and extraterritorial jurisdiction, the City Council of the City of Anna, Texas (the “City Council”) has adopted Article 9.02 (Subdivision Regulations”) and Article 9.04 (Zoning Ordinance) of the Anna City Code of Ordinances; and WHEREAS, Samuel Adam Stephenson and Joan Leslie Luscombe, has submitted an application for the approval of the Concept Plan for Jefferson Foster Crossing; and NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS, THAT: Section 1. Recitals Incorporated. The recitals above are incorporated herein as if set forth in full for all purposes. Section 2. Approval of Revised Concept Plan The City Council hereby approves the Concept Plan for Jefferson Foster Crossing attached hereto as Exhibit A. PASSED AND APPROVED by the City Council of the City of Anna, Texas, on this 14th day of May 2024. ATTEST: APPROVED: _____________________________ ____________________________ City Secretary, Carrie L. Land Mayor, Nate Pike FL FL FLFLFLFLFLFLFLF L FL FLFLFLFLFL FLFLFLFLFLFLFLFLFL FLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFL FL FL FLFLFLFLFLFLFLFLFL FL FL DUMPSTERDUMPSTERDUMPSTERFLFLFLFLFLFLFLFLFL FL FL FL FL FL FL FLFLFLFLFLFLFLFLFLFLFLFLFLFL FLFLFLFLFLFL FL FL FL FLFL FL FL FLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFL FL FL FL FL FL FL FL FLFLFL FL FL FL FL FLFLFLFLFLFLFLFL FL FLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFLFL FL FL FL FLFLN89°27'12"W 1764.34'N0°28'23"E768.36'S89°58'39"E 257.83'S58°07'21"E 52.07' S63°54'25"E 64.59' S69°41'30"E 64.59' S75°28'34"E 64.59' S81°15'39"E 64.59' S87°04'02"E 65.46' N89°32'12"E 340.50' S0°27'48"E 20.00' N89°32'12"E 50.00' N0°27'48"W 20.00'N89°32'12"E 340.50' N0°27'48"W 115.00' N89°32'12"E 20.00' N0°27'48"W 50.00' S89°32'12"W 20.02'N0°27'48"W326.99'N88°27'37"E 411.90'327'W. FOSTER CROSSING ROAD (PROPOSED 40' HALF ROW)FERGUSON PARKWAY(PROPOSED 120' ROW)BLOCK B LOT 1 2.05 AC 89,348 SF LAND USE: DOG PARK ZONING: SF-20 BLOCK A LOT 1 25.25 AC 1,099,832 SF LAND USE: MULTIFAMILY ZONING: MF BUILDING 13 MULTIFAMILY - THREE STORY BUILDING 12 MULTIFAMILY - THREE STORYBUILDING 11 MULTIFAMILY - THREE STORY BUILDING 14 MULTIFAMILY - THREE STORY POOL BUILDING 1 MULTIFAMILY - THREE STORY BUILDING 2 MULTIFAMILY - THREE STORY BUILDING 3 MULTIFAMILY - THREE STORY CLUB - ONE STORY BUILDING 6 TOWNHOME- TWO STORY BUILDING 5 TOWNHOME- TWO STORY BUILDING 4 TOWNHOME- TWO STORY BUILDING 7 TOWNHOME- TWO STORY BUILDING 8 TOWNHOME- TWO STORY BUILDING 9 TOWNHOME- TWO STORY BUILDING 10 TOWNHOME- TWO STORY 26'26'26'PROPOSED 26' F.L.U.D.24'60'24'60' 24' 18' PROPOSED 26' F.L.U.D.PROPOSED 26' F.L.U.D. PROPOSED 26' F.L.U.D. PROPOSED 26' F.L.U.D. 857' BETWEEN DRIVEWAYS 782' BETWEEN DRIVEWAYS26' 8' 26' 26' PECAN GROVE PHASE 1 VOL. Q, PG. 555 P.R.C.C.T. ZONED: PD-R ZONED: PD-R ZONED: ETJ ZONED: ETJPROPOSED 24' F.L.U.D.24 '24'35'10'10' 35' BURL LN.LESLIE DR.CAROL LN.50'PECAN GROVE DR.10'10' PRO P O S E D 26' F.L. U. D.24'26'BLOCK C 7.70 AC 335,213 SF LAND USE: COMMERCIAL ZONING: C-1 25'30'21'2 0 ' 2 0 ' 20' REMAINER OF TRACT 1 FOSTER CROSSING, LTD VOL. 5499. PG. 2057 D..R.C.C.T.25'20'20 '20'22'22'22'22'2 0 ' JOAN LESLIE LUSCOMBE INST. NO. 20150318000293470 O.P.R.C.C.T. 36'16'36'35'77'12' 26' 10" BUILDING SETBACK 20" LANDSCAPE BUFFER 10" BUILDING SETBACK 10" BUILDING SETBACK 20" LANDSCAPE BUFFERPROPOSED CORNER CLIP PROPOSED CORNER CLIP EMERGENCY ACCESS GATE W/ KNOX BOX BURL LANE (PROPOSED 60' ROW) GATED ENTRY GATED ENTRY EMERGENCY ACCESS GATE W/ KNOX BOX RESIDENT ONLY GATE W/ KNOX BOX 6' CONCRETE SIDEWALK 6' CONCRETE SIDEWALK PROPOSED TRASH COMPACTOR 3-STORY STEPBACK LINE 3-STORY STEPBACK LINE FLOWER LN. 10" LANDSCAPE BUFFER ADJACENT TO SF 10' LANDSCAPE BUFFER ADJACENT TO SF PROPOSED DETENTION AREALUSCOMBE LANE (PROPOSED 50' ROW)18'EXISTING WATER EASEMENT PROPOSED 24' F.L.U.D. PROPOSED 24' F.L.U.D. PROPOSED 24' F.L.U.D. LOT 1 RETAIL ONE STORY LOT 2 RETAIL ONE STORY LOT 3 RESTAURANT ONE STORY LOT 4 RESTAURANT ONE STORY LOT 5 RESTAURANT ONE STORY BLOCK D 2.82 AC 122,690 SF LAND USE: SINGLE FAMILY ZONING: AG CAROL LEE DOWNS AND HUSBAND, MARC DOWNS VOL. 5431, PG. 5242 D.R.C.C.T. PECAN GROVE PHASE II VOL. 2020, PG. 465, O.P.R.C.C.TJAMES A. LUSCOMBE, JR. AND WIFE, ROBYN L. LUSCOMBE DOCUMENT NO. 20150427000472810 O.P.R.C.C.T JONES MARTHA LEE DOCUMENT NO. 19870702000447000 O.P.R.C.C.T 393'373'10" BUILDING SETBACK FUTU R E 5 0 ' C H E R R Y BLOS S O M R O W 259'264'20" LANDSCAPE BUFFER 20' 20' 30' 10' 20'CONCEPT PLANEX. NORTH THIS SITE PLAN IS FOR CITY REVIEW ONLY TO ILLUSTRATE COMPLIANCE WITH ZONING AND DEVELOPMENT REGULATIONS. IT IS NOT INTENDED FOR CONSTRUCTION PURPOSES JEFFERSON FOSTER CROSSING BLOCK A, LOT 1 & BLOCK B, LOT 1 32.43 A.C. EZRA SHELBY SURVEY, ABSTRACT NO. A0839 CITY OF ANNA, COLLIN COUNTY, TEXAS DATE OF PREPARATION: 02/29/2024 ENGINEER/SURVEYOR: KIMLEY-HORN AND ASSOCIATES, INC 13455 NOEL ROAD, TWO GALLERIA OFFICE TOWER, SUITE 700 DALLAS, TEXAS 75240 TEL. NO. 972-770-1300 CONTACT: PEYTON MCGEE, P.E. DEVELOPER: JPI REAL ESTATE ACQUISITION II, LLC 6600 EAST LAS COLINAS BLVD SUITE 1800 IRVING, TEXAS 75039 PHONE: 972-373-3945 CONTACT: BRYAN GRANT OWNER: SAMUEL ADAM STEPHENSON 3055 S BANNOCK ST ENGLEWOOD, COLORADO 80110 OWNER: JOAN LESLIE LUSCOMBE 8645 LUSCOMBE FARM DR ANNA, TEXAS 75409 N.T.S.VICINITY MAP SITE NORTH W. FOSTER CROSS RD COLLIN COUNTY OUTER LOOP HIGHLAND RDS. POWELL PKWYHIGHWAY N. 75THROCKMORTON RD. ZONING DISTRICT BOUNDARY EXISTING PROPERTY LINE PROPOSED FIRE LANE PROPOSED CURB PROPOSED CARPORT PROPOSED FIRE, UTILITY, AND DRAINAGE EASEMENT PROPOSED SINGLE FAMILY LOT WITH PAD LEGEND FL CONCEPT PLAN FOSTER CROSSING COMMERCIAL BLOCK C, LOT 1 11.22 A.C. EZRA SHELBY SURVEY, ABSTRACT NO. A839, CITY OF ANNA, COLLIN COUNTY, TEXAS DATE OF PREPARATION: 02/29/2024This document, together with the concepts and designs presented herein, as an instrument of service, is intended only for the specific purpose and client for which it was prepared. Reuse of and improper reliance on this document without written authorization and adaptation by Kimley-Horn and Associates, Inc. shall be without liability to Kimley-Horn and Associates, Inc.BYDATEAS SHOWNREVISIONSNo.DATESHEET NUMBER CHECKED BYSCALEDESIGNED BYDRAWN BYKHA PROJECTLAST SAVED2/29/2024 5:55 PMPLOTTED BYMCGEE, PEYTON 2/29/2024 9:08 PMDWG PATHK:\DAL_CIVIL\064446573-JPI ANNA LUSCOMBE\CAD\PLANSHEETSDWG NAMEC-SITE-PLAN.DWG , [ 24x36 ]IMAGESXREFS x24X36-064446573 : xBndry - shift-064446573 : xAerial-064446573 : xHatch-064446573 : xBndy - trim : xBase-064446573 : xArch-064446573 : xSite-Commerical© 2024 KIMLEY-HORN AND ASSOCIATES, INC.PHONE: 972-770-1300 FAX: 972-239-3820WWW.KIMLEY-HORN.COM TX F-92813455 NOEL RD. TWO GALLERIA OFFICE TOWERSUITE 700 DALLAS, TX 75240CITY OF ANNA, TXJEFFERSON FOSTER CROSSINGPREPARED FORJPI064446573CMDCMDPEMEXHIBIT A Item No. 6.d. City Council Agenda Staff Report Meeting Date: 5/14/2024 Staff Contact: Bernie Parker AGENDA ITEM: Consider/Discuss/Action on a resolution approving a Development Agreement with Liberty 800, LP, Liberty 75, LP, The Thornton Family Trust, Janis Real Estate, LLC, and Jay P. and Irene C. Janis. (Interim Director of Economic Development Bernie Parker) SUMMARY: Over the past few months, staff has been working with Old Prosper Partners and our financial consultants and legal counsel to develop a Development Agreement. Four hundred acres of the land owned by Old Prosper Partners (OPP) is within the ETJ. Below are some highlights: • Creation of a Public Improvement District and Tax Increment Reinvestment Zone; • Creation of a Commercial Corridor along Interstate 75 • Higher Residential Construction Standards • Addition of Major Infrastructure on the West Side of 75 • City will collect PID fees as per the City's PID policy at the amount of $6.4 Million; • City will dedicate 50% of the TIRZ tax increment reinvestment zone for this development; • Agreement confirms limitation of lot sales to institutional investors; and • Offers a pathway for the annexation of properties within Anna's Extraterritorial Jurisdiction (ETJ) that are part of this development upon meeting all requirements stipulated in this agreement. FINANCIAL IMPACT: BACKGROUND: STRATEGIC CONNECTIONS: Goal 1: Sustainable Anna Community Through Planned Managed Growth ATTACHMENTS: 1. (OPP) ANNA LIBERTY HILLS -- Development Agreement [DEV PARTY EXECUTED 5-10] CITY OF ANNA, TEXAS RESOLUTION NO. A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING THE LIBERTY HILLS DEVELOPMENT AGREEMENT WITH LIBERTY 800, LP, LIBERTY 75, LP, THE THORNTON FAMILY TRUST, JANIS REAL ESTATE, LLC, AND JAY P. AND IRENE C. JANIS, RELATING TO DEVELOPMENT OF PROPERTY FOR A MIXED USE DEVELOPMENT WHEREAS, Liberty 800, LP, Liberty 75, LP, The Thornton Family Trust, Janis Real Estate, LLC, And Jay P. And Irene C. Janis (collectively, Developer) owns or controls approximately 1,033 acres of real property located partially in the municipal boundaries of the City, in Collin County, Texas, (the “Property”); and WHEREAS, the City Council and the Developer intend that the Property be developed in accordance with the Liberty Hills Development Agreement (the “Agreement”) attached hereto as Exhibit 1; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS THAT: Section 1. Recitals Incorporated. The recitals above are incorporated herein as if set forth in full for all purposes. Section 2. Approval and Authority to Execute The City Council hereby approves the Liberty Hills Development Agreement, attached hereto as Exhibit 1, and authorizes the Mayor’s execution of the same. The Mayor and/or City Manager are hereby authorized to execute all documents and take all other actions necessary to finalize, act under, and enforce the Agreement. PASSED by the City Council of the City of Anna, Texas, on this 14th day of May 2024. ATTESTED: APPROVED: ________________________________ __________________________ Carrie L. Land, City Secretary Nate Pike, Mayor LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 1 LIBERTY HILLS DEVELOPMENT AGREEMENT This Liberty Hills Development Agreement (this “Agreement”) is entered into by and between the CITY OF ANNA, TEXAS, a Texas home-rule municipality (the “City”), LIBERTY 800, LP, a Texas limited partnership (“Liberty 800”), LIBERTY 75, LP, a Texas limited partnership (“Liberty 75” and, collectively with Liberty 800 and their respective successors and assigns, the “Developer”), THE THORNTON FAMILY TRUST (“Thornton”), JANIS REAL ESTATE, LLC, a Texas limited liability company (“Janis RE”), and JAY P. AND IRENE C. JANIS, each an individual (Liberty 800, Liberty 75, Janis RE and Jay P. and Irene C. Janis each individually an “Owner” and collectively, the “Owners”) (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, Liberty 800 owns approximately 787 acres of real property described by metes and bounds in Exhibit A-1 (the “Liberty 800 Property”), Liberty 75 owns approximately 74 acres of real property described by metes and bounds in Exhibit A-2-I, Exhibit A-2-II, and Exhibit A-2-III (the “Liberty 75 Property”), Thornton owns approximately 103 acres of real property, described by metes and bounds in Exhibit A-3 (the “Thornton Property”) Janis RE owns approximately 53 acres of real property described by metes and bounds in Exhibit A-4 (the “Janis RE Property”) and Jay P. and Irene C. Janis own approximately 16 acres of real property described by metes and bounds in Exhibit A-5 (the “Janis Property,” and together with the Liberty 800 Property, the Liberty 75 Property, the Thornton Property and the Janis RE Property, the “Property”); and WHEREAS, a portion of the Property is located within the extraterritorial jurisdiction (the “ETJ”) of the City (such property, the “ETJ Property”) and the remaining portion of the Property is located within the corporate limits of the City; and WHEREAS, a portion of the Property is subject to that certain Development Agreement (the “Original Agreement”), attached hereto as Exhibit F, effective as of January 25, 2011, between the City and Viola Lordsmeer, L.P., predecessor-in-interest to Liberty 800, and the Parties intend for this Agreement to replace the Original Agreement as it relates to the applicable portion of the Property; and WHEREAS, it is intended that the Property, which is depicted in Exhibit B, be developed to contain single-family homes of various sizes, townhomes, multi-family, commercial and other mixed-use development constructed over multiple phases and is to be known and referred to as “Liberty Hills” (the “Project”), as generally depicted on the Illustrative Layout (as defined herein), which is attached hereto as Exhibit C, which may be revised as set forth in this Agreement, and in accordance with applicable City Regulations and the development standards set forth in certain proposed planned development standards (“Development Standards”), which Development Standards are attached hereto as Exhibit D; and 135331624v.16 Exhibit 1 LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 2 WHEREAS, the Illustrative Layout is intended to comply with the vision of the 2050 Comprehensive Plan; and WHEREAS, the Parties hereto which own the ETJ Property each intend to file a voluntary petition for annexation of their applicable owned portion of the ETJ Property; and WHEREAS, the Parties intend for the City to provide water and sewer service to the Property; and WHEREAS, the Developer desires and intends to design, construct and install and/or make financial contributions to certain Authorized Improvements to serve the Project; and WHEREAS, in consideration of Developer’s and Owners’ agreements contained herein, the City shall use reasonable efforts to exercise its powers under Texas Local Government Code, Chapter 372 (the “PID Act”) to create a PID (as defined herein) encompassing the portion of the Property to be developed as single-family residential (the “PID Property”) 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) fund or be reimbursed for a specified portion of the costs of the PID Projects using the proceeds of PID Bonds; or (b) obtain reimbursement for the specified portion of the costs of the PID Projects, the source of which reimbursement will be installment payments from Assessments within the PID Property, provided that such reimbursements shall be subordinate to the payment of PID Bonds and Administrative Expenses; and WHEREAS, in consideration of the Developer’s and Owners’ agreements contained herein, as allowed by law, the City agrees to exercise its powers under the TIRZ Act to create the TIRZ and to dedicate fifty percent (50%) of the City’s ad valorem tax increment, less collection and administrative costs, attributable to the TIRZ, based on the City’s tax rate each year and as authorized by law for a period of forty (40) years to (a) for property located in a Single-Family Subzone (as defined herein) offset or pay a portion of any Assessment levied on assessed parcels within the PID Property for the costs of Authorized Improvements that qualify as TIRZ Projects under the TIRZ Act and (b) for property located in a Commercial Subzone, to fund one or more Chapter 380 Grants as described herein; and WHEREAS, after creation of the PID and the TIRZ, all of the City’s administrative costs associated with the PID will be funded by the levy of Assessments on the Property in accordance with the PID Act, and all of the City’s administrative costs associated with the TIRZ will be funded from the TIRZ Revenue in accordance with the TIRZ Act; and WHEREAS, the City desires to provide certain economic incentives related to the commercial development in the “Mixed Use Subzone” included in the TIRZ (as defined herein) and to the Developer in consideration of its agreements herein; and WHEREAS, the Parties desire and intend for the design, construction, and installation of the Public Infrastructure to occur in a phased manner over the Term of this Agreement and that Developer will dedicate to and the City will accept the Public Infrastructure for public use and LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 3 maintenance, subject to the City’s approval of the plans and inspection of the Public Infrastructure 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 each Indenture, intends to: (i) adopt a Service and Assessment Plan; (ii) adopt an Assessment Ordinance (to pay for a specified portion of the PID Projects Cost(s) and approved by the City’s Engineer or his designee and the costs associated with the administration of the PID and the issuance of the PID Bonds for each respective Phase of the Project); and (iii) issue, in multiple series, up to $200,000,000 in principal amount of PID Bonds for the purpose of financing a specified portion of the costs of the PID Projects and paying associated costs as described herein; and WHEREAS, 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 WHEREAS, the Developer and Owners understand and acknowledge that the obligations undertaken under this Agreement are primarily for the benefit of the Property; and WHEREAS, the Developer and Owners understand and acknowledge that acceptance of this Agreement is not an exaction or a concession demanded by the City but rather is an undertaking of Developer’s and Owners’ voluntary design to ensure consistency, quality, and adequate infrastructure that will benefit development of the Property; and WHEREAS, following annexation of the ETJ Property, the City intends to consider zoning any portion of the Property in the corporate limits as a planned development district and the Parties acknowledge that the Property may be developed and used in accordance with this Agreement; and WHEREAS, the City recognizes the positive impact the Public Infrastructure will bring to the City and that said improvements will 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 WHEREAS, as the ETJ Property is in the City’s ETJ on the Effective Date of this Agreement, the Parties intend that this Agreement is a development agreement as provided for by state law in Section 212.171 et seq of the Texas Local Government Code; and WHEREAS, this Agreement shall constitute a “permit” under Chapter 245 of the Texas Local Government Code and as allowed pursuant to Section 212.172(g) of the Texas Local Government Code and that all prerequisites for entering into such agreement have been completed in full and that the City has provided the Developer and Owners with the written disclosures required when offering this Agreement under Section 212.171(b-1), said section being incorporated herein as if set forth in full; NOW, THEREFORE, in consideration of the mutual covenants contained herein, the LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 4 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 applicable provisions of the Anna 2050 Parks Master Plan adopted by the City Council on April 27, 2021 under Ordinance No. 903-2021 and as amended as of the Effective Date. Administrative Expenses means reasonable expenses incurred by the City in the establishment, administration, and operation of the PID or TIRZ, respectively. Administrator means an employee, consultant, or designee of the City who shall have the responsibilities provided in the Service and Assessment Plan, each 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 on a Phase-by-Phase basis, under one or more Assessment Ordinances adopted on a Phase- by-Phase basis to reimburse Developer on a Phase-by-Phase for a portion of the PID Projects benefitting the applicable Phase(s) as set forth in the Service and Assessment Plan, as well as payment of Administrative Expenses and repayment of the PID Bonds and the costs associated with the issuance of the PID Bonds. Assessment Ordinance means an ordinance approved by the City Council under the PID Act levying one or more Assessment(s). Authorized Improvements means the PID Projects and all on- and off-site public water, sewer, drainage, and roadway facilities, rights-of-way, along with other public improvements, such as parks, trails, landscaping and screening, that benefit the Property, are to be constructed by Developer, are identified on Exhibit E, and for which the Parties intend Developer will be fully or partially reimbursed pursuant to the terms of this Agreement. Bond Ordinance means each ordinance adopted by the City Council that authorizes and approves the issuance and sale of any PID Bonds for each Phase(s) of the Project. Budgeted Cost means, with respect to any given Authorized Improvement, the estimated cost of the improvement as set forth by Phase in Exhibit E. Capital Improvement(s) shall have the meaning provided in Chapter 395, Texas Local Government Code. Capital Improvement Costs means any construction, contributions, or dedications of Capital Improvements, including actual costs of design, engineering, construction, acquisition, and LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 5 inspection, and all costs related in any manner to the Capital Improvement. Capital Improvements Plan or “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 380 Agreement means an agreement in which the City agrees to provide a Chapter 380 Grant pursuant to Chapter 380, Texas Local Government Code, as amended. Chapter 380 Grant means any grant provided to the Developer or other entity pursuant to a Chapter 380 Agreement as described in this Agreement. 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 Development Standards, the Development Standards shall control. City 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. City PID Fee means the per single-family-residential-lot fee to be paid by Developer to the City in accordance with the established City PID Policy and in accordance with Section 5.20 hereof. City PID Policy means the City of Anna Public Improvement District Policy approved by the City Council on June 23, 2020 via Resolution No. 2020-06-747. City Regulations mean City Code provisions, ordinances, design standards (including but not limited to the City’s Engineering Design Standards and the Development Standards), 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 LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 6 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 intended conceptual plan for each Phase of the Project as may be approved by the City in accordance with Section 5.7 in which case it shall fully supersede and replace the Illustrative Layout. Cost Underruns means actual PID Projects Costs that are less than the Budgeted Costs set forth in the SAP. 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 each construction fund account created under an Indenture, if any, funded by Developer, and used to pay for portions of the acquisition, design, and construction of the PID Projects for a particular Phase of the Project. Development Standards mean the design specifications and construction standards identified in Section 5.12 of this Agreement, including without limitation the standards set forth in Exhibit D and applicable City Regulations. 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. ETJ shall have the meaning given to it in the Recitals. 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, Texas. HOA means the homeowners association formed with respect to the Project, which shall privately function as a homeowners association for the Project. 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 buyer the terms and conditions under which their lot is burdened by Assessments. Illustrative Layout means the intended plan for the development of the Project as depicted on Exhibit C. LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 7 Impact Fees means those fees assessed and charged against the Project in accordance with Chapter 395 and as defined therein. 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 PID Projects. 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, or (iv) a certificate delivered to the City by a qualified independent third party (which party may be the 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 which 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. Mantua Parkway means three (3) twelve-foot-wide concrete lanes of a future 6-lane divided roadway in a 120-foot-wide right-of-way from US75 to County Road 290 as shown in Exhibit I. 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 and shall include any “park development fees” as described in City Code. Phase means any distinct phase of development on the PID Property which is to be developed concurrently as finished lots. PID means one or more public improvement districts encompassing all or a portion of the PID Property, for which the City agrees to exert reasonable efforts to create for the benefit of 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 LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 8 City pursuant to the PID Act to finance the PID Projects. PID Bond Proceeds means the funds generated from the sale of the PID Bonds. PID Documents means but not limited to, collectively, the PID Resolution, the SAP, and the Assessment Ordinance(s). PID Financial Summary means the document attached to this Agreement as Exhibit K, which summarizes financial data related to the PID. PID Projects means all water, wastewater/sewer, drainage, roadway, park, trail, landscape, irrigation, hardscape, and other improvements allowable under the PID Act and benefitting and necessary to serve the Project and which shall be owned and maintained by the City, including those identified in the PID Documents and outlined in Exhibit E. PID Projects Cost means the actual cost of design, engineering, construction, acquisition, and/or inspection of the PID Projects, along with Administrative Expenses associated with the PID. PID Resolution means the resolution adopted by the Council creating the PID as recorded in the real property records of Collin County, Texas. Project and Finance Plan means a final TIRZ Project and Finance Plan approved and adopted by the City in accordance with this Agreement as may be amended from time to time. 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 but is not limited to the PID Projects and the Authorized Improvements. Real Property Records means the official land recordings of the Collin County Clerk’s Office. Refunding Bonds means bonds issued pursuant to Section 372.027 of the PID Act. Reimbursement Agreement means an agreement by and between the City and Developer by which the Parties establish the terms by which Developer may obtain reimbursements for PID Projects through the PID Bond Proceeds or Assessments for the respective Phase. Service and Assessment Plan (“SAP”) means the service and assessment plan for the PID, to be adopted and amended at least 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 the PID Act and this Agreement. Standridge Boulevard means all 12-foot-wide concrete lanes of a 4-lane divided roadway in a 90-foot-wide right-of-way from Rosamond Parkway to Mantua Parkway as shown in Exhibit I. LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 9 TIRZ means a tax increment reinvestment zone encompassing any portion of the Property to be created by the City pursuant to the TIRZ Act. TIRZ Act means Chapter 311 of the Texas Tax Code, as amended. TIRZ Documents means collectively the TIRZ Project and Finance Plan, the TIRZ ordinance, and the TIRZ participation agreement(s) with other taxing entities, if applicable. TIRZ Fund(s) means the fund(s) set up by the City in order to receive TIRZ funds in accordance with this Agreement, the TIRZ Documents and state law. TIRZ Revenue means the tax increment received by the City from the City property taxes levied against the Property. SECTION 3 PUBLIC IMPROVEMENT DISTRICTS 3.1 Creation of the PID; Levy of Assessments. The City shall use reasonable efforts to initiate and approve all necessary documents, resolutions 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 PID Property. Promptly following preparation and approval of a preliminary SAP acceptable to the Parties and subject to the City Council making findings that the PID Projects confer a special benefit on the Property, the City Council shall consider an Assessment Ordinance. Developer shall develop the PID 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 Assessments applicable to a particular Phase of the Project, the applicable Owner shall: (a) approve and accept in writing the levy of the Assessment(s) on all land owned by each Owner and (b) 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 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. 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. The Owners hereby acknowledge and accept the Home Buyer Disclosure Program. LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 10 SECTION 4 AUTHORIZED IMPROVEMENTS, PID PROJECTS, AND PUBLIC INFRASTRUCTURE 4.1 PID Projects. Prior to the issuance of PID Bonds, the PID Projects, and PID Projects Costs 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 PID Property shall include those PID Projects located therein and the respective PID Projects 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, PID Projects Costs, the timetable for installation of the PID Projects, 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 Council consistent with the requirements of Section 372.013(b) of the PID Act. 4.2 Construction, Ownership, and Transfer of Authorized Improvements and Public Infrastructure. (a)Construction Standards and Inspection. Except as otherwise expressly set forth in this Agreement, the Authorized Improvements and all other Public Infrastructure required for the development of the Property shall be constructed and inspected in accordance with this Agreement, the City Regulations, and any other governing body or entity with jurisdiction over the Public Infrastructure. Developer agrees to cause all Public Infrastructure to be constructed in a good and workmanlike manner. Upon request, the City shall provide “tax-exempt” letters to Developer for use by all contractors, subcontractors, and suppliers installing Public Infrastructure within the Property. (b)Contract Letting. The Parties understand that construction of the Authorized Improvements to be funded through Assessments are legally exempt from competitive bidding requirements pursuant to the Texas Local Government Code. The Parties acknowledge that, as of the Effective Date, the construction contracts for the construction of Authorized Improvements have not been awarded 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, Developer's engineers shall prepare, or cause the preparation of, and submit to the City all contract specifications and necessary related documents, including the contract proposal showing the negotiated total contract price and scope of work. (c)Ownership. All of the Authorized Improvements and Public Infrastructure 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 and Public Infrastructure to the City and the public. (d)Operation and Maintenance. Upon inspection, approval, and acceptance of the Authorized Improvements, the City shall maintain and operate the accepted Authorized Improvements. LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 11 (e)Applicability. Subsections (a)-(b), above, shall not apply to Public Infrastructure that the City is obligated to fund and construct under this Agreement, if any. 4.3 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 Engineer 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 Engineer 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. 4.4 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 Infrastructure, arising from defective workmanship or materials used therein, for a full period of two years from the date of final acceptance of the Public Infrastructure constructed under any such contract(s). 4.5 Inspections, Acceptance of Public Infrastructure, and Developer’s Remedy. The City shall inspect, as required by City Regulations, the construction of all Public Infrastructure necessary to support the proposed development within the Property, including without limitation water, sanitary sewer, drainage, streets, park facilities, electrical, and streetlights 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. 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 nonperformance of this Agreement by the City shall be to seek specific performance and cost reimbursements pursuant to the terms of this Agreement. 4.6 Insurance. The 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 LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 12 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. SECTION 5 ADDITIONAL OBLIGATIONS AND AGREEMENTS 5.1 Wastewater/Sanitary Sewer Facilities. (a)Developer’s General Obligations. Developer is responsible for the design, installation, and construction of the on-site wastewater/sanitary sewer improvements necessary to serve the Property as generally depicted on Exhibit G-1; provided that the Developer and the City’s Engineer may mutually agree to modifications to the sizing and location of such improvements other than the City Stub Line at the time of construction thereof in accordance with the City’s then-existing master plans. 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 5.19 and Section 5.1(c), the Developer shall be responsible for the acquisition of any easements and other property acquisitions necessary for any on-site 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 Engineer or his/her designee as part of the platting process. The costs of obtaining such easements may be included in the applicable PID Projects Costs to be reimbursed to Developer through the PID, as appropriate. (b)Timing of Developer’s Obligations. Except as otherwise provided herein, Developer shall complete in a good and workmanlike manner all on-site wastewater/sanitary sewer improvements necessary to serve each Phase of the Project prior to the recordation of the final plat covering such Phase; provided that the Developer may submit the final plat for any Phase prior to the installation of such improvements if it executes an improvement agreement and provides adequate security therefor in accordance with the City’s Subdivision Regulations. (c)City Stub Line; Off-Site Sewer Trunk Lines; Future Lift Station. The City will construct, at its cost, off-site sewer trunk lines as more particularly shown on Exhibit G-2 (the “Off-Site Sewer Trunk Lines”) by April 1, 2026, and shall commence design and engineering of the Off-Site Sewer Trunk Lines upon the execution of this Agreement. The Developer shall use commercially reasonable efforts to acquire any necessary easements for the Off-Site Sewer Trunk Lines (the “Trunk Line Easements”), and the costs of such Trunk Line Easements shall be reimbursable from the Impact Fee 380 Agreement (as defined herein). To facilitate expedient acquisition of the Trunk Line Easements, the Developer agrees to commence efforts to obtain the Trunk Line Easements within sixty (60) days of the execution of this Agreement. The City shall construct, at its cost, a stub sewer line of sufficient size to serve the Development and any future users not included in the Development to connect to the southern LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 13 boundary of the residential property in the location shown by the notation “Connect to Ex. City of Anna SS (Stub Sewer)” on Exhibit G-2 (the “City Stub Line”) prior to the initial Phase of the Development (“Phase 1”) being complete. Development of the Property may commence before the City Stub Line is complete. In addition, (a) if the City does not complete the City Stub Line prior to the completion of Phase 1 of the Project and/or (b) if the City does not complete the Off- Site Sewer Trunk Lines by April 1, 2026, the City agrees to provide pump and haul service for sewage until such time as the City Stub Line is complete or the Off-Site Sewer Trunk Lines are complete, as applicable, and shall approve plats and allow the issuance of building permits in the Project in accordance with Section 5.11 below. Such pump and haul service shall be at the cost of the City. If the development of the Thornton Property requires the construction of a lift station, which lift station is expected to be situated to the southwest corner of the Property, the Developer shall construct, and the City may request oversizing of, such lift station. Any required lift station may be included as a PID Project to the extent it confers a special benefit on the PID Property; provided that, to the extent the City requires Developer to oversize the lift station beyond what is necessary to serve the Property, the City will reimburse the Developer for the costs of oversizing lift station improvements as provided in Section 5.5 hereof. 5.2 Water Facilities. (a)Developer’s General Obligations. Developer is responsible for design, installation, and construction of the on-site water improvements necessary to serve the Property as generally depicted on Exhibit H-1, and, subject to the provisions of Section 5.2(c) hereof, certain major water improvements as generally depicted in as generally depicted on Exhibit H-2; provided that the Developer and the City’s Engineer may mutually agree to modifications to the sizing and location of such improvements at the time of construction thereof in accordance with the City’s then-existing master plans. 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 5.19, 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 Engineer or his/her designee as part of the platting process. The Developer’s costs of obtaining such easements may be included in the applicable PID Projects 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 on-site water improvements necessary to serve each Phase of the Project prior to the recordation of the final plat covering such Phase; provided that the Developer may submit the final plat for any Phase prior to the installation of such improvements if it executes an improvement agreement and provides adequate security therefor in accordance with the City’s Subdivision Regulations. (c)Major Water Lines. (1)Developer will construct certain major off-site water lines (collectively, the “Major Water Lines”) each as depicted on Exhibit H-2. The Major Water LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 14 Lines shall be constructed in the sizes shown own Exhibit H-2 or such dimensions as mutually agreed to by the City’s Engineer and the Developer at the time of construction of such Major Water Lines, and shall be oversized in the dimensions shown under “City M.P.” as depicted on Exhibit H-2 or such dimensions as mutually agreed to by the City’s Engineer and the Developer at the time of construction of such Major Water Lines. Any difference between the sizing of a segment of the Major Water Lines shown as “Developer” and “City M.P.” under “Water Line Oversizing” on Exhibit H-2 (or the difference between the sizing of a segment of the Major Water Lines shown as “Developer” on Exhibit H-2 and the size mutually agreed to by the City and the Developer at the time of construction thereof) shall be considered oversizing, and the City will reimburse the Developer for the costs of the Major Water Lines through the Impact Fee 380 Agreement. (2)Any portion of the costs of any Major Water Line may be included as a PID Project to the extent it confers a special benefit on the PID Property. (3)Developer shall, subject to the City’s obligations in Section 5.19 hereof, obtain any easements necessary for the Major Water Lines, and such easements shall be of sufficient size for the construction of a total 36” water line or a parallel water line sized to provide capacity similar to a single 36” inch water line (the “Major Water Line Easements”). The cost of such Major Water Line Easements shall be reimbursed to the Developer through the Impact Fee 380 Agreement. 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 water and wastewater 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 on-site roadway facilities required to serve the Property, and, subject to the provisions of Section 5.4(d) hereof, certain major road improvements, each as generally depicted on 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, LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 15 construction of all on-site roadway facilities and related improvements necessary to serve such Phase in accordance with construction plans approved by the City; provided that the Developer may submit the final plat for any Phase prior to the installation of such improvements if it executes an improvement agreement and provides adequate security therefor in accordance with the City’s Subdivision Regulations. 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 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; provided that the Developer may submit the final plat for any Phase prior to the installation of such improvements if it executes an improvement agreement and provides adequate security therefor in accordance with the City’s Subdivision Regulations. Upon inspection, approval, and acceptance, City shall maintain and operate the drainage and roadway improvements for the Property. The HOA will maintain and operate all detention facilities except to the extent expressly set forth to the contrary in this Agreement. (d)Mantua Parkway Road Improvements. Developer shall construct the three lane portion of the roadway identified as Mantua Parkway immediately adjacent to the Property, including any applicable bridges necessary for such three lane portion (such roadway and bridges, the “Mantua Parkway Road Improvements”), in accordance with the requirements for the Development set forth in a traffic impact analysis (“TIA”). (e)Liberty 75 Property Road Access Improvements. Developer shall construct necessary on-site road improvements for the Liberty 75 Property consistent with its development plan. The Developer of the portion of the Liberty 75 Property set forth on Exhibit A-2-III (the “40 Acre Portion” ) shall complete the southern most eastbound lanes of Rosamond Parkway from US 75 to Buddy Hayes Blvd. necessary to provide access to the Liberty 75 Property (the “Rosamond Parkway Improvements”) and, notwithstanding anything contained elsewhere in this Agreement, the City shall provide roadway Impact Fee credits to the Developer of the 40 Acre Portion for the actual costs of design and construction of the Rosamond Parkway Improvements. 5.5 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, funds from the TIRZ, 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. LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 16 5.6 Mandatory Homeowners Association. As it relates to the PID Property, Developer will create, in a manner acceptable to the City, an HOA, which HOA, whether one or more, shall be required to levy and collect from home owners within the PID Property annual fees in an amount calculated to maintain the open spaces, common areas, hike and bike trails located in common areas, portions of which trails will be open to the public, right-of-way irrigation systems, raised medians and other right-of-way landscaping, and screening walls within the PID Property. Common areas including but not limited to screening, landscaping, gardens, entrances to the PID 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. 5.7 Illustrative Layout; Concept Plan. (a)The Illustrative Layout 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. Prior to approval of the Zoning, the Developer may revise the Illustrative Layout through an administrative approval, provided the number of residential lots shown on the Illustrative Layout does not increase by greater than five percent (5%), the numbers of residential lots in each category shown on the Illustrative Layout does not increase by greater than five percent (5%), and the amount of open space shown on the Illustrative Layout does not decrease by greater than five percent (5%). Nothing in this paragraph shall preclude Developer from applying directly to the City Council for approval of any Illustrative Layout revisions, including revisions greater than the percentages listed herein. If the Developer submits a revised Illustrative Layout as provided by this section and the City Manager or his/her designee determines that the Illustrative Layout should be administratively approved, the City Manager or his or her designee shall cause the revised Illustrative Layout 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 Illustrative Layout in the Real Property Records. (b)A Concept Plan will be required as part of the zoning process identified in Section 9.1 and the Concept Plan, once approved by the City, shall be deemed to fully supersede and replace the Illustrative Layout for all purposes. Revisions to the Concept Plan that is part of approval of zoning may be subsequently revised with approval by the City Council through the normal zoning process. (c)If the 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 Real Property Records. 5.8 Community Amenities. Developer will (or will cause) the design, construction, maintenance, and operation of certain amenities in the Project as further set forth in the Development Standards attached hereto as Exhibit D (the “Community Amenities”). The Community Amenities shall be owned and maintained by the HOA. The first amenity center set forth in the Community Amenities (the “First Amenity Center”) in Exhibit D shall be constructed before the 350th building permit for the Project is issued, and the City may thereafter withhold LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 17 additional building permit until the First Amenity Center is constructed. The second amenity center set forth in the Community Amenities (the “Second Amenity Center”) in Exhibit D shall be constructed before the 1,000th building permit for the Project is issued, and the City may thereafter withhold additional building permit until the Second Amenity Center is constructed. 5.9 Parkland Dedication Credit. Developer shall construct trails and dedicate such trails and open space as generally depicted on Exhibit J (the “Trails and Open Space Acreage”). Provided the Developer causes such Trails and Open Space Acreage to be dedicated for such purposes, Developer shall be deemed to have satisfied all applicable parkland dedication or improvement requirements or fees required in lieu thereof, of any kind whatsoever and no Park Fees shall be imposed on the PID Property. The City may collect Park Fees on land designated for multi-family uses in accordance with City Regulations. 5.10 Impact Fees. With the exception of the roadway Impact Fee credits granted under Section 5.4(e), Impact Fees shall be assessed and collected on the Property at the rates in effect at the time of submission of an application for a building permit. The City shall collect Impact Fees from all third-party permit applicants within the Property. Upon the payment of Impact Fees, such payments shall be sequestered into a separate account created with the City (the “Liberty Hills Impact Fee Account”) to facilitate the payment of the Infrastructure Grant described in Section 7.3(a) hereof. 5.11 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 Public Infrastructure necessary to serve such Property; provided that the City shall allow for the issuance of building permits for up to 10% of the single-family building permits in any Phase of the Development once Developer has achieved fire safety (i.e., paving complete and water system/hydrants installed, tested and pressurized). To assist in the determination as to whether building permits for any Phase of development should be issued, Developer shall include all Public Infrastructure necessary to serve such Phase in the construction plans required to be submitted under applicable City Regulations. Notwithstanding the foregoing, the City shall not unreasonably withhold plat approval for any Phase of development and shall issue building permits and certificates of occupancy and provide utilities for any structure on the Property if the applicable Public Infrastructure other than the City Stub Line and the Off-Site Sewer Trunk Lines is complete and pump and haul service is being provided pursuant to Section 5.3 of this Agreement. 5.12 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)except as amended by the Development Standards (defined below), the comprehensive zoning ordinance of the City, in effect on the Effective Date (the “Zoning Ordinance”); LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 18 (c)City Code, Article 9.05, in effect on the Effective Date (the “Sign Ordinance”); (d)the Illustrative Layout set forth on Exhibit C and the development regulations for the Property set forth on Exhibit D (except as otherwise approved in accordance with Section 5.14 in the event of conflicts) (the “Development Standards”); (e)upon annexation pursuant to Section 9.1, the uniform building codes, as amended from time to time, including any local amendments thereto adopted by the City (the “Building Codes”). 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. For the avoidance of doubt, the Building Codes shall only apply to the Property from and after annexation of the Property. 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 in effect on the Effective Date. 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. 5.13 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 full; 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. The Zoning Ordinance shall also be considered to be Materials and Methods Regulations to the extent that its requirements and restrictions would otherwise be unenforceable under Chapter 3000 of the Texas Government Code. 5.14 Conflicts. When not in conflict with the terms and conditions of this Agreement, the development of the Property shall be subject to all applicable City Regulations, including but not limited to the City’s subdivision regulations and engineering design standards. In the event of any conflict between the Development Standards and the Zoning Ordinance, Sign Ordinance, or Building Codes, the Development Standards shall control until the PD Zoning (as defined herein) LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 19 has been approved by the City. After the PD Zoning has been approved for the Property, in the event of a conflict between the PD Zoning and the Development Standards, the Zoning Ordinance, Sign Ordinance, or Building Codes, the PD Zoning shall control, and no amendment to the PD Zoning shall require an amendment to this Agreement. 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 Illustrative Layout and the remainder of the Development Standards in Exhibit D, the remainder of the Development Standards in Exhibit D shall control. In the event of any conflict between any future Concept Plan and the Development Standards in Exhibit D, the Development Standards in Exhibit D shall control (except for modifications to the Illustrative Layout that are allowed pursuant to the terms of the Development Standards and/or Zoning Ordinance). 5.15 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 City Regulations and be subject to City approval. 5.16 Vested Rights. This Agreement shall constitute a “permit” (as defined in Chapter 245) that is deemed filed with the City on the Effective Date. 5.17 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 Engineer or his/her designee signifies approval on only the general design concept of the improvements to be constructed. 5.18 Agricultural Exemption. The City acknowledges that some or all of the PID Property may now have or may in the future have an agricultural, timber, or wildlife management use tax classification, and the City may not request removal of any such tax classification until PID Bonds secured by Assessments levied on the PID Property are issued to pay for the costs of the PID Projects and related costs, notwithstanding any waiver of such exemption for other political subdivisions or public entities. 5.19 Eminent Domain. The Developer and Owners agree 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, the applicable Owner is unable to obtain such third-party rights-of-way, consents, or easements within ninety (90) days of sending an initial offer to the owner of such property to purchase 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 LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 20 necessity) through the use of the City’s power of eminent domain. The City shall request and order any appraisal required in connection with the applicable Owner’s (if requested by the applicable Owner) or the City’s acquisition of such third-party rights-of-way, consents, or easements as described in the preceding two sentences, and the applicable Owner shall pay the costs of such appraisal. The requesting Owner 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 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, the requesting Owner 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 the requesting Owner 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. To the extent Eminent Domain Fees are paid by the Developer, the Developer may seek reimbursement of any or all eligible Eminent Domain Fees from PID Bonds, or if PID Bonds are not issued, Assessments. 5.20 City PID Fee. The City PID Fee shall be in an amount calculated in accordance with the City PID Policy and be based upon the number of single-family residential lots included within the applicable Phase of the Project that are being assessed. As relates to the City PID Fee or any portion thereof required to be paid to the City, Developer shall deposit such amount in an identifiable escrow account that contains the full amount (or, if applicable, a reduced portion thereof) of the City PID Fee (the “City PID Fee Account”) for a particular Phase of Development and shall provide proof of such deposit to the City at least seven (7) business days before the posting of a preliminary offering document for any series of PID Bonds for such Phase of Development. The Developer shall not withdraw from or otherwise reduce or in any manner encumber the amount deposited into the City PID Fee Account for at least 60 days once deposited except that not later than seven (7) business days after the closing and delivery of PID Bonds for such Phase of Development, Developer shall release the full amount in the City PID Fee Account to the City. Fifty percent (50%) of the City PID Fees collected by the City (the “PID Fee Contribution”) shall be placed in a separate and identifiable interest-bearing account held by the City and not commingled with any other funds. The PID Fee Contribution shall be used to reimburse the Developer in an amount up to the actual cost to design and construct Standridge Boulevard and the Mantua Parkway Road Improvements (as defined herein) to the extent such actual costs have not been paid through the Impact Fee 380 Agreement; provided, however, that if Developer has not completed construction of all four lanes of Standridge Boulevard on or before December 31, 2029 (the “Standridge Deadline”), then Developer shall forfeit entitlement to the PID Fee LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 21 Contribution and the City may retain and utilize same for any lawful purpose. Provided that Developer meets the Standridge Deadline: (1) the PID Fee Contribution amount on deposit with the City shall be paid to Developer within thirty (30) days of Developer’s written request for same; and (2) the Developer shall be credited fifty percent (50%) of City PID Fees that would otherwise be due in association with any series of PID Bonds issued after the Standridge Deadline has been met such that the Developer need only pay fifty percent (50%) of the City PID Fee. Notwithstanding the foregoing and only if Developer has not forfeited its entitlement to the PID Fee Contribution as described above, the PID Fee Contribution shall be used solely to reimburse developer for the costs identified in this paragraph and only to the extent such costs have not been paid to the Developer under the Impact Fee 380 Agreement. 5.21 Rental Property. Developer shall not knowingly sell a total of more than five percent (5%) of the total number of single-family lots projected to be within the Project to “institutional investors” that intend to own and rent or lease single-family residences within the Project. An “institutional investor” shall mean an entity that intends or desires to purchase more than five (5) single-family lots within the Project and constructs or causes to be constructed homes thereon for rental or leasing purposes. SECTION 6 PID BONDS 6.1 PID Bond Issuance. Subject to the satisfaction of conditions set forth in this Section, the City may issue PID Bonds solely for the purposes of acquiring or constructing PID Projects. Developer may request issuance of PID Bonds by filing with the City a list of the PID Projects to be funded with the PID Bonds and the estimated costs of such PID Projects. 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 the following conditions: (1)The City has determined that (a) there will be no negative impact on the City’s creditworthiness, bond rating, access to or cost of capital, or potential for liability and (b) the PID Bonds assessment level, structure, terms, conditions and timing of the issuance of the PID Bonds are reasonable for the PID Projects Costs to be financed and that there is sufficient security for the PID Bonds to be creditworthy. (2)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. (3)The adoption of a Service and Assessment Plan and an Assessment Ordinance levying assessments on all or any portion of the PID Property benefitted by such PID Projects in amounts sufficient to pay all costs related to such PID Bonds. LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 22 (4)Unless otherwise agreed to by the City, the aggregate principal amount of PID Bonds issued and to be issued shall not exceed $200,000,000. (5)If requested by the City, delivery of an Independent Appraisal to the City confirming that the special benefits conferred on the properties being assessed for the PID Projects increase the value of the property by an amount at least equal to the amount assessed against such property. (6)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. (7)Developer is current on all taxes, assessments, fees and obligations to the City including without limitation payment of Assessments. (8)Developer is not in material default under this Agreement or any other agreement with the City. (9)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. (10)The Administrator has certified that the specified portions of the costs of the PID Projects to be paid from the proceeds of the PID Bonds are eligible to be paid with the proceeds of such PID Bonds; therewith, such approval not to be unreasonably withheld, conditioned or delayed upon presentation of a certificate in compliance with the applicable Indenture. (11)The PID Projects to be financed by the PID Bonds have been or will be constructed according to the approved Development Standards imposed by this Agreement including without limitation any applicable Governing Regulations and/or City Regulations. (12)The maximum maturity for each issuance of PID Bonds shall not exceed 30 years from the date of delivery thereof. (13)The final maturity for any PID Bonds shall be not later than 50 years from the Effective Date. (14)The City has determined that the PID Bonds meet all regulatory and legal requirements applicable to the issuance of the PID Bonds. (15)If the applicable portion of PID Projects has not already been constructed and to the extent PID Bond Proceeds are insufficient to fund such PID Projects Cost, plus private costs to reach final lot completion, the City may require the Developer to, at time of closing the PID Bonds, provide evidence of (i) available funds to the Developer or any corporate parent of the Developer and made available to the Developer, (ii) evidence of financial security from a Lender (as defined herein) of loan funds available under a loan, letter of credit or other credit facility extended to the Developer or any corporate parent of the Developer and made available to the Developer by a financial institution or other lender (a “Lender”) for the purpose of development of the Authorized Improvements, equal to or LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 23 greater than the difference between the PID Projects Costs plus private costs to reach final lot completion, and the PID Bond Proceeds available to fund such PID Projects Costs (and private costs to reach final lot completion) or (iii) a completion agreement from any party serving as a Developer that is a publicly traded or publicly listed company or homebuilder; or any combination of (i), (ii) or (iii) in the discretion of the City. If so required by the City, and the Developer provides evidence of available funds or fiscal security as described in the preceding sentence in connection with a series of PID Bonds, the Developer shall not be required to provide any up front cash deposit to fund the applicable PID Projects not otherwise funded through the applicable series of PID Bonds. (16)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. (17)Developer agrees to provide periodic information and notices of material events regarding Developer and Developer’s development of the Project and any continuing disclosure agreements executed by Developer in connection with the issuance of PID Bonds. (18)Developer is not in default under a Developer Continuing Disclosure Agreement. (19)The issuance of any Refunding Bonds, the amount of assessment necessary to pay the Refunding Bonds shall not exceed the remaining principal amount of the assessments that were levied to pay the PID Bonds that are being refunded. (20)The gross tax equivalent rate for the annual installments of the Assessments shall not exceed $1.35 per $100.00 of taxable assessed valuation prior to application of the TIRZ Revenue (which maximum total tax equivalent rate shall be measured based on the estimated build out value of the applicable PID Property), without prior written consent of the City, in its sole discretion, which written consent may be evidenced by the City’s adoption of an Assessment Ordinance without the necessity of amending this Agreement. (21)Unless otherwise agreed to by the City, the value to lien ratio for Assessments securing PID Bonds shall not be less than 2:1; provided that the City may allow for a lesser ratio through the adoption of a resolution, Bond Ordinance, Assessment Ordinance or other applicable council action that authorizes a lesser value to lien ratio without the necessity of amending this Agreement. (22)Developer has provided proof reasonably satisfactory to the City that the City PID Fee (or portion thereof, as applicable) has been deposited into the City PID Fee Account in accordance with Section 5.20. (23)Developer and the City shall have entered into a Reimbursement Agreement with respect to the Phase primarily benefitted by such PID Bonds. 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 LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 24 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 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 United States Internal Revenue Code, 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 PID Projects, 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 TAX INCREMENT REINVESTMENT ZONE; CHAPTER 380 GRANTS 7.1 Tax Increment Reinvestment Zone. Prior to the issuance of the first series of PID Bonds, the City will consider creation of a TIRZ coterminous with all of the Property except the Liberty 75 Property. The TIRZ may be divided into zones or subzones for each Phase of development and may be divided into subzones for single-family residential development, which single-family development may include townhome or other attached residential product (a “Single-Family Subzone”) and subzones for property containing mixed use development, which mixed use development may include commercial, retail, office, multi-family development and the like (a “Mixed Use Subzone”). The Mixed Use Subzones shall include all non-single family parcels shown on the Illustrative Layout attached hereto as Exhibit E except for the three parcels shown on the east side of US 75 labeled as “8.47 AC,” “20.0 AC” and “40.0 AC (Rosamond Crossing),” which parcels comprise the Liberty 75 Property and are not included in the TIRZ. The base year of any subzone of the TIRZ shall be the year in which the TIRZ is created. The City agrees to use not less than fifty percent (50%) of the ad valorem tax increment generated in the TIRZ (the “Tax Increment”), for a period of up to forty (40) years (the “City Participation”) for the purposes described in this paragraph. The Tax Increment generated in any Single-Family Subzone shall be used for each Phase (i) first, to pay the Administrative Expenses for the TIRZ and (ii) second to, on a parcel-by-parcel basis, offset or pay a portion of any Assessment levied on assessed parcels for the costs of Authorized Improvements. The Tax Increment generated in any Mixed Use Subzone shall be placed into a separate account as set forth in the Project and Finance Plan and be used (x) first, to pay the Administrative Expenses for the TIRZ, and (y) second to fund Mixed Use Subzone Grants (as defined herein). LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 25 The Developer agrees to use reasonable efforts to obtain Collin County’s participation in the TIRZ, and the City agrees to provide any necessary support for such efforts. 7.2 TIRZ Funds. In accordance with the Project and Finance Plan, the Tax Increment obtained from the TIRZ subzones shall be placed into a accounts as appropriate and shall be used as described above. 7.3 Chapter 380 Grants. (a)Eligible Infrastructure Grant. In consideration of the Developer’s agreement to construct the Authorized Improvements as outlined herein, the City shall enter into a Chapter 380 Agreement (the “Impact Fee 380 Agreement”) with the Developer to provide a grant (the “Eligible Infrastructure Grant”) to reimburse the Developer for the costs of the Mantua Parkway Road Improvements, Standridge Boulevard, the Major Water Lines, the Major Water Line Easement, and the Trunk Line Easements (collectively, the “Eligible Infrastructure”) in an amount up to the same amount of the total Impact Fees collected from all portions of the Property except the Liberty 75 Property (the “Liberty Hills Impact Fees”), to the extent the costs of such Eligible Infrastructure are not reimbursed or otherwise funded by the PID Fee Contribution as stated in Section 5.20 hereof. The Eligible Infrastructure Grant shall be payable to the Developer on a quarterly basis after the City’s approval of the submission of evidence of costs of the Eligible Infrastructure as more particularly described in the Impact Fee 380 Agreement solely from Liberty Hills Impact Fees deposited in the Liberty Hills Impact Fee Account. (b)Mixed Use Subzone TIRZ Grants. The City will enter into one or more Chapter 380 Agreements to fund Chapter 380 Grants and economic incentives to the Developer or one or more owners or tenants located in the Mixed Use Subzone (each, a “Mixed Use Subzone Grant”) upon terms mutually agreeable to the City, the Developer or such future owner or tenant, which terms shall be set forth in the applicable Chapter 380 Agreement. (c)Liberty 75 Property Chapter 380 Grants. The TIRZ shall not include the Liberty 75 Property. The City will enter into a Chapter 380 Agreement to fund Chapter 380 Grants and economic incentives to the Developer and one or more anchor or sub-anchor tenants or owners to be located on the Liberty 75 Property. Under said Chapter 380 Agreement, the City shall dedicate not less than 50% of City sales tax revenue generated solely on the Liberty 75 Property (the “City’s Sales Tax Grant”) to such Chapter 380 Grants; provided, however, that the City may instead—at its sole discretion— dedicate all or a portion of the same dollar amount of the City’s Sales Tax Grant from sources other than sales tax). Further, the City shall dedicate not less than 50% of City property tax revenue generated solely on the Liberty 75 Property (the “City’s Property Tax Grant”) to such Chapter 380 Grants; provided, however, that the City may instead—at its sole discretion—dedicate all or a portion of the same amount of the City’s Property Tax Grant from sources other than property tax). For the avoidance of doubt, the City’s Sales Tax Grant shall not include any sales tax revenue or any other revenue of the Anna Community Development Corporation or the Anna Economic Development Corporation. Notwithstanding the foregoing: (1) the City’s dedication of the City’s Sales Tax Grant and the City’s dedication of the City’s Property Tax Grant shall both be reduced from 50% to 25% to the extent that any such grant or any part thereof is offered to a potential anchor or sub-anchor tenant or owner that the City has not approved of in advance in writing; and (2) the requirement that City dedicate the City’s Sales Tax Grant and LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 26 the City’s Property Tax Grant under this paragraph shall terminate on the earlier of the expiration of ten (10) years after the effective date of the Chapter 380 Agreement or the date upon which the City has paid the Developer the amounts mutually agreed to by the City and the Developer at the time of execution of the Chapter 380 Agreement. SECTION 8 PAYMENT AND REIMBURSEMENT OF PID PROJECTS 8.1 Payment of Costs of PID Projects. The Parties understand that PID Bond Proceeds and/or the proceeds from Assessments will be used to reimburse the Developer for certain PID Projects Costs related to the PID Projects and, in the event PID Bond Proceeds and/or proceeds from Assessments are not available at the time that all or a portion of the PID Projects are substantially complete and the City is ready to accept said PID Projects or portion thereof, PID Bond Proceeds and/or proceeds from Assessments, once available, will be used to reimburse Developer for said PID Projects Cost following acceptance by the City. Such reimbursement will be governed by the terms of the Reimbursement Agreement to be entered into between the Developer and the City for the applicable Phase. 8.2 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, together with the trustee appointed by the City pursuant to the applicable Indenture, 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. 8.3 Cost Overrun. If the total PID Projects 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 8.4 below. 8.4 Cost Underrun. If, upon the completion of construction of an PID Project (or segment or section thereof) and payment or reimbursement for such PID Project (or segments or section thereof), there are Cost Underruns, any remaining Budgeted Cost(s) may be available to pay Cost Overruns on any other PID Project. The elimination of a category of PID Projects as set forth in the Service and Assessment Plan will require an amendment to the SAP Prior to the completion of all of the PID Projects within an improvement category, as listed in the applicable SAP and the PID, funds available from an improvement category (e.g., water, sanitary sewer, roadway, soft costs, etc.) may be used as Cost Underruns and applied to another improvement category in consultation with the Administrator and approval of the City Manager. If, upon completion of the PID Projects in any improvement category, there are funds remaining in any improvement categories, those funds can then be used to reimburse the Developer for any qualifying costs of the PID Projects that have not been previously paid. LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 27 SECTION 9 ANNEXATION AND POST-ANNEXATION MATTERS 9.1 Annexation. (a) Annexation Generally. As soon as is practicable, after execution of this Agreement, the applicable Owners shall submit a voluntary annexation petition for the ETJ Property. This Agreement constitutes the service plan agreement for providing City services to any such annexed portion of the Property (the “Annexed Property”) as described in Section 9.1(e). If the City is unable to complete the annexation of any Annexed Property for any reason, including but not limited to procedural error or legal challenge, Developer shall execute another voluntary annexation petition for the Annexed Property within ten (10) days of being requested to do so. Should the City fail to complete the annexation of the ETJ Property in accordance with this Agreement, Developer shall have the right to terminate this Agreement with respect to any ETJ Property with notice to the City and, upon such termination, the ETJ Property shall be immune to involuntary annexation by the City for a period of thirty (30) years thereafter regardless of any change of law. Notwithstanding anything contained herein, to the extent this Agreement is terminated by Developer with respect to the ETJ Property, this Agreement shall remain in effect with respect to the remaining Property. (b)Zoning. The City shall, subject to Section 9.1(a) in accordance with applicable statutory requirements, take all steps necessary to complete the annexation of the ETJ Property immediately prior to the ordinance adopting the PD Zoning (as defined herein). After or in conjunction with the annexation of the ETJ Property, the City shall consider planned development zoning for the Property consistent with the Development Standards, the Illustrative Layout or Concept Plan, and this Agreement (the “PD Zoning”). To facilitate such PD Zoning, the Developer agrees to submit a zoning application within thirty days after the Effective Date. The Parties agree that the Illustrative Layout attached hereto as Exhibit C, the Development Standards attached hereto as Exhibit D, together with the Governing Regulations, City Regulations, and the applicable provisions of this Agreement memorialize the plan for development of the Property as of the Effective Date. Through this Agreement, Developer expressly consents and agrees to the PD Zoning of the Property, to the extent the Property is in the City’s corporate limits. Any such zoning of the Property shall otherwise be in accordance with all procedures set forth in the applicable City Regulations. Should the City Council fail— within 90 days after submittal of a complete and sufficient zoning application—to approve the PD Zoning on the Property in accordance with this Agreement through no fault of the Developer, or approve zoning on the Property that is in any way more restrictive than the PD Zoning without the Owner’s consent through no fault of the Developer, then the Owners shall have the right to terminate this Agreement with notice to the City provided that such notice is provided in accordance with this Agreement within 60 days of such action or inaction by the City Council. Within thirty (30) days following delivery of such termination notice, the City shall disannex the applicable portion of the Property from the City. Notwithstanding the foregoing or any other provision of this Agreement, Developer’s failure to submit a zoning application and Concept Plan that complies with all provisions of the Zoning Ordinance applicable to the submittal of a zoning application and Concept Plan shall be deemed a failure to submit a complete and sufficient zoning application provided that the City provide notice within 45 days of such a submittal stating each deficiency that Developer shall be required to cure in order for such zoning application and LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 28 Concept Plan be processed and considered for approval. No disannexation shall be required if Developer fails to cure the zoning application as set forth in this paragraph. (c)Disannexation; Creation of Municipal Utility District. In the event PID Bonds for a particular Phase of the Project are not issued as a result of any act or omission of the City, including the City’s refusal to issue such PID Bonds, and by no fault of the Developer, and a period of ninety days to cure such non-occurrence has passed after the Developer provides written notice of such non-occurrence, then (a) the City shall—if the Developer petitions for disannexation—disannex the applicable portion of the PID Property from the City and any remaining portion of the PID Property for which PID Bonds have not been issued within thirty (30) days of the filing of the disannexation petition by Developer and such property shall thereafter be immune to involuntary annexation by the City for a period of thirty (30) years and (b) the Developer shall provide notice to the City of its intent to form a municipal utility district or similar utility or improvement district created by special act of the Texas Legislature or the TCEQ or, if necessary, any other agency with jurisdiction (a “MUD”) on the portion of the Property disannexed pursuant to this paragraph and upon such notice, the City shall be deemed to have consented to the formation of the MUD with no further action of the City or City Council required; provided that the City shall take any necessary steps or provide any documents necessary to evidence the City’s consent to the TCEQ, the Texas Attorney General or other agency or body with regulatory powers over the MUD. If PID Bonds have issued for prior Phases of the PID Property or assessments been levied, those Phases shall remain within the limits of City. For the avoidance of doubt and notwithstanding the foregoing or any other provision of this Agreement, this paragraph shall not apply and disannexation shall not be required in the event that PID Bonds for a particular Phase of the Project are not issued by the City because the conditions and requirements set forth in Section 6.1 that are in the reasonable control of the Developer, which provisions shall solely include items (7), (8), (11), (15), (17), (18), (22), and (23) set forth under Section 6.1, and in and Section 6.2 have not been satisfied by the Developer. For the further avoidance of doubt this paragraph shall apply only to the single-family residential portions of the Property that are within the PID Property and this paragraph shall not apply to— and disannexation shall not be required as to— the Liberty 75 Property and any commercial or multifamily areas included within the TIRZ including without limitation the Mixed Use Subzone as those areas are defined in this Agreement. Other than as provided in Section 9.1(b), Developer waives the right to file a petition or otherwise seek removal of any portion of the Property from the City unless and only to the extent the City is required to disannex any part of the Property under this paragraph. (d)Survival. In the event Developer terminates this Agreement in accordance with this Section 9, Developer’s rights and remedies under this Section 9, including disannexation and the ETJ Property’s immunity to future involuntary annexation, shall survive such termination. (e)Agreement for Services. Pursuant to Section 43.0672, Texas Local Government Code, this Agreement shall constitute an agreement for the provision of services to the ETJ Property and, except as expressly provided otherwise herein, the City shall, immediately upon the effective date of any annexation, provide the Property with all those municipal services currently offered within the City, including those which may be offered in the future, without discrimination. The Owners are not required to enter into this Agreement. The annexation procedures described in plain language in this Agreement require the Owners’ consent. The LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 29 Parties acknowledge and agree that this Agreement shall satisfy the written disclosure requirements under Section 212.172(b-1) of the Texas Local Government Code. SECTION 10 EVENTS OF DEFAULT; REMEDIES 10.1 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 twenty (20) business days after it is due. 10.2 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. 10.3 Performance Window; Election to Terminate. In the event that Developer does not request that the City issue the initial series of PID Bonds on or before December 31, 2026, none of the Parties hereto shall thereafter be required to perform under this Agreement and this Agreement will terminate. If this Agreement is terminated under this Section 10.3, if a PID has been created, the owner of the applicable PID Property must within 30 days of such termination file or caused to be filed with the City an irrevocable petition by the owners of the applicable PID Property to dissolve the PID and shall thereafter promptly undertake any and all reasonable and necessary actions to facilitate the dissolution of the PID. Notwithstanding any provision of this Agreement, the obligations of any owner of PID Property regarding the dissolution of the PID in accordance with this Section 10.3 shall survive the termination of this Agreement. SECTION 11 ASSIGNMENT; ENCUMBRANCE 11.1 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 assignable, in whole or in part, by an Owner, with the prior written consent of the City. The City’s consent to such assignment shall not be unreasonably withheld. Notwithstanding the foregoing, any Owner has the right from time to time, without the consent of but with written notice to the City, to assign this Agreement in whole or in part to (i) any person or entity that is or will become an owner of any portion of the Property, to the extent of such assignee’s ownership of the Property, (ii) any entity formed in which an Owner or any principal of an Owner retains an ownership interest of at least fifty-one percent (51%), any subsidiary of an Owner, or any entity that is under common control with or controlled by an Owner, (iii) or any lien holder on the Property. An assignee shall be considered a “Party” LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 30 for the purposes of this Agreement. Each assignment shall be in writing executed by the applicable Owner 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 an Owner shall release an Owner from any liability that resulted from an act or omission by such Owner that occurred prior to the effective date of the assignment unless the City approves the release in writing. Each Owner shall maintain written records of all assignments made by such Owner 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. 11.2 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. 11.3 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. 11.4 Notice of Assignment. Subject to Section 11.1 of this Agreement, the following requirements shall apply in the event that an Owner sells, assigns, transfers, or otherwise conveys the Property or any part thereof and/or any of its rights or benefits under this Agreement: (i) the Owner must provide written notice to the City to the extent required under Section 11.1; (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 the applicable Owner 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. SECTION 12 GENERAL PROVISIONS 12.1 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 LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 31 into this Agreement and, but for the intent of the Parties reflected by the recitals, would not have entered into this Agreement. 12.2 Acknowledgments. In negotiating and entering into this Agreement, the Parties respectively acknowledge and understand that: (a)The Developer’s and Owners’ 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 and/or Owners are 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; (c)the Developer’s and Owners’ 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 Public Infrastructure 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; (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; and (f)this Agreement is a development agreement under Section 212.172, Texas Local Government Code. 12.3 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 the Owners 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 Fully Developed and Improved Lot. 12.4 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. LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 32 12.5 Consideration. This Agreement is executed by the Parties hereto without coercion or duress and for substantial consideration, the sufficiency of which is hereby acknowledged. 12.6 Term. Unless otherwise extended by mutual agreement of the Parties, the term of this Agreement shall be until the later of (i) thirty (30) years from the Effective Date or (ii) the final maturity of PID Bonds sold in accordance with this Agreement (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, and the Developer’s obligations shall terminate. 12.7 INDEMNIFICATION and HOLD HARMLESS. THE DEVELOPER AND OWNERS, INCLUDING THEIR 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 CITY OR ANY OF THE RELEASED PARTIES, WHETHER REAL OR ASSERTED INCLUDING WITHOUT LIMITATION REASONABLE ATTORNEY’S FEES AND RELATED EXPENSES, EXPERT WITNESS FEES, CONSULTANT FEES, AND OTHER COSTS, ARISING OUT OF THE NEGLIGENCE OR OTHER WRONGFUL CONDUCT OF DEVELOPER OR OWNERS, INCLUDING THE NEGLIGENCE OF THEIR 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 AND OWNERS 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/OR OWNERS AND THE CITY, DEVELOPER’S AND/OR OWNERS’ INDEMNITY OBLIGATION(S) WILL BE LIMITED TO A FRACTION OF THE TOTAL CLAIMS EQUIVALENT TO DEVELOPER’S AND/OR OWNERS’ OWN PERCENTAGE OF RESPONSIBILITY. DEVELOPER AND OWNERS, INCLUDING THEIR 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. LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 33 12.8 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. 12.9 Payee Information. With respect to any and every type of payment/remittance due to be paid at any time by the City to a Party hereto after the Effective Date under this Agreement, the name and delivery address of the payee for such payment shall be the notice address applicable to such party set forth in Section 12.10. Any Party to receive such payments/remittance may change the name of the payee and/or address by delivering written notice to the City designating a new payee and/or address or through an assignment of such Party’s rights hereunder. 12.10 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 (i) if delivered via a method other than e-mail, 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 or (ii) if delivered via e-mail, upon the earlier of receipt of a “delivery receipt” or on the next Business Day after being sent (as recorded on the device from which the sender sent the email) unless the sender receives an automated message that the email has not been delivered. Any such notice shall be addressed as follows: To the City: City of Anna, Texas Attn: City Manager 120 W. 7th Street Anna, Texas 75409 E-mail: gpeters@annatexas.gov With a copy to: Wolfe, Tidwell & McCoy, LLP Attn: Clark McCoy 2591 Dallas Parkway, Suite 300 Frisco, Texas 75034 E-mail: cmccoy@wtmlaw.net And to: McCall, Parkhurst & Horton L.L.P. Attn: Rodolfo Segura Jr 717 North Harwood, Suite 900 Dallas, TX 75201 E-mail: rsegura@mphlegal.com To Liberty 800: Liberty 800, LP Attn: Teague Griffin 1061 N. Coleman Street, Suite 90 Prosper, Texas 75078 E-mail: teague@bgrea.com LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 34 With a copy to: Locke Lord Attn: Drew Slone 2200 Ross Ave., Suite 2800 Dallas, Texas 75201 E-mail: dslone@lockelord.com To Liberty 75: Liberty 75, LP Attn: Teague Griffin 1061 N. Coleman Street, Suite 90 Prosper, Texas 75078 E-mail: teague@bgrea.com With a copy to: Locke Lord Attn: Drew Slone 2200 Ross Ave., Suite 2800 Dallas, Texas 75201 E-mail: dslone@lockelord.com To Janis RE: Janis Real Estate LLC Attn: Jay Janis 11014 County Road 290 Anna, TX 75409 E-mail: jaypjanis@outlook.com To Jay P. and Irene C. Janis: Jay P. and Irene C. Janis 11014 County Road 290 Anna, TX 75409 E-mail: jaypjanis@outlook.com To Thornton: The Thornton Family Trust 8 Duncannon Court Dallas, TX 75225 Attn: Ryan Thornton 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. 12.11 Estoppel Certificates. From time to time, upon written request of an Owner 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 the respective Owner under this Agreement that are in default. 12.12 Interpretation. Each Party 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 LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 35 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. 12.13 Time. In this Agreement, time is of the essence and compliance with the times for performance herein is required. 12.14 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. The Developer and Owners respectively represent and warrant that this Agreement has been approved by appropriate action of the Developer and Owners, and that each individual executing this Agreement on behalf of the Developer and Owners has been duly authorized to do so. Each Party 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. 12.15 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 Party to this Agreement. 12.16 Amendment; Severability. This Agreement shall not be modified or amended except in writing signed by the Parties; provided that any amendment relating to a distinct portion of the Property may be signed solely by the owner of such Property and the City without the requirement of signatures from any other Party hereto and the remaining Parties hereto consent to such amendment. 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. 12.17 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. LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 36 12.18 Non Waiver. Any failure by a Party to insist upon performance by the other Party of any material provision of this Agreement shall not be deemed a waiver thereof, and the Party 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. 12.19 Force Majeure. 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. 12.20 Statutory Verifications.The Developer and each of the Owners constituting a “Company” as defined in the Government Code (as defined herein) (the Developer and each such Owner, a “Representing Owner” for the purposes of this Section 12.20) make the following representations and covenants pursuant to Chapters 2252, 2271, 2274, and 2276, Texas Government Code, as heretofore amended (the “Government Code”), in entering into this Agreement. As used in such verifications, “affiliate” means an entity that controls, is controlled by, or is under common control with the Representing Developer or Owner within the meaning of SEC Rule 405, 17 C.F.R. § 230.405, and exists to make a profit. Liability for breach of any such verification during the term of this Agreement shall survive until barred by the applicable statute of limitations, and shall not be liquidated or otherwise limited by any provision of this Agreement, notwithstanding anything in this Agreement to the contrary. a.Not a Sanctioned Company. Each Representing Owner respectively represents that neither it nor any of its parent company, wholly- or majority-owned subsidiaries, and other affiliates is a company identified on a list prepared and maintained by the Texas Comptroller of Public Accounts under Section 2252.153 or Section 2270.0201, Government Code. The foregoing representation excludes any Representing Owner and each of its parent company, wholly- or majority-owned subsidiaries, and other affiliates, if any, that the United States government has affirmatively declared to be excluded from its federal sanctions regime relating to Sudan or Iran or any federal sanctions regime relating to a foreign terrorist organization. LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 37 b.No Boycott of Israel. Each Representing Owner respectively hereby verifies that it and its parent company, wholly- or majority-owned subsidiaries, and other affiliates, if any, do not boycott Israel and will not boycott Israel during the term of this Agreement. As used in the foregoing verification, “boycott Israel” has the meaning provided in Section 2271.001, Government Code. c.No Discrimination Against Firearm Entities. Each Representing Owner respectively hereby verifies that it and its parent company, wholly- or majority-owned subsidiaries, and other affiliates, if any, do not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association and will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. As used in the foregoing verification, “discriminate against a firearm entity or firearm trade association” has the meaning provided in Section 2274.001(3), Government Code. d.No Boycott of Energy Companies. Each Representing Owner respectively hereby verifies that it and its parent company, wholly- or majority-owned subsidiaries, and other affiliates, if any, do not boycott energy companies and will not boycott energy companies during the term of this Agreement. As used in the foregoing verification, “boycott energy companies” has the meaning provided in Section 2276.001(1), Government Code. 12.21 Form 1295. Submitted herewith is a completed Form 1295 in connection with the participation of the Developer and Owners that constitutes a “business entity” for the purposes of Section 2252.908 of the Texas Government Code in the execution of this Agreement generated by the Texas Ethics Commission’s (the “TEC”) electronic filing application in accordance with the provisions of Section 2252.908 of the Texas Government Code and the rules promulgated by the TEC (the “Form 1295”). The City hereby confirms receipt of the Form 1295 from the Developer and each of the Owners that constitutes a “business entity” for the purposes of Section 2252.908 of the Texas Government Code, and the City agrees to acknowledge such form with the TEC through its electronic filing application not later than the 30th day after the receipt of such form. The Developer and each Owner that constitutes a “business entity” for the purposes of Section 2252.908 and the City understand and agree that, with the exception of information identifying the City and the contract identification number, neither the City nor its consultants are responsible for the information contained in the Form 1295; that the information contained in the Form 1295 has been provided solely by the Developer and each respective Owner that constitutes a “business entity” for the purposes of Section 2252.908; and, neither the City nor its consultants have verified such information. 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-1 Metes and Bounds Description of the Liberty 800 Property Exhibit A-2-1, A-2-II and A-2-III Metes and Bounds Descriptions of Liberty 75 Property LIBERTY HILLS DEVELOPMENT AGREEMENT PAGE 38 Exhibit A-3 Metes and Bounds Description of the Thornton Property Exhibit A-4 Metes and Bounds Description of the Janis RE Property Exhibit A-5 Metes and Bounds Description of the Janis Property Exhibit B Depiction of the Property Exhibit C Illustrative Layout Exhibit D Development Standards Exhibit E Authorized Improvements and Budgeted Costs Exhibit F Original Agreement Exhibit G-1 On-Site Sewer Improvements Exhibit G-2 Major Sewer Improvements Exhibit H-1 On-Site Water Improvements Exhibit H-2 Major Water Improvements Exhibit I Major Roadway Improvements Exhibit J Trail and Open Space Improvements Exhibit K PID Financial Summary [SIGNATURES PAGES AND EXHIBITS FOLLOW; REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] Development Agreement Signature Page 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 ____________, 2024, by Nate Pike, Mayor of the City of Anna, Texas, on behalf of said City. Notary Public, State of Texas [SEAL] Approved as to form: ___________________________ Clark McCoy, City Attorney EXHIBIT A-1 Metes and Bounds Description of Liberty 800 Property Page 1 of 10 EXHIBIT A-1 TRACT ONE 694.344 Acres SITUATED in the County of Collin, State of Texas, and being a part of the Henry Smith Survey, Abstract No. 822, the Zachariah Roberts Survey, Abstract No. 760, the John Batterton Survey, Abstract No. 94, the W.P. Burns Survey, Abstract No. 100, the J.C. Burge Survey, Abstract No. 106 and the Jonas Whitaker Survey, Abstract No. 981 and being a part of the 2,304.493 acre tract of land (Tract F) conveyed from Viola Lordsmeer, L.P. to Risland Mantua, LLC by Special Warranty Deed dated June 25, 2018 and recorded in Instrument No. 20180625000783630, Official Public Records, Collin County, Texas, and being more particularly described by metes and bounds as follows, to-wit: BEGINNING at a 1/2 inch rebar found in or near the centerline intersection of County Road 370, a public road, with County Road 368, a public road, in the South line of said Henry Smith Survey and the North line of the John Elliott Survey, Abstract No. 296, at the Northwest corner of the remainder of the 16.215 acre tract of land conveyed to Sheikh M. Alam, recorded in Volume 4335, Page 955, Deed Records, Collin County, Texas, and the most Southerly Southwest corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE North 01 deg. 13 min. 07 sec. West, with the pavement of said County Road 368 and a West line of said Risland Mantua 2,304.493 ac., a distance of 2,021.14 ft. to a 1/2 inch rebar found at the most Easterly Northeast corner of Hurricane Creek Estates, an unrecorded Plat, and an Ell corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE Westerly, with a North line of said Hurricane Creek Estates and a South line of said Risland Mantua 2,304.493 ac., the following calls and distances: 1. South 80 deg. 49 min. 43 sec. West, a distance of 212.73 ft. to a 5/8 inch rebar found at an angle point; 2. South 81 deg. 00 min. 36 sec. West, a distance of 212.18 ft. to a 5/8 inch rebar found at an 3. South 79 deg. 47 min. 15 sec. West, a distance of 215.41 ft. to a 5/8 inch rebar found at an angle point; 4. South 79 deg. 47 min. 48 sec. West, a distance of 211.76 ft. to a 1 inch pipe found at an angle point; 5. South 80 deg. 49 min. 08 sec. West, a distance of 220.15 ft. to a 5/8 inch rebar found at an Ell corner of said Hurricane Creek Estates, a Southwest corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE Northerly, with an East line of said Hurricane Creek Estates and a West line of said Risland Mantua 2,304.493 ac., the following calls and distances: 1. North 00 deg. 47 min. 59 sec. West, a distance of 95.57 ft. to a 5/8 inch rebar found at an angle point; 2. North 00 deg. 53 min. 28 sec. East, a distance of 242.25 ft. to a 5/8 inch rebar found at an angle point; 3. North 01 deg. 07 min. 11 sec. East, a distance of 264.53 ft. to a 1/2 inch capped rebar set stamped “RPLS 6578” at an angle point; 4. North 01 deg. 48 min. 05 sec. East, a distance of 76.53 ft. to a 1/2 inch capped rebar set stamped “RPLS 6578” at an angle point; 5. North 02 deg. 27 min. 54 sec. East, a distance of 99.19 ft. to a 1/2 inch capped rebar set stamped “RPLS 6578” at the most Northerly Northeast corner of said Hurricane Creek Estates, at an Ell corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE South 89 deg. 45 min. 34 sec. West, with a North line of said Hurricane Creek Estates and a South line of said Risland Mantua 2,304.493 ac., a distance of 51.65 ft. to a 1/2 inch capped rebar set stamped “RPLS 6578”at the most Southerly Southeast corner of the 179.55 ac. tract of land conveyed to Grayson-Collin Recreational Association, Inc. in Volume 705, Page 90, said Deed Records, at a Southwest corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; Page 2 of 10 THENCE Northerly, with an East line of said Grayson-Collin Recreational Association 179.55 ac. and a West line of said Risland Mantua 2,304.493 ac., the following calls and distances: 1. North 17 deg. 52 min. 19 sec. East, a distance of 782.45 ft. to a 42 inch Elm tree at an angle point; 2. North 22 deg. 57 min. 03 sec. East, a distance of 424.80 ft. to a 1 inch pipe found at an angle point; 3. North 22 deg. 16 min. 10 sec. West, a distance of 763.52 ft. to a 1/2 inch capped rebar set, stamped “RPLS 6578” at an angle point; 4. North 12 deg. 31 min. 05 sec. West, a distance of 690.34 ft. to a 1 inch pipe found at an angle point; 5. North 35 deg. 44 min. 24 sec. East, a distance of 668.76 ft. to a 1/2 inch rebar found at an angle point; 6. North 03 deg. 14 min. 16 sec. East, a distance of 279.04 ft. to a 1/2 inch rebar found at the most Westerly Southwest corner of the 7.493 ac. tract of land conveyed to Grayson-Collin Recreational Association, Inc. in Volume 738, Page 342, said Deed Records, at an angle point; THENCE Southeasterly, with the Southwest line of said Grayson-Collin Recreational Association 7.493 ac. and a Northeast line of said Risland Mantua 2,304.493 ac., the following calls and distances: 1. South 60 deg. 30 min. 30 sec. East, a distance of 753.00 ft. to a 1 inch pipe found at an angle point; 2. South 38 deg. 05 min. 22 sec. East, a distance of 416.65 ft. to a 1/2 inch rebar found at an angle point; 3. South 20 deg. 05 min. 14 sec. East, a distance of 393.25 ft. to a 1 inch pipe found at the most Southerly Southwest corner of said Grayson-Collin Recreational Association 7.493., at an Ell corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE North 64 deg. 28 min. 26 sec. East, with the South line of said Grayson -Collin Recreational Association 7.493 ac. and a North line of said Risland Mantua 2,304.493 ac., a distance of 48.14 ft. to a 1/2 inch rebar found at an angle point; THENCE North 71 deg. 32 min. 49 sec. East, continuing with the South line of said Grayson - Collin Recreational Association 7.493 ac. and a North line of said Risland Mantua 2,304.493 ac., a distance of 175.44 ft. to a 1/2 inch capped rebar set, stamped “RPLS 6578” at the Southeast corner of said Grayson Collin Recreational Association 7.493 ac., the most Easterly Southeast corner of said Grayson- Collin Recreational Association 179.55 ac. and an angle point of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE Easterly, Northerly, then Northwesterly, along the common property line of both said Grayson-Collin Recreational Association 179.55 ac. and Risland Mantua 2,304.493 ac., the following calls and distances: 1. North 68 deg. 39 min. 59 sec. East, a distance of 279.42 ft. to a 1/2 inch rebar found at an angle point; 2. North 16 deg. 00 min. 07 sec. East, a distance of 631.15 ft. to a 1/2 inch rebar found at an angle point; 3. North 43 deg. 56 min. 13 sec. West, a distance of 1,122.16 ft. to a 1/2 inch capped rebar set stamped “RPLS 6578” at an angle point; 4. North 66 deg. 25 min. 20 sec. West, a distance of 1,304.43 ft. to a 1/2 inch capped rebar set stamped “RPLS at the most Northerly corner of said Grayson-Collin Recreational Association 179.55 ac. and an angle point of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE South 31 deg. 00 min. 14 sec. West, with the West line of said Grayson-Collin Recreational Association 179.55 ac. and an East line of said Risland Mantua 2,304.493 ac., a distance of 345.00 ft. to Page 3 of 10 a point in the East bank of a pond, at an angle point; THENCE Southwesterly, with the East bank of a pond, along the West line of said Grayson-Collin Recreational Association 179.55 ac. and an East line of said Risland Mantua 2,304.493 the following calls and distances: 1. South 65 deg. 09 min. 26 sec. West, a distance of 350.00 ft.; 2. South 59 deg. 44 min. 48 sec. West, a distance of 390.00 ft.; 3. South 32 deg. 52 min. 18 sec. East, a distance of 100.00 ft.; 4. South 40 deg. 29 min. 25 sec. West, a distance of 55.00 ft.; 5. North 59 deg. 49 min. 47 sec. West, a distance of 150.00 ft.; 6. South 89 deg. 36 min. 28 sec. West, a distance of 190.00 ft.; 7. South 25 deg. 45 min. 05 sec. West, a distance of 190.00 ft.; 8. South 31 deg. 50 min. 15 sec. West, a distance of 265.00 ft.; 9. South 16 deg. 52 min. 45 sec. West, a distance of 500.00 ft.; 10. South 81 deg. 20 min. 55 sec. East, a distance of 205.00 ft.; 11. South 25 deg. 08 min. 27 sec. East, a distance of 200.00 ft.; 12. South 06 deg. 15 min. 31 sec. East, a distance of 85.00 ft.; 13. South 24 deg. 28 min. 32 sec. West, a distance of 150.00 ft.; 14. South 20 deg. 37 min. 55 sec. West, a distance of 205.00 ft.; 15. South 09 deg. 56 min. 57 sec. East, a distance of 120.00 ft.; 16. North 64 deg. 36 min. 06 sec. West, a distance of 115.00 ft.; 17. South 19 deg. 23 min. 16 sec. East, a distance of 200.00 ft.; 18. South 37 deg. 19 min. 08 sec. West, a distance of 70.00 ft.; 19. South 60 deg. 56 min. 07 sec. West, a distance of 110.00 ft.; 20. South 29 deg. 09 min. 31 sec. West, a distance of 250.00 ft.; 21. South 17 deg. 58 min. 21 sec. West, a distance of 290.00 ft.; THENCE South 86 deg. 05 min. 16 sec. West, with the South bank of a pond, along a North line of said Grayson-Collin Recreational Association 179.55 ac. and a South line of said Risland Mantua 2,304.493 ac., a distance of 165.01 ft. to a point in line with a creek to the South; THENCE Southerly, with the center of a creek, the West line of said Grayson -Collin Recreational Association 179.55 ac. and an East line of said Risland Mantua 2,304.493 ac., the following calls and distances: 1. South 02 deg. 18 min. 45 sec. West, a distance of 180.00 ft.; 2. South 07 deg. 21 min. 55 sec. East, a distance of 142.55 ft.; 3. South 20 deg. 21 min. 46 sec. West, a distance of 68.44 ft.; 4. South 37 deg. 03 min. 53 sec. West, a distance of 61.49 ft.; 5. South 64 deg. 30 min. 25 sec. West, a distance of 68.25 ft.; 6. South 21 deg. 56 min. 56 sec. West, a distance of 127.43 ft.; 7. South 10 deg. 33 min. 50 sec. East, a distance of 186.00 ft.; 8. South 23 deg. 42 min. 08 sec. East, a distance of 180.15 ft.; 9. South 29 deg. 18 min. 26 sec. East, a distance of 118.28 ft.; 10. South 50 deg. 34 min. 40 sec. West, a distance of 65.47 ft.; 11. South 35 deg. 56 min. 57 sec. West, a distance of 74.91 ft.; 12. South 51 deg. 20 min. 01 sec. West, a distance of 137.86 ft.; 13. South 30 deg. 41 min. 01 sec. West, a distance of 59.61 ft.; 14. South 01 deg. 39 min. 28 sec. West, a distance of 48.43 ft.; 15. South 15 deg. 38 min. 49 sec. West, a distance of 59.78 ft.; 16. South 32 deg. 29 min. 33 sec. West, a distance of 70.38 ft.; 17. South 18 deg. 00 min. 15 sec. West, a distance of 87.06 ft.; 18. South 33 deg. 07 min. 26 sec. West, a distance of 87.26 ft. to a point at the Southwest corner of said Grayson-Collin Recreational Association 179.55 ac., at an Ell corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE North 80 deg. 55 min. 18 sec. East, with the South line of said Grayson-Collin Recreational Association 179.55 ac. and a North line of said Risland Mantua 2,304.493 ac., passing a 1/2 inch capped rebar set, stamped “RPLS 6578” (for witness) at 104.23 ft. and continuing on said course for a TOTAL Page 4 of 10 distance of 898.20 ft. to a 1/2 inch capped rebar set stamped “RPLS 6578” at the Northwest corner of said Hurricane Creek Estates and the most Southerly Northeast corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE Southerly, with the West line of said Hurricane Creek Estates and an East line of said Risland Mantua 2,304.493 ac., the following calls and distances: 1. South 01 deg. 30 min. 49 sec. East, a distance of 234.97 ft. to a 1/2 inch capped rebar set stamped “RPLS 6578” at an angle point; 2. South 01 deg. 40 min. 21 sec. East, a distance of 100.03 ft. to a 5/8 inch rebar found at an angle point; 3. South 01 deg. 26 min. 53 sec. East, a distance of 230.25 ft. to a 5/8 inch rebar fou nd at an angle point; 4. South 02 deg. 34 min. 04 sec. East, a distance of 240.01 ft. to a 5/8 inch rebar found at an angle point; 5. South 02 deg. 31 min. 27 sec. East, a distance of 193.14 ft. to a 1/2 inch capped rebar found at the Northeast corner of the 59.73 ac. tract of land conveyed to MM Anna 325, LLC, recorded in Instrument No. 2019041100386110, said Official Public Records, at a Southeast corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE South 89 deg. 01 min. 06 sec. West, with the general course of a wire fence maintaining the North line of said MM Anna 325 59.73 ac. and a South line of said Risland Mantua 2,304.493 ac., passing a 1/2 inch capped rebar found (for Witness) at the end of said fence at 938.20 ft. and continuing on said course for a TOTAL distance of 1,215.59 ft. to a point in the center of a creek, in the East line of the 48.900 ac. tract of land conveyed to Donna Gail Peeler in Volume 4972, Page 5535, said Deed Records, at the Northwest corner of said MM Anna 325 59.73 ac., at a Southwest corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE Northwesterly, with the center of a creek, the East line of said Peeler 48.900 ac. and the 52.77 ac. tract of land conveyed to Janis Real Estate, recorded in Instrument No. 20220420000632060, said Official Public Records and a West line of said Risland Mantua 2,304.493 ac., the following calls and distances: 1. North 34 deg. 56 min. 42 sec. East, a distance of 103.29 ft.; 2. North 25 deg. 27 min. 55 sec. East, a distance of 87.41 ft.; 3. North 14 deg. 15 min. 11 sec. West, a distance of 109.46 ft.; 4. North 09 deg. 26 min. 32 sec. East, a distance of 44.80 ft.; 5. North 25 deg. 25 min. 55 sec. East, a distance of 68.17 ft.; 6. North 10 deg. 58 min. 09 sec. East, a distance of 44.27 ft.; 7. North 48 deg. 07 min. 28 sec. East, a distance of 65.89 ft.; 8. North 76 deg. 04 min. 15 sec. East, a distance of 77.19 ft.; 9. North 05 deg. 59 min. 38 sec. East, a distance of 80.43 ft.; 10. North 16 deg. 36 min. 05 sec. West, a distance of 25.15 ft.; 11. North 55 deg. 07 min. 32 sec. West, a distance of 46.80 ft.; 12. North 72 deg. 50 min. 00 sec. West, a distance of 123.19 ft.; 13. South 81 deg. 44 min. 01 sec. West, a distance of 41.34 ft.; 14. North 70 deg. 40 min. 03 sec. West, a distance of 39.93 ft.; 15. North 18 deg. 54 min. 48 sec. West, a distance of 46.24 ft.; 16. North 30 deg. 12 min. 42 sec. East, a distance of 86.17 ft.; 17. North 55 deg. 20 min. 43 sec. West, a distance of 26.95 ft.; 18. North 83 deg. 50 min. 31 sec. West, a distance of 22.50 ft.; 19. South 68 deg. 54 min. 13 sec. West, a distance of 27.87 ft.; 20. North 22 deg. 54 min. 12 sec. West, a distance of 86.02 ft.; 21. North 26 deg. 45 min. 33 sec. East, a distance of 14.91 ft.; 22. North 50 deg. 40 min. 12 sec. East, a distance of 42.50 ft.; 23. North 10 deg. 24 min. 46 sec. West, a distance of 17.30 ft.; 24. North 72 deg. 20 min. 36 sec. West, a distance of 44.01 ft.; 25. North 44 deg. 49 min. 18 sec. West, a distance of 31.13 ft.; 26. North 87 deg. 03 min. 39 sec. West, a distance of 12.89 ft.; 27. South 64 deg. 02 min. 23 sec. West, a distance of 41.90 ft.; 28. North 86 deg. 18 min. 51 sec. West, a distance of 19.60 ft.; Page 5 of 10 29. North 13 deg. 04 min. 46 sec. West, a distance of 18.21 ft.; 30. North 53 deg. 06 min. 48 sec. East, a distance of 15.77 ft.; 31. North 77 deg. 43 min. 43 sec. East, a distance of 16.69 ft.; 32. North 43 deg. 03 min. 46 sec. East, a distance of 28.01 ft.; 33. North 17 deg. 12 min. 14 sec. West, a distance of 18.36 ft.; 34. North 71 deg. 22 min. 19 sec. West, a distance of 21.59 ft.; 35. North 22 deg. 14 min. 44 sec. East, a distance of 25.85 ft.; 36. North 81 deg. 00 min. 45 sec. East, a distance of 25.03 ft.; 37. North 20 deg. 24 min. 50 sec. East, a distance of 33.04 ft.; 38. North 27 deg. 26 min. 38 sec. West, a distance of 22.31 ft.; 39. North 83 deg. 06 min. 16 sec. West, a distance of 148.69 ft.; 40. North 25 deg. 25 min. 26 sec. West, a distance of 47.53 ft.; 41. North 67 deg. 01 min. 29 sec. West, a distance of 30.30 ft.; 42. North 84 deg. 50 min. 03 sec. West, a distance of 47.00 ft.; 43. North 74 deg. 58 min. 05 sec. West, a distance of 33.79 ft.; 44. South 76 deg. 58 min. 39 sec. West, a distance of 33.35 ft.; 45. North 35 deg. 23 min. 19 sec. West, a distance of 27.57 ft.; 46. North 11 deg. 56 min. 26 sec. West, a distance of 54.69 ft.; 47. North 43 deg. 24 min. 18 sec. West, a distance of 52.00 ft.; 48. South 55 deg. 10 min. 00 sec. West, a distance of 27.34 ft.; 49. South 78 deg. 02 min. 05 sec. West, a distance of 27.52 ft.; 50. North 67 deg. 40 min. 27 sec. West, a distance of 74.72 ft.; 51. North 74 deg. 50 min. 18 sec. West, a distance of 51.31 ft.; 52. North 61 deg. 04 min. 09 sec. West, a distance of 43.45 ft.; 53. North 41 deg. 31 min. 56 sec. West, a distance of 71.57 ft.; 54. North 26 deg. 20 min. 00 sec. West, a distance of 52.30 ft.; 55. North 48 deg. 41 min. 18 sec. West, a distance of 61.74 ft.; 56. North 78 deg. 02 min. 53 sec. West, a distance of 43.15 ft.; 57. North 45 deg. 16 min. 16 sec. West, a distance of 161.73 ft.; 58. South 70 deg. 57 min. 23 sec. West, a distance of 52.72 ft.; 59. South 61 deg. 06 min. 37 sec. West, a distance of 35.06 ft.; 60. South 72 deg. 45 min. 56 sec. West, a distance of 40.53 ft.; 61. South 87 deg. 34 min. 10 sec. West, a distance of 28.77 ft.; 62. North 67 deg. 42 min. 02 sec. West, a distance of 33.33 ft.; 63. North 23 deg. 39 min. 03 sec. West, a distance of 52.95 ft.; 64. South 89 deg. 23 min. 21 sec. West, a distance of 70.36 ft.; 65. North 74 deg. 15 min. 03 sec. West, a distance of 25.54 ft.; 66. North 51 deg. 05 min. 09 sec. West, a distance of 29.41 ft.; 67. North 20 deg. 44 min. 38 sec. East, a distance of 41.42 ft.; 68. North 31 deg. 24 min. 12 sec. West, a distance of 45.13 ft.; 69. South 77 deg. 29 min. 33 sec. West, a distance of 63.04 ft.; 70. North 33 deg. 59 min. 18 sec. West, a distance of 11.78 ft. to a point at the Northeast corner of said Janis Real Estate 52.77 ac., at an Ell corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE South 88 deg. 29 min. 46 sec. West, with the North line of said Janis Real Estate 52.77 ac. and a South line of said Risland Mantua 2,304.493 ac., passing a 1/2 inch rebar found (for witness) at 1,917.45 ft. and continuing on said course for a TOTAL distance of 1,940.65 ft. to a 1/2 inch rebar found in the pavement of County Road 290, a public road, in an East line of both the 103.991 ac. tract of land conveyed to Mohammad Ali Manouchehripour in Volume 5200, Page 5012, said Official Public Records and the Joseph Britton Survey, Abstract No. 72 and the West line of said Zachariah Roberts Survey, at the Northwest corner of said Janis Real Estate 52.77 ac., at the most Westerly Southwest corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE North 01 deg. 12 min. 42 sec. West, with the pavement of said County Road 290, an East line of both said Manouchehripour 103.991 ac. and the Thornton Family Trust “called” 103 acre tract of land conveyed in Instrument No. 2021043000877560, said Official Public Records and the East line of said Joseph Britton Survey and a West line of both said Zacharia Roberts Survey and Risland Mantua 2,304.493 ac. passing the Northeast corner of said Manouchehripour 103.991 ac. and continuing on said course for a distance of 1,130.77 ft. to a PK nail set at the Southwest corner of the 10.669 ac. tract of land conveyed to Delmore A. M. Church and Joyce Church in Volume 702, Page 585, said Deed Records, at a Page 6 of 10 Northwest corner of said Risland Mantua 2,304.493 ac. and the most Western Northwest corner of the herein described tract; THENCE South 88 deg. 26 min. 45 sec. East, with a South line of said Church 10.669 ac. and a North line of said Risland Mantua 2,304.493 ac., passing a 1/2 inch rebar found (for witness) at 27.59 ft. and continuing for a TOTAL distance of 353.22 ft. to a 1/2 inch capped rebar set, stamped “RPLS 6578” at the most Southerly Southeast corner of said Church 10.669 ac. and an Ell corner of both said Mantua 2,304.493 ac. and the herein described tract; THENCE North 01 deg. 36 min. 46 sec. West, with an East line of said Church 10.669 ac. and a West line of said Risland Mantua 2,304.493 ac., a distance of 628.19 ft. to a 1/2 inch capped rebar set, stamped “RPLS 6578” at an Ell corner of said Church 10.669 ac., at a Northwest corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE North 86 deg. 35 min. 25 sec. East, with a South line of said Church 10.669 ac. and a North line of said Risland Mantua 2,304.493 ac., a distance of 587.02 ft. to a 12 inch wood corner post at the most Easterly Southeast corner of said Church 10.669 ac., at an Ell corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE North 01 deg. 14 min. 35 sec. West, with an East line of said Church 10.669 ac. and a West line of said Risland Mantua 2,304.493 ac., a distance of 251.70 ft. to a 1/2 inch rebar found in the center of said County Road 290, in the North line of said Zachariah Roberts Survey and the South line of said John Batterton survey, at the Northeast corner of said Church 10.669 ac. and an Ell corner of said Risland Mantua 2,304.493 ac., at a Northwest corner of the herein described tract; THENCE North 89 deg. 18 min. 25 sec. East, along or near the center of said County Road 290, over and across Risland Mantua 2,304.493 ac., with the North line of said Zachariah Roberts Survey and the South line of said John Batterton Survey, passing the Southeast edge of pavement of said County Road 290, and continuing on said course for a distance of 797.98 ft. to a 1/2 inch rebar found at an Ell corner of the herein described tract; THENCE North 00 deg. 49 min. 03 sec. West, continuing over and across said Risland Mantua 2,304.493 ac., passing the Southeast edge and re-entering the pavement of said County Road 290, continuing on said course along or near the center of said road, passing the Northwest edge of pavement of said road, and continuing on said course for a distance of 1,687.21 ft. to a 1/2 inch capped rebar set, stamped “RPLS 6578” at the most Northern Northwest corner of the herein described tract; THENCE North 88 deg. 20 min. 33 sec. East, continuing over and across said Risland Mantua 2,304.493 ac., passing the Northwest edge and re-entering the pavement of said County Road 290, and continuing on said course along or near the center of said County Road 290 for a distance of 772.49 ft. to a 1/2 inch rebar found in the West line of the 18.632 ac. tract of land conveyed to Mohammed Rehman, recorded in Instrument No. 20210322000563200, said Official Public Records, in an East line of said Risland Mantua 2,304.493 ac., in the West line of said W.P. Burns Survey and the East line of said John Batterton Survey, at a Northeast corner of the herein described tract; THENCE South 00 deg. 54 min. 38 sec. East, with the West line of both said Rehman 18.632 ac. and W.P. Burns Survey and the East line of both said Risland Mantua 2,304.493 ac. and John Batterton Survey, a distance of 191.05 ft. to a 1/2 inch rebar found in the center of a draw, at the Southwest corner of said Rehman 18.632 ac. and an Ell corner of the herein described tract; THENCE Southeasterly, with the center of a draw and creek, with the South line of said Rehman 18.632 ac. and the West line of Lots 1 and 3 of Triple I Ranch Addition to the Collin County, Texas, recorded in Instrument No. 2003-0183169, Map Records, Collin County, Texas, and the North and East lines of said Risland Mantua 2,304.493 ac., the following calls and distances: 1. South 85 deg. 33 min. 48 sec. East, a distance of 38.17 ft.; 2. South 56 deg. 34 min. 17 sec. East, a distance of 114.66 ft.; 3. South 73 deg. 39 min. 14 sec. East, a distance of 29.10 ft.; 4. North 80 deg. 55 min. 30 sec. East, a distance of 49.80 ft.; 5. North 84 deg. 10 min. 17 sec. East, a distance of 35.20 ft.; 6. South 71 deg. 30 min. 51 sec. East, a distance of 6.41 ft.; 7. South 23 deg. 37 min. 31 sec. East, a distance of 11.94 ft.; Page 7 of 10 8. South 48 deg. 57 min. 54 sec. East, a distance of 22.31 ft.; 9. South 78 deg. 22 min. 44 sec. East, a distance of 11.77 ft.; 10. South 44 deg. 57 min. 16 sec. East, a distance of 23.99 ft.; 11. South 72 deg. 03 min. 20 sec. East, a distance of 36.45 ft.; 12. North 83 deg. 45 min. 09 sec. East, a distance of 60.49 ft.; 13. South 45 deg. 51 min. 25 sec. East, a distance of 42.03 ft.; 14. South 88 deg. 20 min. 49 sec. East, a distance of 17.06 ft.; 15. South 70 deg. 55 min. 50 sec. East, a distance of 17.71 ft.; 16. North 79 deg. 53 min. 05 sec. East, a distance of 13.68 ft.; 17. North 62 deg. 26 min. 21 sec. East, a distance of 46.40 ft.; 18. North 43 deg. 42 min. 20 sec. East, a distance of 14.49 ft.; 19. North 13 deg. 18 min. 36 sec. East, a distance of 11.48 ft.; 20. North 82 deg. 07 min. 05 sec. East, a distance of 10.03 ft.; 21. South 86 deg. 09 min. 24 sec. East, a distance of 11.23 ft.; 22. South 49 deg. 44 min. 51 sec. East, a distance of 13.10 ft.; 23. South 70 deg. 30 min. 13 sec. East, a distance of 13.52 ft.; 24. South 84 deg. 22 min. 03 sec. East, a distance of 23.33 ft.; 25. South 35 deg. 35 min. 31 sec. East, a distance of 20.91 ft.; 26. South 84 deg. 29 min. 02 sec. East, a distance of 15.59 ft.; 27. South 51 deg. 00 min. 33 sec. East, a distance of 27.17 ft.; 28. South 78 deg. 25 min. 01 sec. East, a distance of 15.92 ft.; 29. North 58 deg. 51 min. 30 sec. East, a distance of 16.62 ft.; 30. South 49 deg. 41 min. 08 sec. East, a distance of 32.18 ft.; 31. South 29 deg. 08 min. 01 sec. East, a distance of 14.80 ft.; 32. South 05 deg. 40 min. 16 sec. East, a distance of 30.35 ft.; 33. South 51 deg. 27 min. 12 sec. East, a distance of 16.84 ft.; 34. North 55 deg. 07 min. 54 sec. East, a distance of 35.31 ft.; 35. North 89 deg. 52 min. 19 sec. East, a distance of 29.08 ft.; 36. South 31 deg. 29 min. 55 sec. East, a distance of 19.97 ft.; 37. South 47 deg. 09 min. 08 sec. East, a distance of 27.66 ft.; 38. South 18 deg. 55 min. 35 sec. East, a distance of 20.76 ft.; 39. South 63 deg. 16 min. 02 sec. East, a distance of 9.33 ft.; 40. North 87 deg. 41 min. 54 sec. East, a distance of 12.80 ft.; 41. North 49 deg. 59 min. 39 sec. East, a distance of 43.53 ft.; 42. North 77 deg. 10 min. 32 sec. East, a distance of 43.67 ft.; 43. South 57 deg. 38 min. 18 sec. East, a distance of 10.00 ft.; 44. South 05 deg. 42 min. 20 sec. East, a distance of 16.81 ft.; 45. South 42 deg. 16 min. 02 sec. East, a distance of 18.23 ft. at the centerline intersection of draw and creek; 46. South 06 deg. 44 min. 28 sec. West, a distance of 37.06 ft. 47. South 38 deg. 50 min. 25 sec. East, a distance of 22.72 ft.; 48. North 57 deg. 28 min. 10 sec. East, a distance of 27.21 ft.; 49. South 50 deg. 28 min. 32 sec. East, a distance of 39.42 ft.; 50. South 16 deg. 41 min. 39 sec. West, a distance of 23.29 ft.; 51. South 23 deg. 04 min. 58 sec. East, a distance of 57.84 ft.; 52. South 49 deg. 49 min. 02 sec. West, a distance of 11.63 ft.; 53. North 64 deg. 30 min. 49 sec. West, a distance of 30.50 ft.; 54. South 50 deg. 42 min. 11 sec. West, a distance of 13.78 ft.; 55. South 15 deg. 45 min. 26 sec. East, a distance of 89.36 ft.; 56. South 10 deg. 53 min. 35 sec. West, a distance of 43.60 ft.; 57. South 12 deg. 28 min. 08 sec. East, a distance of 31.05 ft.; 58. South 88 deg. 00 min. 34 sec. West, a distance of 34.12 ft.; 59. South 56 deg. 01 min. 46 sec. West, a distance of 51.74 ft.; 60. North 84 deg. 06 min. 45 sec. West, a distance of 43.29 ft.; 61. South 16 deg. 45 min. 37 sec. West, a distance of 21.78 ft.; 62. South 18 deg. 30 min. 22 sec. East, a distance of 15.05 ft.; 63. South 70 deg. 51 min. 54 sec. East, a distance of 17.06 ft.; 64. North 77 deg. 40 min. 40 sec. East, a distance of 15.14 ft.; 65. South 63 deg. 09 min. 50 sec. East, a distance of 20.43 ft.; 66. South 27 deg. 41 min. 10 sec. East, a distance of 19.98 ft.; 67. South 31 deg. 30 min. 58 sec. West, a distance of 9.86 ft.; 68. South 83 deg. 47 min. 46 sec. West, a distance of 51.58 ft.; Page 8 of 10 69. South 38 deg. 54 min. 19 sec. East, a distance of 29.87 ft.; 70. South 07 deg. 53 min. 15 sec. West, a distance of 13.82 ft.; 71. North 65 deg. 47 min. 39 sec. West, a distance of 19.26 ft.; 72. North 78 deg. 08 min. 54 sec. West, a distance of 76.63 ft.; 73. South 08 deg. 27 min. 48 sec. East, a distance of 53.59 ft.; 74. South 20 deg. 42 min. 26 sec. West, a distance of 26.91 ft.; 75. South 25 deg. 09 min. 45 sec. East, a distance of 31.09 ft.; 76. South 00 deg. 12 min. 02 sec. West, a distance of 31.14 ft.; 77. South 71 deg. 20 min. 53 sec. East, a distance of 29.06 ft.; 78. South 18 deg. 54 min. 03 sec. East, a distance of 13.15 ft.; 79. South 32 deg. 18 min. 04 sec. West, a distance of 25.49 ft.; 80. South 72 deg. 43 min. 07 sec. West, a distance of 15.31 ft.; 81. North 64 deg. 42 min. 33 sec. West, a distance of 23.37 ft.; 82. South 63 deg. 34 min. 24 sec. West, a distance of 18.33 ft.; 83. South 10 deg. 14 min. 08 sec. West, a distance of 43.90 ft.; 84. South 26 deg. 13 min. 56 sec. West, a distance of 34.33 ft.; 85. South 27 deg. 13 min. 02 sec. East, a distance of 20.15 ft.; 86. South 49 deg. 22 min. 10 sec. East, a distance of 24.64 ft.; 87. North 69 deg. 07 min. 38 sec. East, a distance of 21.11 ft.; 88. North 32 deg. 40 min. 48 sec. East, a distance of 40.78 ft.; 89. North 52 deg. 43 min. 43 sec. East, a distance of 44.54 ft.; 90. South 79 deg. 02 min. 31 sec. East, a distance of 17.91 ft.; 91. South 25 deg. 14 min. 13 sec. East, a distance of 10.50 ft.; 92. South 36 deg. 33 min. 49 sec. West, a distance of 45.96 ft.; 93. South 18 deg. 38 min. 57 sec. East, a distance of 60.30 ft.; 94. South 23 deg. 11 min. 17 sec. West, a distance of 22.34 ft.; 95. South 12 deg. 06 min. 39 sec. East, a distance of 59.69 ft.; 96. South 10 deg. 53 min. 13 sec. West, a distance of 48.67 ft.; 97. South 18 deg. 15 min. 42 sec. East, a distance of 38.78 ft.; 98. South 49 deg. 42 min. 55 sec. West, a distance of 38.39 ft.; 99. South 12 deg. 09 min. 41 sec. West, a distance of 41.04 ft.; 100. South 18 deg. 18 min. 43 sec. East, a distance of 46.98 ft.; 101. South 36 deg. 12 min. 31 sec. East, a distance of 41.45 ft.; 102. South 04 deg. 18 min. 51 sec. West, a distance of 40.66 ft.; 103. South 17 deg. 20 min. 59 sec. East, a distance of 18.23 ft.; 104. South 71 deg. 38 min. 45 sec. East, a distance of 27.15 ft.; 105. South 42 deg. 57 min. 19 sec. East, a distance of 11.61 ft.; 106. South 44 deg. 03 min. 41 sec. West, a distance of 29.44 ft.; 107. South 59 deg. 56 min. 34 sec. West, a distance of 26.44 ft.; 108. South 47 deg. 10 min. 58 sec. West, a distance of 23.76 ft.; 109. South 31 deg. 19 min. 02 sec. West, a distance of 37.17 ft.; 110. South 01 deg. 44 min. 52 sec. West, a distance of 35.97 ft. to a point at the Southwest corner of said Lot 1 and an Ell corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE North 87 deg. 26 min. 24 sec. East, with the South line of said Lot 1 and a North line of said Risland Mantua 2,304.493 ac., passing a 1/2 inch capped rebar set, stamped “RPLS 6578” (for witness) at 853.90 ft., and continuing on said course for a TOTAL distance of 953.68 ft. to a point in the West bank of pond, at the Southeast corner of said Lot 1 and an Ell corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE Northerly and Northeasterly, with the West bank of pond, an East line of said Lot 1, the East line of the 27.745 ac. tract of land conveyed to M&T Holding Company, LLC, recorded in Instrument No. 20141105001213360, said Official Public Records, the South and East lines of the 16.952 ac. (Tract 1) tract of land conveyed to MJLA Adams, Ltd., recorded in Instrument No. 20110505000462580, said Official Public Records, and the North and West lines of said Risland Mantua 2,304.493 ac., the following calls and distances: 1. North 03 deg. 01 min. 38 sec. West, a distance of 565.00 ft.; 2. North 33 deg. 47 min. 24 sec. East, a distance of 475.00 ft.; 3. North 42 deg. 00 min. 46 sec. East, a distance of 350.00 ft.; 4. North 65 deg. 07 min. 09 sec. East, a distance of 500.00 ft.; Page 9 of 10 5. North 20 deg. 08 min. 52 sec. East, a distance of 73.50 ft. to a 20 inch tree at bank of pond; 6. North 00 deg. 39 min. 26 sec. East, leaving said pond, a distance of 212.97 ft. to an angle point in fence; 7. North 01 deg. 46 min. 16 sec. West, with the general course of a wire fence, a distance of 327.25 ft. to an angle point in fence; 8. North 01 deg. 36 min. 16 sec. West, with the general course of a wire fence, a distance of 474.99 ft. to an angle point in fence; 9. North 02 deg. 12 min. 44 sec. West, with the general course of a wire fence, passing an 8 inch tree at fence corner (for witness) at 374.52 ft. and continuing on said course for a TOTAL distance of 412.36 ft. to a PK nail with metal flasher set in or near the center of County Road No. 372, a public road, in the East line of said W.P. Burns Survey and the West line of said Jonas Whitaker Survey, at the Northeast corner of said MJLA Adams 16.952 ac. and the most Northerly Northwest corner of the herein described tract; THENCE Easterly, along or near the center of said County Road 372, over and across said Risland Mantua 2,304.493 ac., the following calls and distances: 1. North 49 deg. 39 min. 30 sec. East, a distance of 128.05 ft.; 2. North 57 deg. 41 min. 04 sec. East, a distance of 150.00 ft.; 3. North 74 deg. 45 min. 46 sec. East, a distance of 135.00 ft.; 4. North 89 deg. 48 min. 47 sec. East, a distance of 127.43 ft.; 5. South 86 deg. 46 min. 24 sec. East, a distance of 506.20 ft.; 6. South 87 deg. 57 min. 09 sec. East, a distance of 172.41 ft.; 7. South 77 deg. 53 min. 48 sec. East, a distance of 93.44 ft.; 8. South 63 deg. 12 min. 34 sec. East, a distance of 108.68 ft.; 9. South 63 deg. 13 min. 19 sec. East, a distance of 129.45 ft.; 10. South 67 deg. 28 min. 08 sec. East, a distance of 91.86 ft.; 11. South 69 deg. 30 min. 37 sec. East, a distance of 290.88 ft.; 12. South 86 deg. 32 min. 19 sec. East, a distance of 86.89 ft.; 13. North 53 deg. 44 min. 03 sec. East, a distance of 92.86 ft.; 14. North 36 deg. 53 min. 20 sec. East, a distance of 133.56 ft.; 15. North 34 deg. 02 min. 26 sec. East, a distance of 211.93 ft.; 16. North 32 deg. 02 min. 27 sec. East, a distance of 165.42 ft.; 17. North 37 deg. 58 min. 13 sec. East, a distance of 103.89 ft.; 18. North 69 deg. 36 min. 45 sec. East, a distance of 94.23 ft.; 19. South 75 deg. 13 min. 37 sec. East, a distance of 120.32 ft.; 20. South 69 deg. 40 min. 24 sec. East, a distance of 136.84 ft.; 21. South 67 deg. 26 min. 05 sec. East, a distance of 118.48 ft.; 22. South 72 deg. 05 min. 15 sec. East, a distance of 97.50 ft.; 23. South 87 deg. 33 min. 06 sec. East, a distance of 63.37 ft.; 24. North 86 deg. 07 min. 56 sec. East, a distance of 85.23 ft.; 25. North 86 deg. 33 min. 49 sec. East, a distance of 55.99 ft.; 26. North 87 deg. 25 min. 04 sec. East, a distance of 51.63 ft.; 27. North 89 deg. 27 min. 50 sec. East, a distance of 282.63 ft. to a PK nail set with metal flasher in or near the center of said County Road 372, in the West right-of-way line of U.S. Highway No. 75 and the East line of said Risland Mantua 2,304.493 ac., at the most Northerly Northeast corner of the herein described tract; THENCE Southerly, with the West right-of-way line of said U.S. Highway No. 75 and an East line said Risland Mantua 2,304.493 ac., the following calls and distances: 1. South 00 deg. 19 min. 57 sec. West, a distance of 157.21 ft. to a 5/8 inch aluminum capped rebar found 2. South 07 deg. 56 min. 42 sec. West, a distance of 260.00 ft. to a 5/8 inch aluminum capped rebar found; 3. South 13 deg. 01 min. 18 sec. West, a distance of 90.77 ft. to a 5/8 inch aluminum capped rebar found; 4. South 13 deg. 19 min. 08 sec. East, a distance of 158.38 ft. to a 5/8 inch aluminum capped rebar found; 5. South 06 deg. 40 min. 27 sec. West, a distance of 690.13 ft. to a 10 inch wood corner post; 6. South 27 deg. 29 min. 40 sec. West, a distance of 226.76 ft. to a 5/8 inch aluminum capped rebar found; Page 10 of 10 7. North 88 deg. 16 min. 00 sec. West, a distance of 27.13 ft. to a 5/8 inch aluminum capped rebar found; 8. South 01 deg. 31 min. 42 sec. East, a distance of 99.77 ft. to a 1/2 inch capped rebar found, stamped “RPLS 6578”; 9. South 88 deg. 15 min. 12 sec. East, a distance of 76.93 ft. to a 5/8 inch rebar found; 10. South 19 deg. 29 min. 08 sec. East, a distance of 125.64 ft. to a 5/8 inch rebar found; 11. South 00 deg. 19 min. 57 sec. West, a distance of 92.58 ft. to a 5/8 inch rebar found; 12. South 10 deg. 47 min. 37 sec. East, a distance of 305.87 ft. to a 5/8 inch rebar found; 13. South 06 deg. 13 min. 39 sec. East, a distance of 402.64 ft. to a 5/8 inch rebar found; 14. South 01 deg. 22 min. 49 sec. East, a distance of 299.50 ft. to a 5/8 inch aluminum capped rebar found; 15. South 04 deg. 03 min. 47 sec. West, a distance of 588.55 ft. to a 5/8 inch rebar found; 16. South 18 deg. 07 min. 48 sec. West, a distance of 100.58 ft. to a 1/2 inch capped rebar set, stamped “RPLS 6578”; 17. South 02 deg. 24 min. 25 sec. West, a distance of 293.51 ft. to a 5/8 inch rebar found; 18. South 01 deg. 18 min. 32 sec. East, a distance of 197.35 ft. to a 5/8 inch rebar found; 19. South 07 deg. 36 min. 33 sec. West, a distance of 295.70 ft. to a 5/8 inch aluminum capped rebar found; 20. South 15 deg. 51 min. 34 sec. West, a distance of 202.09 ft. to a brass capped monument found; 21. South 07 deg. 39 min. 54 sec. West, a distance of 299.90 ft. to a brass capped monument found; 22. South 00 deg. 36 min. 24 sec. East, a distance of 202.34 ft. to a brass capped monument found; 23. South 07 deg. 35 min. 05 sec. West, a distance of 467.60 ft. to a brass capped monument found; 24. North 88 deg. 37 min. 42 sec. West, a distance of 15.83 ft. to a brass capped monument found; 25. South 00 deg. 49 min. 45 sec. West, a distance of 175.19 ft. to a brass capped monument found; 26. South 07 deg. 52 min. 40 sec. West, a distance of 113.17 ft. to a brass capped monument found; 27. South 88 deg. 30 min. 43 sec. West, a distance of 53.68 ft. to a brass capped monument found; 28. South 00 deg. 38 min. 27 sec. East, a distance of 69.59 ft. to a brass capped monument found; 29. North 89 deg. 26 min. 06 sec. East, a distance of 39.82 ft. to a brass capped monument found; 30. South 46 deg. 34 min. 09 sec. East, a distance of 4.94 ft. to a brass capped monument found; 31. South 07 deg. 38 min. 58 sec. West, a distance of 1,318.58 ft. to a brass capped monument found; 32. South 13 deg. 06 min. 56 sec. West, a distance of 200.42 ft. to a brass capped monument found; 33. South 07 deg. 01 min. 13 sec. West, a distance of 249.88 ft. to a brass capped monument found; 34. South 18 deg. 21 min. 18 sec. West, a distance of 584.03 ft. to a brass capped monument found; 35. South 07 deg. 40 min. 57 sec. West, a distance of 186.12 ft. to a brass capped monument found; 36. South 45 deg. 20 min. 37 sec. West, a distance of 79.29 ft. to a brass capped monument found; 37. South 83 deg. 25 min. 55 sec. West, a distance of 209.32 ft. to a brass capped monument found; 38. South 00 deg. 36 min. 48 sec. East, a distance of 56.51 ft. to a 5/8 inch aluminum capped rebar found in the pavement of said County Road 370, the North line of both said Alam 16.215 ac. and John Elliott Survey and the South line of said Henry Smith Survey, at the most Southerly Southeast corner of both said Risland Mantua 2,304.493 ac. and the herein described tract; THENCE South 89 deg. 11 min. 17 sec. West, with the pavement of said County Road 370, the North line of both said Alam 16.215 ac. and John Elliott Survey and a South line of both said Mantua 2,304.493 ac. and Henry Smith Survey, a distance of 254.37 ft. to a 1/2 inch rebar found at an angle point; THENCE South 88 deg. 36 min. 37 sec. West, continuing with the pavement of said County Road 370, the North line of both said Alam 16.215 ac. and John Elliott Survey and a South line of both said Mantua 2,304.493 ac. and Henry Smith Survey, a distance of 375.33 ft. to the PLACE OF BEGINNING and containing 694.344 ACRES of land. _________________________________ Kate A. Wagner, R.P.L.S. No. 6578 September 8, 2022 Page 1 of 3 Exhibit A-1 Tract Two (92.667 ACRES) SITUATED in the County of Collin, State of Texas, and being a part of the Henry Smith Survey, Abstract No. 822, the J.C. Burge Survey, Abstract No. 106, and being a part of the 555.801 acre tract of land (Tract B) conveyed from Viola Lordsmeer, L.P. to Risland Mantua, LLC by Special Warranty Deed dated June 25, 2018 and recorded in Instrument No. 20180625000783630, Official Public Records, Collin County, Texas, and being more particularly described by metes and bounds as follows, to-wit: BEGINNING at a 5/8 inch rebar found in the North line of both the Eli Witt Survey, Abstract No. 997 and the D.R. Horton, LTD 275.00 acre tract of land conveyed by Instrument No. 20210212000310470, said Official Public Records and the South line of said J.C. Burge Survey, at the Southwest corner of the 42.81 acre tract of land conveyed by Instrument No. 200610030014246640, said Official Public Records, at a Southeast corner of said Risland Mantua 555.801 ac. and the most Easterly Southeast corner of the herein described tract; THENCE North 86 deg. 36 min. 27 sec. West, with the North line of both said Eli Witt Survey and D.R. Horton, LTD 275.00 ac. and the South line of both said Burge Survey and Risland Mantua 555.801 ac., a distance of 774.67 ft. to a 1/2 inch rebar found, at the most Eastern Northeast corner of said Henry Smith Survey, the Northwest corner of both said D.R. Horton 275.00 ac. and said Eli Witt Survey, at an Ell corner of both said Risland Mantua 555.801 ac. and the herein described tract; THENCE South 00 deg. 33 min. 34 sec. East, with the West line of both said Eli Witt Survey and D.R. Horton, LTD 275.00 ac. and the East line of both said Henry Smith Survey and Risland Mantua 555.801 ac., a distance of 509.75 ft. to a 1/2 inch capped rebar set, stamped “RPLS 6578” at the most Southerly Southeast corner of the herein described tract; FROM which a ½ inch rebar found at the most Southerly Southeast corner of said Risland Mantua 555.801 ac. bears South 00 deg. 33 min. 34 sec. East, 4,146.43 ft.; THENCE South 32 deg. 09 min. 36 sec. West, over and across Risland Mantua 555.801 ac., a distance of 1,399.64 ft. to a 1/2 inch capped rebar set, stamped “RPLS 6578” in the East right-of-way line of U.S. Highway No. 75 and the West line of said Risland Mantua 555.801 ac., at the most Southerly Southwest corner of the herein described tract; THENCE in a Northeasterly direction, with the East line of said U.S. Highway No. 75 and West lines of said Risland Mantua 555.801 ac., the following calls and distances: 1. North 09 deg. 09 min. 44 sec. East, a distance of 468.21 ft. to a 1/2 inch capped rebar set, stamped “RPLS 6578”; 2. North 04 deg. 48 min. 32 sec. East, a distance of 166.27 ft. to a brass capped monument found; 3. North 08 deg. 00 min. 27 sec. East, a distance of 570.88 ft. to a 5/8 inch rebar found; 4. North 07 deg. 33 min. 49 sec. East, a distance of 204.07 ft. to a 1/2 inch capped rebar set, stamped “RPLS 6578”; 5. North 04 deg. 56 min. 12 sec. East, a distance of 408.10 ft. to a 1/2 inch rebar found; 6. North 08 deg. 50 min. 26 sec. East, a distance of 201.65 ft. to a 5/8 inch aluminum capped rebar found; 7. North 03 deg. 46 min. 37 sec. West, a distance of 157.48 ft. to a 5/8 inch aluminum capped rebar found; 8. North 02 deg. 24 min. 26 sec. East, a distance of 297.71 ft. to a 5/8 inch rebar found; 9. North 01 deg. 17 min. 34 sec. West, a distance of 373.25 ft. to a 5/8 inch rebar found; 10. North 03 deg. 24 min. 38 sec. East, a distance of 157.01 ft. to a 5/8 inch rebar found; Page 2 of 3 11. North 10 deg. 51 min. 17 sec. East, a distance of 626.29 ft. to a 5/8 inch rebar found; 12. North 39 deg. 04 min. 49 sec. East, a distance of 143.29 ft. to a 5/8 inch rebar found; 13. North 08 deg. 29 min. 33 sec. East, a distance of 132.69 ft. to a 5/8 inch aluminum capped rebar found; 14. South 88 deg. 41 min. 18 sec. East, a distance of 29.74 ft. to a 5/8 inch aluminum capped rebar found; 15. North 01 deg. 36 min. 08 sec. East, a distance of 109.73 ft. to a 5/8 inch aluminum capped rebar found; 16. North 88 deg. 24 min. 26 sec. West, a distance of 31.11 ft. to a 5/8 inch aluminum capped rebar found; 17. North 06 deg. 46 min. 11 sec. West, a distance of 159.76 ft. to a 1/2 inch capped rebar found, stamped “RPLS 6578”; 18. North 34 deg. 41 min. 30 sec. West, a distance of 153.89 ft. to a 5/8 inch aluminum capped rebar found; 19. North 06 deg. 06 min. 32 sec. West, a distance of 469.93 ft. to a 5/8 inch aluminum capped rebar found; 20. North 14 deg. 15 min. 34 sec. West, a distance of 166.73 ft. to a 5/8 inch aluminum capped rebar found; 21. North 00 deg. 20 min. 02 sec. East, a distance of 570.00 ft. to a 5/8 inch aluminum capped rebar found; 22. North 02 deg. 17 min. 36 sec. East, a distance of 48.36 ft. to a ½ inch capped rebar set, stamped “RPLS 6578” at the most Northerly Northwest corner of the herein described tract, FROM which a 5/8 inch aluminum capped rebar found at an angle point of said U.S. Highway No. 75 bears North 02 deg. 17 min. 36 sec. East, 331.91 ft.; THENCE North 88 deg. 46 min. 19 sec. East, over and across said Risland Mantua 555.801 ac., a distance of 473.58 ft. to a 1/2 inch rebar found at the most Westerly Northwest corner of the “called” 60.94 acre tract of land conveyed to LHJH Properties, Ltd., recorded in Instrument No. 20061003001424620, said Official Public Records, an Ell corner of said Mantua 555.801 ac. and the most Northerly Northeast corner of the herein described tract; THENCE South 00 deg. 57 min. 02 sec. East, with a West line of said LHJH Properties “called” 60.94 ac., an East line of said Risland Mantua 555.801 ac., entering the pavement of County Road 374 and continuing with the pavement, a distance of 913.62 ft. to a PK nail set at an angle point; THENCE South 00 deg. 56 min. 52 sec. East, continuing with the pavement of said County Road 374, a West line of said LHJH Properties “called” 60.94 ac. and an East line of said Risland Mantua 555.801 ac., a distance of 689.52 ft. to a 1/2 inch rebar found at the centerline intersection of said County Road 374 with Mantua Road, a public road, at the most Westerly Southwest corner of said LHJH Properties “called” 60.94 ac., at an Ell corner of both said Risland Mantua 555.801 ac. and the herein described tract; THENCE South 89 deg. 39 min. 31 sec. East, with the pavement of said Mantua Road, a South line of said LHJH Properties “called” 60.94 ac. and a North line of said Risland Mantua 555.801 ac., leaving the pavement of said Mantua Road and continuing on said course for a distance of 755.15 ft. to a 1/2 inch rebar found at an Ell corner of said LHJH Properties “called” 60.94 ac. and a Northeast corner of said Risland Mantua 555.801 ac., at the most Easterly Northeast corner of the herein described tract; THENCE South 01 deg. 06 min. 31 sec. West, with a West line of said LHJH Properties “called” 60.94 ac., an East line of said Risland Mantua 555.801 ac., re-entering of the pavement of said Mantua Road, continuing with and leaving the pavement of the same and continuing, passing the most Southerly Southwest corner of said LHJH Properties “called” 60.94 ac. and the Northwest corner of said LHJH Page 3 of 3 Properties 42.81 ac. and continuing now with a West line of said LHJH Properties 42.81 ac. for a distance of 2,239.97 ft. to the PLACE OF BEGINNING and containing 92.667 ACRES of land. _________________________________ Kate A. Wagner, R.P.L.S. No. 6578 September 8, 2022 Revised: February 16, 2023 EXHIBIT A-2-1, A-2-II and A-2-III Metes and Bounds Descriptions of Liberty 75 Property 1 EXHIBIT A-2-I MIDDLE TRACT BEING a tract of land situated in the Henry Smith Survey, Abstract No. 822, City of Anna, Collin County, Texas, and being a portion of a called 74.451-acre tract of land described in a deed to Liberty 75, LP, as recorded in Instrument No. 2024000024415 of the Official Public Records of Collin County, Texas, and being more particularly described by metes and bounds as follows: COMMENCING at a brass disk TXDOT right of way monument found for the southerly corner of a visibility clip at the westerly, southwest corner of said 74.451-acre tract, same being on the easterly right of way line of U. S. Highway 75, a variable width right of way, as described in a called 9.306-acre tract of land, conveyed to the State of Texas, as recorded in Instrument No. 20170920001260330 of the Official Public Records of Collin County, Texas; THENCE in a northerly direction, along the westerly line of said 74.451-acre tract and the easterly right of way line of said U. S. Highway 75, the following: North 43°05'07" West, along said visibility clip, a distance of 74.58 feet to a point for corner; North 01°01'07" West, a distance of 669.59 feet to a point for corner, from which, a found brass disk TXDOT right of way monument bears South 84°27’ East, 0.85 feet; North 05°53'54" East, a distance of 300.13 feet to a point for corner, from which, a found brass disk TXDOT right of way monument bears North 04°56’ East, 0.37 feet; North 06°23'15" East, a distance of 700.16 feet to a brass disk TXDOT right of way monument found for corner; North 07°36'56" East, a distance of 123.96 feet to the POINT OF BEGINNING of the herein described tract; THENCE North 07°36'56" East, continuing along the westerly line of said 74.451-acre tract and the easterly right of way line of said U. S. Highway 75, a distance of 976.04 feet to a point for corner, from which, a found brass disk TXDOT right of way monument bears South 73°31’ East, 1.17 feet; THENCE North 09°45'02" East, continuing along the westerly line of said 74.451-acre tract and the easterly right of way line of said U. S. Highway 75, a distance of 94.61 feet to the northwest corner of said 74.451-acre tract, same being on the southeasterly line of a 170’ wide Texas Power & Light Easement as recorded in Volume 1155, Page 356 & Volume 1306, Page 763, both of the Official Public Records of Collin County, Texas, from which, a found 1/2-iron rod bears North 07°37’ East, 0.71 feet; THENCE North 32°09'34" East, departing the easterly right of way line of said U. S. Highway 75, along the northwest line of said 74.451-acre tract and the southeast line of said 170’ wide Texas Power & Light Easement, a distance of 52.03 feet to a point for corner; THENCE North 89°26'28" East, departing the northwest line of said 74.451-acre tract and the southeast line of said 170’ wide Texas Power & Light Easement, crossing said 74.451-acre tract, a distance of 688.50 feet to a point for corner; 2 THENCE South 00°33'32" East, continuing across said 74.451-acre tract, a distance of 1,102.97 feet to a point for corner; THENCE South 89°26'28" West, continuing across said 74.451-acre tract, a distance of 872.33 feet to the POINT OF BEGINNING and containing 20.064 acres of land, more or less. 1 EXHIBIT A-2-II NORTH TRACT BEING a tract of land situated in the Henry Smith Survey, Abstract No. 822, City of Anna, Collin County, Texas, and being a portion of a called 74.451-acre tract of land described in a deed to Liberty 75, LP, as recorded in Instrument No. 2024000024415 of the Official Public Records of Collin County, Texas, and being more particularly described by metes and bounds as follows: COMMENCING at a brass disk TXDOT right of way monument found for the southerly corner of a visibility clip at the westerly, southwest corner of said 74.451-acre tract, same being on the easterly right of way line of U. S. Highway 75, a variable width right of way, as described in a called 9.306-acre tract of land, conveyed to the State of Texas, as recorded in Instrument No. 20170920001260330 of the Official Public Records of Collin County, Texas; THENCE in a northerly direction, along the westerly line of said 74.451-acre tract and the easterly right of way line of said U. S. Highway 75, the following: North 43°05'07" West, along said visibility clip, a distance of 74.58 feet to a point for corner; North 01°01'07" West, a distance of 669.59 feet to a point for corner, from which, a found brass disk TXDOT right of way monument bears South 84°27’ East, 0.85 feet; North 05°53'54" East, a distance of 300.13 feet to a point for corner, from which, a found brass disk TXDOT right of way monument bears North 04°56’ East, 0.37 feet; North 06°23'15" East, a distance of 700.16 feet to a brass disk TXDOT right of way monument found for corner; North 07°36'56" East, a distance of 1,100.00 feet to a point for corner, from which, a found brass disk TXDOT right of way monument bears South 73°31’ East, 1.17 feet; North 09°45'02" East, continuing along the westerly line of said 74.451-acre tract and the easterly right of way line of said U. S. Highway 75, a distance of 94.61 feet to the northwest corner of said 74.451-acre tract, same being on the southeasterly line of a 170’ wide Texas Power & Light Easement as recorded in Volume 1155, Page 356 & Volume 1306, Page 763, both of the Official Public Records of Collin County, Texas, from which, a found 1/2-iron rod bears North 07°37’ East, 0.71 feet; THENCE North 32°09'34" East, departing the easterly right of way line of said U. S. Highway 75, along the northwest line of said 74.451-acre tract and the southeast line of said 170’ wide Texas Power & Light Easement, a distance of 52.03 feet to the POINT OF BEGINNING of the herein described tract; THENCE North 32°09'34" East, continuing along the northwest line of said 74.451-acre tract and the southeast line of said 170’ wide Texas Power & Light Easement, a distance of 1,273.79 feet to a point for corner, from which, a 1/2-inch iron rod with an orange cap, stamped “RPLS 6578” bears North 32°09'34" East, 74.00 feet; THENCE South 00°33'32" East, continuing across said 74.451-acre tract, a distance of 1,071.69 feet to a point for corner; 2 THENCE South 89°26'28" West, continuing across said 74.451-acre tract, a distance of 688.50 feet to the POINT OF BEGINNING and containing 4.469 acres of land, more or less. 1 EXHIBIT A-2-III SOUTH TRACT BEING a tract of land situated in the Henry Smith Survey, Abstract No. 822, City of Anna, Collin County, Texas, and being a portion of a called 74.451-acre tract of land described in a deed to Liberty 75, LP, as recorded in Instrument No. 2024000024415 of the Official Public Records of Collin County, Texas, and being more particularly described by metes and bounds as follows: BEGINNING at a brass disk TXDOT right of way monument found for the southerly corner of a visibility clip at the westerly, southwest corner of said 74.451-acre tract, same being on the easterly right of way line of U. S. Highway 75, a variable width right of way, as described in a called 9.306-acre tract of land, conveyed to the State of Texas, as recorded in Instrument No. 20170920001260330 of the Official Public Records of Collin County, Texas; THENCE in a northerly direction, along the westerly line of said 74.451-acre tract and the easterly right of way line of said U. S. Highway 75, the following: North 43°05'07" West, along said visibility clip, a distance of 74.58 feet to a point for corner; North 01°01'07" West, a distance of 669.59 feet to a point for corner, from which, a found brass disk TXDOT right of way monument bears South 84°27’ East, 0.85 feet; North 05°53'54" East, a distance of 300.13 feet to a point for corner, from which, a found brass disk TXDOT right of way monument bears North 04°56’ East, 0.37 feet; North 06°23'15" East, a distance of 700.16 feet to a brass disk TXDOT right of way monument found for corner; North 07°36'56" East, a distance of 123.96 feet to a point for corner; THENCE North 89°26'28" East, departing the westerly line of said 74.451-acre tract and the easterly right of way line of said U. S. Highway 75, crossing said 74.451-acre tract, a distance of 872.33 feet to a point for corner; THENCE South 00°33'32" East, continuing across said 74.451-acre tract, a distance of 1,787.92 feet to the beginning of a non-tangent curve to the right with a radius of 790.00 feet, a central angle of 04°10'17", and a chord bearing and distance of South 87°04'49" West, 57.50 feet; THENCE in a westerly direction, continuing across said 74.451-acre tract, with said non-tangent curve to the right, an arc distance of 57.52 feet to a point for corner; THENCE South 89°09'58" West, continuing across said 74.451-acre tract, a distance of 427.84 feet to the beginning of a tangent curve to the left with a radius of 1,260.00 feet, a central angle of 12°43'32", and a chord bearing and distance of South 82°48'12" West, 279.27 feet; THENCE in a westerly direction, continuing across said 74.451-acre tract, with said tangent curve to the left, an arc distance of 279.85 feet to the beginning of a reverse curve to the right with a radius of 1,139.84 feet, a central angle of 06°32'52", and a chord bearing and distance of South 79°42'50" West, 130.19 feet; 2 THENCE in a westerly direction, continuing across said 74.451-acre tract, with said reverse curve to the right, an arc distance of 130.26 feet to a point for corner on the westerly line of said 74.451-acre tract and the easterly right of way line of said U. S. Highway 75; THENCE North 84°51'36" West, along the westerly line of said 74.451-acre tract and the easterly right of way line of said U. S. Highway 75, a distance of 61.90 feet to the POINT OF BEGINNING and containing 40.045 acres of land, more or less. EXHIBIT A-3 Metes and Bounds Description of the Thornton Property Exhibit A-3 Thornton Tract BEING a tract of land situated in the Joseph Britton Survey Survey, Abstract No. 72, Collin County, Texas, and being all of a called 103-acre tract of land described in a deed to The Thornton Family Trust, recorded in Instrument No. 20210430000877560, Official Public Records, Collin County, Texas, and being more particularly described by metes and bounds as follows: BEGINNING at a 1/2-inch iron rod found for the southeast corner of said 103-acre tract, common to the westernmost southwest corner of a called 694.344-acre tract of land described as Tract One in a deed to Liberty 800, LP, recorded in Instrument No. 2023000025691, said Official Public Records, common to the northwest corner of a called 52.771-acre tract of land described in a deed to Janis Real Estate, recorded in Instrument No. 2022040000632060, said Official Public Records, common to the northeast corner of a called 103.991-acre tract of land described in a deed to Mohammad Ali Monouchehripour, recorded in Volume 5200, Page 5012, Land Records, Collin County, Texas, same also being in County Road No. 290 (public use right-of-way, no record found); THENCE South 89°51'39" West, departing said County Road No. 290 and with the common line of said 103-acre tract and said 103.991-acre tract, a distance of 1,815.28 feet to a 1/2-inch iron rod with plastic cap “Illegible” found for the northwest corner of said 103.991-acre tract, common to the northeast corner of a called 11.000-acre tract of land described in a deed to Mathew T. Benton, et ux, recorded in Instrument No. 20170316000337930, said Official Public Records; THENCE South 89°46'58" West, with the common line of said 103-acre tract and said 11.000- acre tract, a distance of 491.25 feet to a 5/8-inch iron rod with red plastic cap stamped “KHA” set for the southwest corner of said 103-acre tract; THENCE North 01°49'44" East, departing the northerly line of said 11.000-acre tract and with the westerly line of said 103-acre tract and the easterly lines of a called 10.000-acre tract of land described in a deed to Angela Reston, recorded in Instrument No. 20130816001163630, said Official Public Records, and a called 45.002-acre tract of land described in a deed to Angela Reston, recorded in Instrument No. 20130816001163610, said Official Public Records, and generally along the center of County Road No. 289 (public use right-of-way, no record found), a distance of 617.13 feet to a PK nail set for corner; THENCE North 00°56'55" East, continuing with the westerly line of said 103-acre tract and the easterly line of said 45.002-acre tract, and with the easterly line of a called 25.2172-acre tract of land described in a deed to Shawn C. & Latricia G. Smith, recorded in Instrument No. 20210112000065970, said Official Public Records, and continuing generally along the center of said County Road No. 289, a distance of 751.13 feet to a PK nail set for corner; THENCE North 00°23'27" West, continuing with the westerly line of said 103-acre tract and the easterly line of said 25.2172-acre tract, and with the easterly line of a called 9.213-acre tract of land described in a deed to Timothy J. Kennedy and Thomas W. Kennedy, recorded in Instrument No. 20140814000866610, said Official Public Records, and continuing generally along the center of said County Road No. 289, a distance of 628.28 feet to a PK nail set for the northwest corner of said 103-acre tract, common to the southwest corner of a called 105-acre tract of land described in a deed to The Thornton Family Trust, recorded in Instrument No. 20210430000877690, said Official Public Records; THENCE North 89°12'22" East, departing the easterly line of said 9.213-acre tract and said County Road No. 289, and with the northerly line of said 103-acre tract and the southerly lines of said 105-acre tract and a called 40-acre tract of land described in a deed to The Thornton Family Trust, recorded in Instrument No. 20210430000877470, said Official Public Records, and a called 2304.493-acre tract of land described as Tract F in a deed to Risland Mantua, LLC, recorded in Instrument No. 20180625000783630, said Official Public Records and in Instrument No. 2018- 14251, Official Public Records, Grayson County, Texas, and generally along the center of County Road No. 1101 (public use right-of-way, no record found), a distance of 2,235.58 feet to a PK nail set for the northeast corner of said 103-acre tract, common an angle point in the southerly line of said Tract F, same being on the westerly line of a called 10.669-acre tract of land described in a deed to Delmore A.M. Church and Joyce Church, recorded in Volume 702, Page 585, said Land Records, same also being the intersection of said County Road No. 1101 and the aforementioned County Road No. 290; THENCE South 01°14'56" East, departing the southerly line of said Tract F and with the common line of said 103-acre tract and said 10.669-acre tract, and generally along the center of said County Road No. 290, a distance of 890.33 feet to a PK nail set for the southwest corner of said 10.669-acre tract, common to the westernmost northwest corner of the aforementioned Tract One, from which a PK nail found for witness bears North 75°05'07” West, 1.12 feet; THENCE South 01°12'42" East, with the common line of said 103-acre tract and said Tract One, and continuing generally along the center of said County Road No. 290, a distance of 1,130.95 feet to the POINT OF BEGINNING and containing 4,544,381 square feet or 104.325 acres of land, more or less. EXHIBIT A-4 Metes and Bounds Description of the Janis RE Property Exhibit A-4 Janis RE Tract BEING a tract of land situated in the Zachariah Roberts Survey, Abstract No. 760, City of Anna, Collin County, Texas, and being all of a called 52.771-acre tract of land, described in a Warranty Deed to Janis Real Estate, recorded in Instrument No. 20220420000632060 of the Official Public Records of Collin County, Texas, and being more particularly described as follows: BEGINNING at a 1/2-inch iron rod found in County Road 290, an apparent public use right of way, no record found, for the northwest corner of said 52.771-acre tract, same being the westerly, southwest corner of Tract One (called 694.334-acres), described in a deed to Liberty 800, LP, recorded in Instrument No. 2023000025691 of the Official Public Records of Collin County, Texas THENCE North 88°29'13" East, departing said County Road 290, along the northerly line of said 52.771-acre tract and a southerly line of said Tract One (called 694.334-acres), passing at a distance of 22.66 feet, a found 1/2-inch iron rod, passing at a distance of 1,915.36 feet, a found 5/8-inch iron rod, continuing for a total distance of 1,940.95 feet to a point for corner in an unnamed stream; THENCE in a southeasterly direction, along a southwesterly line of said Tract One (called 694.334-acres), and along the meanders of said stream, the following: South 33°10'55" East, a distance of 12.05 feet to a point for corner; North 77°29'33" East, a distance of 63.05 feet to a point for corner; South 31°24'12" East, a distance of 45.14 feet to a point for corner; South 20°44'38" West, a distance of 41.43 feet to a point for corner; South 51°05'09" East, a distance of 29.42 feet to a point for corner; South 74°15'03" East, a distance of 25.54 feet to a point for corner; North 89°23'21" East, a distance of 70.37 feet to a point for corner; South 23°39'03" East, a distance of 52.95 feet to a point for corner; South 67°42'02" East, a distance of 33.33 feet to a point for corner; North 87°34'10" East, a distance of 28.77 feet to a point for corner; North 72°45'56" East, a distance of 40.53 feet to a point for corner; North 61°06'37" East, a distance of 35.06 feet to a point for corner; North 70°57'23" East, a distance of 52.73 feet to a point for corner; South 45°16'16" East, a distance of 161.75 feet to a point for corner; South 78°02'53" East, a distance of 43.16 feet to a point for corner; South 48°41'18" East, a distance of 61.75 feet to a point for corner; South 26°20'00" East, a distance of 52.30 feet to a point for corner; South 41°31'56" East, a distance of 71.58 feet to a point for corner; South 61°04'09" East, a distance of 43.45 feet to a point for corner; South 74°50'18" East, a distance of 51.31 feet to a point for corner; South 67°40'27" East, a distance of 74.73 feet to a point for corner; North 78°02'05" East, a distance of 27.52 feet to a point for corner; North 55°10'00" East, a distance of 27.35 feet to a point for corner; South 43°24'18" East, a distance of 52.01 feet to a point for corner; South 11°56'26" East, a distance of 54.70 feet to a point for corner; South 35°23'19" East, a distance of 27.58 feet to a point for corner; North 76°58'39" East, a distance of 33.36 feet to a point for corner; South 74°58'05" East, a distance of 33.79 feet to a point for corner; North 84°50'03" East, a distance of 47.01 feet to a point for corner; South 67°01'29" East, a distance of 30.31 feet to a point for corner; South 25°25'26" East, a distance of 47.54 feet to a point for corner; South 83°06'16" East, a distance of 148.71 feet to a point for corner; South 27°26'38" East, a distance of 22.31 feet to a point for corner; South 20°24'50" West, a distance of 33.05 feet to a point for corner; South 81°00'45" West, a distance of 25.03 feet to a point for corner; South 22°14'44" West, a distance of 25.85 feet to a point for corner; South 71°22'19" East, a distance of 21.59 feet to a point for corner; South 17°12'14" East, a distance of 18.36 feet to a point for corner; South 43°03'46" West, a distance of 28.01 feet to a point for corner; South 77°43'43" West, a distance of 16.69 feet to a point for corner; South 53°06'48" West, a distance of 15.77 feet to a point for corner; South 13°04'46" East, a distance of 18.22 feet to a point for corner; South 86°18'51" East, a distance of 19.60 feet to a point for corner; North 64°02'23" East, a distance of 41.91 feet to a point for corner; South 87°03'39" East, a distance of 12.89 feet to a point for corner; South 44°49'18" East, a distance of 31.14 feet to a point for corner; South 72°20'36" East, a distance of 44.01 feet to a point for corner; South 10°24'46" East, a distance of 17.30 feet to a point for corner; South 50°40'12" West, a distance of 42.51 feet to a point for corner; South 26°45'33" West, a distance of 14.91 feet to a point for corner; South 22°54'12" East, a distance of 86.03 feet to a point for corner; North 68°54'13" East, a distance of 27.87 feet to a point for corner; South 83°50'31" East, a distance of 22.51 feet to a point for corner; South 55°20'43" East, a distance of 26.96 feet to a point for corner; South 30°12'42" West, a distance of 86.18 feet to a point for corner; South 18°54'48" East, a distance of 46.25 feet to a point for corner; South 70°40'03" East, a distance of 3.83 feet to the southeast corner of said 52.771-acre tract, same being on the northerly line of a called 48.900-acre tract of land described in a deed to Donna Gail Peeler, recorded in Volume 4972, Page 5535 of the Land Records of Collin County, Texas; THENCE South 88°38'34" West, departing said stream, along the southerly line of said 52.771- acre tract and the northerly line of said 48.900-acre tract, a distance of 1,014.81 feet to a 1/2-inch iron rod with a plastic cap, stamped “PRECISE LAND SURVEY” found for a southwest corner of said 52.771-acre tract; THENCE North 05°10'28" East, departing the northerly line of said 48.900-acre tract and along an easterly line of said 52.771-acre tract, a distance of 536.25 feet to a 5/8-inch iron rod with a plastic cap, stamped “NTS” found for a corner; THENCE South 88°39'14" West, along a southerly line of said 52.771-acre tract, a distance of 644.48 feet to a 1/2-inch iron rod with a plastic cap, stamped “PRECISE LAND SURVEY” found for corner; THENCE South 03°09'12" East, along an easterly line of said 52.771-acre tract, a distance of 467.12 feet to a 1/2-inch iron rod with an unreadable plastic cap found for corner; THENCE South 88°38'34" West, along a southerly line of said 52.771-acre tract, a distance of 1,253.06 feet to a 5/8-inch iron rod with a plastic cap, stamped “NTS” found for corner; THENCE North 00°58'35" West, along an easterly line of said 52.771-acre tract, a distance of 606.39 feet to a 5/8-inch iron rod with a plastic cap, stamped “NTS” found for corner; THENCE South 89°01'25" West, along a southerly line of said 52.771-acre tract, a distance of 455.00 feet to a MAG Nail found for the westerly, southwest corner of said 52.771-acre tract, same being in aforesaid County Road 290; THENCE North 00°58'35" West, along the westerly line of said 52.771-acre tract and along said County Road 290, a distance of 389.53 feet to the POINT OF BEGINNING and containing 52.750 acres (2,297,787 square feet) of land, more or less. EXHIBIT A-5 Metes and Bounds Description of the Janis Property Exhibit A-5 Jay and Irene Janis Tract (16 ac) BEING a tract of land situated in the Zachariah Roberts Survey, Abstract No. 760, City of Anna, Collin County, Texas, and being a portion of a called 68.835-acre tract of land, described in a Warranty Deed, recorded in County Clerk’s File No. 96-0069284 of the Official Public Records of Collin County, Texas, and being more particularly described as follows: BEGINNING at a MAG nail found in County Road 290, an apparent public use right of way, no record found, for the southwest corner of said 52.771-acre tract, same being the northwest corner of a called 48.900-acre tract of land described in a deed to Donna Gail Peeler, recorded in Volume 4972, Page 5535 of the Land Records of Collin County, Texas; THENCE North 00°58'35" West, along the westerly line of said 68.835-acre tract and along said County Road 290, a distance of 675.42 feet to a MAG Nail found for the westerly, southwest corner of a called 52.771-acre tract of land, described in a Warranty Deed to Janis Real Estate, recorded in Instrument No. 20220420000632060 of the Official Public Records of Collin County, Texas; THENCE North 89°01'25" East, departing the westerly line of said 68.835-acre tract and said County Road 290, along a southerly line of said 52.772-acre tract, a distance of 455.00 feet to a 5/8-inch iron rod with a plastic cap, stamped “NTS” found for corner; THENCE South 00°58'35" East, along an easterly line of said 52.771-acre tract, a distance of 606.39 feet to a 5/8-inch iron rod with a plastic cap, stamped “NTS” found for corner; THENCE North 88°38'34" East, along a southerly line of said 52.771-acre tract, a distance of 1,253.06 feet to a 1/2-inch iron rod with an unreadable plastic cap found for corner; THENCE North 03°09'12" West, along an easterly line of said 52.771-acre tract, a distance of 467.12 feet to a 1/2-inch iron rod with a plastic cap, stamped “PRECISE LAND SURVEY” found for corner; THENCE North 88°39'14" East, along a southerly line of said 52.771-acre tract, a distance of 644.48 feet to a 5/8-inch iron rod with a plastic cap, stamped “NTS” found for corner; THENCE South 05°10'28" West, along an easterly line of said 52.771-acre tract, a distance of 536.25 feet to a 1/2-inch iron rod with a plastic cap, stamped “PRECISE LAND SURVEY” found for a southwest corner of said 52.771-acre tract, same being on the southerly line of said 68.835- acre tract and the northerly line of said 48.900-acre tract; THENCE South 88°38'34" West, along the southerly line of said 68.835-acre tract and the northerly line of said 48.900-acre tract, a distance of 2,277.35 feet to the POINT OF BEGINNING and containing 16.348 acres (712,115 square feet) of land, more or less. EXHIBIT B Depiction of the Property LIBERTY HILLS - ANNA, TEXASJANUARY 2024 ZONING DISTRICT MAP - EXHIBIT B EXISTING LAKE EXISTING GOLF EXISTING LAKE ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME ALLOWED USES: MU, MF, C-1, C-2 ALLOWED USES: C-1, C-2 ALLOWED USES: C-1, C-2, MU ALLOWED USES: C-1, C-2, I-1, I-2, MF, MU ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME, MD-SINGLE-FAMILY ATTACHED, DUPLEX, MF ALLOWED USES: C-1, C-2, MF, MU ALLOWED USES: MF, C-1, C-2, MU ALLOWED USES: C-1, C-2, MF, MU ALLOWED USES: C-1, C-2, MF, MU, I-1, I-2 ALLOWED USES: C-1, C-2, MF, MU, I-1, I-2 ALLOWED USES: MF, C-1, C-2, MU ALLOWED USES: MF, C-1, C-2, MU ALLOWED USES: I-1, I-2. C-1, C-2, MF, MU ALLOWED USES: C-1, C-2 ALLOWED USES: MF, MU, C-1, C-2 ALLOWED USES: C-1, C-2, I-1, I-2, MF, MU ALLOWED USES: MU, MF, C-1, C-2 ALLOWED USES: C-1, C-2 ALLOWED USES: C-1, C-2, I-1, I-2 ALLOWED USES: C-1, C-2, MU ALLOWED USES: C-1, C-2, I-1, I-2, MF, MU ALLOWED USES: C-1, C-2, MF, MU ALLOWED USES: MF, C-1, C-2, MU ALLOWED USES: C-1, C-2, MF, MU ALLOWED USES: MF, C-1, C-2, MU ALLOWED USES: I-1, I-2. C-1, C-2, MF, MU ALLOWED USES: C-1, C-2 ALLOWED USES: MF, MU, C-1, C-2 EXISTING GOLF AMENITY CENTER ALLOWED USES: C-1, C-2, MF, MU, MD ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME AMENITY CENTER ALLOWED USES: SF-8.4, SF-7.2, SF-6.0, MD-SINGLE-FAMILY DETACHED GARDEN HOME 0’ Scale: 1”= 400’ 800’1600’400’0’ Scale: 1”= 400’ 800’1600’400’ GOLF EXTENSIONGOLF EXTENSION US-75 NUS-75 NUS-75 NALLOWED USES: C-1, C-2, I-1, I-2 ALLOWED USES: C-1, C-2, I-1, I-2, MF, MU ALLOWED USES: C-1, C-2, MF, MU, I-1, I-2 ALLOWED USES: C-1, C-2, MF, MU, I-1, I-2 EXHIBIT C Illustrative Layout LIBERTY HILLS - ANNA, TEXASJANUARY 2024 0’ Scale: 1”= 400’ 800’1600’400’ (1.8 AC) (5.2 AC) (6.5 AC) (28.8 AC) (25.5 AC) EXISTING LAKE (8.8 AC) OPEN SPACE (22.1 AC) (8.47 AC) (17.0 AC) (44.0 AC) GOLF EXTENSION EXISTING GOLF (33.1 AC) (20.0 AC) (40.0 AC) (25.5 AC) (5.3 AC) (5.8 AC) (51.3 AC) (65.2 AC) (15.0 AC) (14.4 AC) (31.8 AC) (15.8 AC) (52.8 AC) (16.1 AC) EXISTING LAKE FIRE STATION (4.1 AC) GOLF EXTENSION EXISTING GOLF ILLUSTRATIVE LAYOUT - EXHIBIT E (22.1 AC) (22.9 AC) (12.8 AC) (11.0 AC) (53.1 AC) (8.65 AC) (2.3 AC) (2.6 AC) (13.8 AC) EXISTING LAKE OPEN SPACE GOLF EXTENSION EXISTING GOLF US-75 NUS-75 NUS-75 N0’ Scale: 1”= 400’ 800’1600’400’ (1.8 AC) (5.2 AC) (6.5 AC) (28.8 AC) (25.5 AC) EXISTING LAKE (8.8 AC) OPEN SPACE (22.1 AC) (8.47 AC) (17.0 AC) (44.0 AC) GOLF EXTENSION EXISTING GOLF (33.1 AC) (20.0 AC) (40.0 AC) ROSAMOND CROSSING (25.5 AC) (5.3 AC) (5.8 AC) (51.3 AC) (65.2 AC) (15.0 AC) (14.4 AC) (31.8 AC) (15.8 AC) (52.8 AC) (16.1 AC) EXISTING LAKE GOLF EXTENSION EXISTING GOLF (22.1 AC) (22.9 AC) (12.8 AC) (11.0 AC) (53.1 AC) (8.65 AC) (2.3 AC) (2.6 AC) AMENITY CENTER (13.8 AC) EXISTING LAKE OPEN SPACE GOLF EXTENSION EXISTING GOLF US-75 NUS-75 NUS-75 NC EXHIBIT D Development Standards 1 EXHIBIT D DEVELOPMENT REGULATIONS FOR LIBERTY HILLS The permitted uses and standards for development of the Property shall be in accordance with the Single- Family Residential District (SF-8.4), Single-Family Residential District (SF-7.2), Single-Family Residential District (SF-6.0), Mixed-Density Residential District (MD - Single-Family Garden Home, Single-Family Attached, Single-Family Duplex), Multi-Family Residential District (MF), Local Commercial District (C-1), Regional Commercial District (C-2), Mixed-Use District (MU), Light Industrial District (I-1), and Heavy Industrial District (I-2) of the Zoning Ordinance and applicable City Regulations, except as amended and modified in these Development Regulations and this Agreement including without limitation the City’s Planning and Development Regulations. Disclaimer: Zoning Ordinance modifications set forth herein are specifically related to the Property associated with this Development Agreement and shall not apply to any additional areas within or outside of the city limits. Illustrative Layout; Conflicts and Terms. 1. Development shall generally comply with Exhibit C – “Illustrative Layout”. Where there is a conflict between the Illustrative Layout and these Development Regulations, these Development Regulations shall control. 2. Changes to the Illustrative Layout which do not significantly alter the basic relationship of the proposed single-family development area to adjacent property and which do not significantly alter the uses permitted or significantly increase the density, building height, or coverage of the site and which do not significantly decrease the off-street parking ratio, reduce the yards provided at the boundary of the site, all as indicated in these Development Regulations, may be authorized by the Director of Development Services or his/her designee when the revised Concept Plan generally conforms to the intent of the original Planned Development. Significant changes to the Illustrative Plan shall be approved by City Council. A Concept Plan will be required as part of the zoning process and be approved by City council. Where there is a conflict between the Illustrative Layout and the Concept Plan, the concept Plan shall control. 3. These Development Regulations and the City’s Ordinances in effect at the time these Development Regulations were prepared shall control development of the project. Where there is a conflict between these Development Regulations and the City’s Zoning Ordinance, these Development Regulations shall control. Upon approval of a Planned Development District in accordance with these Development Regulations, the Planned Development shall control. 4. Terms that are not defined in these Development Regulations shall have the meanings ascribed to such terms in the City’s Zoning Ordinance or the Development Agreement, as applicable. When there is a conflict between the City’s Zoning Ordinance and the Development 2 Agreement, the Development Agreement shall control. 5. Allowable land uses are identified on Exhibit B – “Zoning District Map” of the Development Agreement. 6. Multi-family residential units shall be setback a minimum of 200’ from the approximate centerline of U.S. Highway 75. Single-family residential uses shall be setback a minimum of 800’ from the approximate centerline of U.S. Highway 75. A. Multi-family residential includes multi-family dwellings and dwellings within mixed-use buildings, and live-work units, B. Single-family uses include attached and detached single-family dwellings, two family dwellings, single-unit or duplex-unit park, and townhome units. 7. Maximum number of residential units (combined total of S-8.4, SF-7.2, SF-6.0, MF, MD, and MU districts): 5,000 units. A. Maximum number of MF and MU units 60% B. Maximum number of Single-Family and MD units 40% i. Maximum number of MD units 30% ii. Maximum number of SF-6.0 units 45% iii. Minimum number of SF-7.2 units 20% iv. Minimum number of SF-8.4 units 58 Lot sizes may be mixed within each area to provide additional options and character to the project. 8. Fencing: A. All fences backing or siding onto Standridge Boulevard, Mantua Parkway, CR 290 and CR 289 shall be solid masonry construction. B. All fences backing or siding on to creek corridors (greenbelts), linear park areas, or open space areas shall be ornamental metal fences, such as wrought iron or tubular steel. All wood privacy fencing between residences shall be at least six feet in height. Wood fencing shall be stained and sealed. Plastic and chain link fencing is prohibited. C. All fences backing or siding on to pocket parks, common areas and the project perimeter shall be uniform wood (board on board) construction measuring at least six feet in height. D. Allowable fencing materials are further identified on Exhibit D-1– “Fence Exhibit” of these Development Standards. 9. A minimum 20-foot-wide common area tract to be owned and maintained by the homeowners’ association will be required along both sides of Mantua Parkway, Standridge Boulevard, CR 290 and CR 289 as shown on the Illustrative Layout. Within the 20-foot-wide common area tract, Developer shall be required to plant one large tree (minimum of three-inch caliper and 3 seven feet height at the time of planting) per 50 linear feet of screening wall and one ornamental tree per 30 feet of screening wall. Trees may be grouped or clustered to facilitate site design. 10. Private Amenities: A. The creek corridors (greenbelts), pocket parks, and linear park areas shall be provided in the general locations shown on the Illustrative Layout; provided, however, that the final locations of the greenbelt, pocket parks and linear park areas shall be determined at the time of Concept Plan approval and may be approved in phases per platting approval. The Director of Development Services or his/her designee is authorized to administratively approve modifications to the locations of the creek corridors, pocket parks and linear park areas during the platting stage or the permitting stage. Developer may receive credit against Park Development and Park Dedication Fees for these areas as set forth in the Development Agreement. B. The location of the trail system shall be in general conformance with the Illustrative Layout; provided, however, that the final locations of the trail system shall be determined at the time of civil engineering plan approval and may be approved in phases per platting approval. The Director of Development Services or his/her designee is authorized to administratively approve modifications to the locations of the trail system during the platting stage or the permitting stage. C. Two private amenity center facilities shall be provided as part of the single- family development in the general locations shown on the Illustrative Layout. 11. Public Parks and Amenities: A. The creek corridors (greenbelts), linear park areas and trail system shown on the Illustrative Layout shall be accessible and open to the general public. Upon approval of the Park Board, City Council, and City staff of park land dedication documents and construction plans for park amenities and trail system improvements in-line with the Anna 2050 Parks, Open Space, Trails, & Recreation Master Plan, the Developer will receive credit against Park Development and Park Dedication Fees for these areas as set forth in the Development Agreement. 12. Infrastructure Improvements: As shown on the Illustrative Layout Mantua Parkway shall be dedicated with a 120’ R.O.W. as a 6 lane divided principal arterial; Rosamond Parkway shall be dedicated with a 120’ R.O.W. as a 6 lane divided principal arterial; Standridge Parkway shall be dedicated with a 90’ R.O.W. as a 4 lane divided arterial; Buddy Hayes Boulevard, between Rosamond Parkway and Mantua Parkway, shall be dedicated with an 80’ R.O.W. as a 4 lane undivided arterial; Buddy Hayes Boulevard, north of Mantua Parkway, shall be dedicated with an 80’ R.O.W. as a 4 lane undivided arterial; CR 289 shall be dedicated with a 120’ R.O.W. as a 6 lane divided principal arterial; CR 290 shall be dedicated with a 60’ R.O.W. 4 as a 2 lane undivided minor collector; and CR 371, west of Buddy Hayes Boulevard, shall be dedicated with a 60’ R.O.W. as a 2 lane undivided minor collector. 5 ARTICLE 9.02 SUBDIVISION REGULATIONS (For the purpose of this document, Deletions of certain regulation provisions that are not applicable are indicated in strikethrough text and Additions or Changes (i.e., added or revised development standards that are in addition to or differ from existing regulation provisions) are indicated with Green text.) 1. Sec. 9.02.086 Sidewalks (a) Provided in Residential and Nonresidential Areas (1) Pedestrian concrete walkways (sidewalks) not less than the following width shall be provided along both sides of newly constructed streets as follows: Street Type Sidewalk Width Arterial 6 feet Divided and undivided collector 6 feet Neighborhood collector 6 feet Local residential 6 feet 5 feet (2) Construction standards for sidewalks shall be as set forth in the City’s design standards. (3) Concrete trails identified on the Illustrative Layout shall be 10 feet wide. 6 ARTICLE 9.03 DESIGN STANDARDS 1. Sec. 2 Streets Table 2.1 GEOMETRIC DESIGN STANDARDS Design Element Principal Arterial Divided Minor Arterial Divided Minor Arterial Undivided Major Collector Undivided Minor Collector Undivided Local Number of Traffic Lanes 6 4 4 4 2 2 Maximum Lane Width (Feet) 12 12 12 11 11+ 15 Minimum RW Width * (Feet) 120 90 80 80 60 50 Design Speed (MPH) 45 40 40 40 35 25 Stopping Sight distance (Feet) 400 325 325 325 325 325 Median Width ** (Feet) 16 14 14 - - - Minimum Lateral Clearance (feet) 6 6 6 6 6 - Parking Permitted No No No No Com. Some / Res. Yes Res. Yes Minimum Horizontal Centerline Curvature (Feet) 1200 850 850 Com. 700 Res. 600 Com. 500 Res. 350 Res. 200 Elbow 50’ * RIGHT-OF-WAY REQUIREMENTS FOR STATE HIGHWAY AND/OR THE PROVISION OF RIGHT TURN LANES OR OTHER INTERSECITON IMPROVMEENTS MAY EXCEED THIS MINIMUM RW STANDARDS. ** LARGER MEDIANS MAY BE REQUIRED TO PROVDE FOR MULTIPLE TURN LANES. *** LOCAL RESIDNETIAL CULD-DE-SACS SHALL HAVE A MINIMUM RW RADIUS OF FIFTY FEET (50’). 7 ARTICLE 9.04 ZONING ORDINANCE 1. Sec. 9.04.014 Single-Family Residential (SF-8.4) District (c) Dimensional Standards. Development in the Single-Family Residential (SF-8.4) district shall follow Table 7: Single-Family Residential (SF-8.4) District Dimensional Standards. Table 7: Single-Family Residential (SF-8.4) District Dimensional Standards Single-Family Residential (SF-8.4) District Dimensional Standards Lot Requirements A Lot Area (min.) 8,400square feet 1 B Lot Width (min.) 70 feet C Lot Depth (min.) 120 feet 1 D Lot Coverage (max.) 50% 65%1 Setback Requirements E Front Yard (min.) 15 feet 2 F Rear Yard (min.) 20 feet 3 G Side Yard (min.) 7 5 feet H Corner Side Yard (min.) 15 feet Building Requirements I Building Height (max.) 35 feet J Minimum Building Square Footage4 100% - 2,200 sf 50% - 2,800 sf Additional Applicable Requirements within the Zoning Ordinance Sec. 9.04.041 – Dimensional Regulations Sec. 9.04.042 – Site Design Requirements Sec. 9.04.043 – Parking Sec. 9.04.044 – Loading Sec. 0.04.045 - Landscaping Sec. 9.04.046 – Screening and Fencing Sec. 9.04.047 – Outdoor Lighting Sec. 9.04.048 – Trash Sec. 0.04.049 – Performance Standards 1 For lots located in cul-de-sacs or at knuckles lot area shall be reduced to 7,000 square feet; lot depth shall be reduced to 100 feet; and lot coverage shall be increased to 70%. 2 Front facing garage doors shall be no closer than 20 feet from the front property line. 3 Covered, non-enclosed patios may encroach up to 5’. 4 Minimum Building Square Footage shall mean the net internal building square footage of air-conditioned interior space. 8 2. Sec. 9.04.015 Single-Family Residential (SF-7.2) District (c) Dimensional Standards. Development in the Single-Family Residential (SF-7.2) district shall follow Table 8: Single-Family Residential (SF-7.2) District Dimensional Standards. Table 8: Single-Family Residential (SF-7.2) District Dimensional Standards Single-Family Residential (SF-7.2) District Dimensional Standards Lot Requirements A Lot Area (min.) 7,200 square feet 1 B Lot Width (min.) 60 feet C Lot Depth (min.) 120 feet 1 D Lot Coverage (max.) 50% 60% 1 Setback Requirements E Front Yard (min.) 15 feet 2 F Rear Yard (min.) 20 feet 3 G Side Yard (min.) 5 feet H Corner Side Yard (min.) 15 feet Building Requirements I Building Height (max.) 35 feet J Minimum Building Square Footage4 100% - 1,800 sf 75% - 2,200 sf 50% - 2,400 sf Additional Applicable Requirements within the Zoning Ordinance Sec. 9.04.041 – Dimensional Regulations Sec. 9.04.042 – Site Design Requirements Sec. 9.04.043 – Parking Sec. 9.04.044 – Loading Sec. 0.04.045 - Landscaping Sec. 9.04.046 – Screening and Fencing Sec. 9.04.047 – Outdoor Lighting Sec. 9.04.048 – Trash Sec. 0.04.049 – Performance Standards 1 For lots located in cul-de-sacs or at knuckles lot area shall be reduced to 7,000 square feet; lot depth shall be reduced to 100 feet; and lot coverage shall be increased to 70%. 2 Front facing garage doors shall be no closer than 20 feet from the front property line. 3 Covered, non-enclosed patios may encroach up to 5’. 4 Minimum Building Square Footage shall mean the net internal building square footage of air-conditioned interior space. 9 3. Sec. 9.04.016 Single-Family Residential (SF-6.0) District (c) Dimensional Standards. Development in the Single-Family Residential (SF-6.0) district shall follow Table 9: Single-Family Residential (SF-6.0) District Dimensional Standards. Table 9: Single-Family Residential (SF-6.0) District Dimensional Standards Single-Family Residential (SF-6.0) District Dimensional Standards Lot Requirements A Lot Area (min.) 6,000 square feet 1 B Lot Width (min.) 50 feet C Lot Depth (min.) 120 feet 1 D Lot Coverage (max.) 50% 65% 1 Setback Requirements E Front Yard (min.) 20 15 feet 2 F Rear Yard (min.) 20 feet 3 G Side Yard (min.) 5 feet H Corner Side Yard (min.) 15 feet Building Requirements I Building Height (max.) 35 feet J Minimum Building Square Footage4 100% - 1,700 sf 75% - 2,000 sf 50% - 2,200 sf Additional Applicable Requirements within the Zoning Ordinance Sec. 9.04.041 – Dimensional Regulations Sec. 9.04.042 – Site Design Requirements Sec. 9.04.043 – Parking Sec. 9.04.044 – Loading Sec. 0.04.045 - Landscaping Sec. 9.04.046 – Screening and Fencing Sec. 9.04.047 – Outdoor Lighting Sec. 9.04.048 – Trash Sec. 0.04.049 – Performance Standards 1 For lots located in cul-de-sacs or at knuckles lot area shall be reduced to 7,000 square feet; lot depth shall be reduced to 100 feet; and lot coverage shall be increased to 70%. 2 Front facing garage doors shall be no closer than 20 feet from the front property line. 3 Covered, non-enclosed patios may encroach up to 5’. 4 Minimum Building Square Footage shall mean the net internal building square footage of air-conditioned interior space. 10 4. Sec. 9.04.017 Mixed-Density Residential (MD) District (c) Dimensional Standards. Development in the Mixed-Density Residential (MD) district shall follow Table 10: Mixed-Density Residential (MD) District Single-Family Garden Home, Single-Family Attached, Duplex Dimensional Standards. Table 10: Mixed-Density Residential (MD) District Dimensional Standards Mixed-Density Residential (MD) District Single-Family Garden Home Dimensional Standards Lot Requirements A Lot Area (min.) 4,500 4,800 square feet B Lot Width (min.) 25 feet C Lot Depth (min.) 80 feet D Lot Coverage (max.) 60% 70% Setback Requirements E Front Yard (min.) 10 15 feet 1 F Rear Yard (min.) 10 20 feet 2 G Side Yard (min.) 5 feet H Corner Side Yard (min.) 10 15 feet Building Requirements I Building Height (max.) 35 feet J Minimum Building Square Footage 3 100% - 1,500 sf 75% - 1,800 sf 50% - 2,000 sf Additional Applicable Requirements within the Zoning Ordinance Sec. 9.04.041 – Dimensional Regulations Sec. 9.04.042 – Site Design Requirements Sec. 9.04.043 – Parking Sec. 9.04.044 – Loading Sec. 0.04.045 - Landscaping Sec. 9.04.046 – Screening and Fencing Sec. 9.04.047 – Outdoor Lighting Sec. 9.04.048 – Trash Sec. 0.04.049 – Performance Standards 11 Mixed-Density Residential (MD) District Single-Family Attached Dimensional Standards Lot Requirements A Lot Area (min.) 4,500 2,400 square feet per unit B Lot Width (min.) 25 feet C Lot Depth (min.) 80 70 feet D Lot Coverage (max.) 60% 70% Setback Requirements E Front Yard (min.) 10 15 feet 1 F Rear Yard (min.) 10 15 feet 2 G Side Yard (min.) 5 0 feet / 10 feet between buildings or 10 feet for each end-unit lot H Corner Side Yard (min.) 10 15 feet Building Requirements I Building Height (max.) 35 feet J Minimum Building Square Footage 3 1,800 square feet per unit Additional Applicable Requirements within the Zoning Ordinance Sec. 9.04.041 – Dimensional Regulations Sec. 9.04.042 – Site Design Requirements Sec. 9.04.043 – Parking Sec. 9.04.044 – Loading Sec. 0.04.045 - Landscaping Sec. 9.04.046 – Screening and Fencing Sec. 9.04.047 – Outdoor Lighting Sec. 9.04.048 – Trash Sec. 0.04.049 – Performance Standards Mixed-Density Residential (MD) District Duplex Dimensional Standards Lot Requirements A Lot Area (min.) 4,500 2,400 square feet per unit B Lot Width (min.) 25 feet C Lot Depth (min.) 80 feet D Lot Coverage (max.) 60% Setback Requirements E Front Yard (min.) 10 15 feet 1 F Rear Yard (min.) 10 15 feet 2 G Side Yard (min.) 5 0 feet / 10 feet between buildings H Corner Side Yard (min.) 10 15 feet Building Requirements I Building Height (max.) 35 feet J Minimum Building Square Footage 3 1,500 square feet per unit Additional Applicable Requirements within the Zoning Ordinance Sec. 9.04.041 – Dimensional Regulations Sec. 9.04.042 – Site Design Requirements Sec. 9.04.043 – Parking Sec. 9.04.044 – Loading Sec. 0.04.045 - Landscaping Sec. 9.04.046 – Screening and Fencing Sec. 9.04.047 – Outdoor Lighting Sec. 9.04.048 – Trash Sec. 0.04.049 – Performance Standards 1 Front facing garage doors shall be no closer than 20 feet from the front property line. 2 Covered, non-enclosed patios may encroach up to 5’. 3 Minimum Building Square Footage shall mean the net internal building square 12 footage of air-conditioned interior space. 5. Sec. 9.04.018 Multi-Family Residential (MF) District (c) Dimensional Standards. Development in the Multi-Family Residential (MF) district shall follow Table 11: Multi-Family Residential (MF) District Dimensional Standards. Table 11: Multi-Family Residential (MF) District Dimensional Standards Multi-Family Residential (MF) District Dimensional Standards Lot Requirements A Lot Area (min.) 5,000 square feet B Lot Width (min.) 50 feet C Lot Depth (min.) 120 90 feet D Lot Coverage (max.) 50% 90% Setback Requirements E Front Yard (min.) 25 feet F Rear Yard (min.) 20 feet G Side Yard (min.) 10 5 feet H Corner Side Yard (min.) 25 feet Building Requirements I Building Height (max.) 70 feet Additional Applicable Requirements within the Zoning Ordinance Sec. 9.04.041 – Dimensional Regulations Sec. 9.04.042 – Site Design Requirements Sec. 9.04.043 – Parking Sec. 9.04.044 – Loading Sec. 0.04.045 - Landscaping Sec. 9.04.046 – Screening and Fencing Sec. 9.04.047 – Outdoor Lighting Sec. 9.04.048 – Trash Sec. 0.04.049 – Performance Standards (d) Special Regulations. 1. Minimum lot areas for attached single-family and two-family dwellings shall be 2,400 square feet per dwelling unit. 2. Lot width for a lot containing attached single-family and two-family dwellings shall be no less than 20 feet per ground floor unit plus side yard requirements. 3. No lot containing multi-family dwelling units shall contain less than 10,000 5,000 square feet. 4. No lot containing a Single-Unit or Duplex Unit Park shall contain less than 20,000 10,000 square feet. 5. No building in a Single-Unit or Duplex Unit Park, attached single-family dwelling, two-family dwelling, or Townhome Unit shall exceed a height of 35 65 feet. 6. Any building with multiple stories and greater than 35 45 feet tall shall comply with the regulations specified in Sec. 9.04.041(h). 7. When a multi-family dwelling exceeds one story in height, automatic sprinkler system shall be installed in accordance with existing fire codes and each building shall have two points of entry or exit. 8. The maximum density for a multi-dwelling is 25 units per acre. 9. The maximum density for a Townhome Unit or Single-Unit or Duplex Unit Park is 12 18 units per acre. 10. The corner side yard for “key lots” shall meet the minimum front yard setback requirements. 13 6. Sec. 9.04.025 Thoroughfare Overlay (THOR) District (c) Dimensional Standards. (1) Building lots along a highway, as designated by the Master Thoroughfare Plan, shall be a minimum of 0.75 one acre. (2) The nonresidential minimum lot width is 60100 feet. (3) The nonresidential minimum front yard setback is 50 feet (for front yards facing the thoroughfare). 7. Sec. 9.04.028 Use Table Table 19: Use Table Land Use MF MU DT ND Use-Specific Standards Parking Standards Multi-Family Dwelling P P S Sec. 9.04.029(c) 1/1 BRU; 2/2 & 3 BRU +0.25/Unit for visitors (50 25% of required parking is covered, not including visitor parking) Land Use I-1 I-2 Use-Specific Standards Parking Standards Self Storage (Mini- Warehouse) P Sec. 9.04.035(b) 1/30 storage units 1/20,000 gross floor area (at least 5 spaces required) Land Use SF8.4 SF- 7.2 SF- 6.0 MD MF C-1 C-2 MU I-1 I-2 Radio, TV, or Microwave Operations, Commercial S S S S S P S P S P S P S P S P S P 8. Section 9.04.041 Dimensional Regulations (h) Stepback Regulations (1) Stepback regulations apply to all new building construction and all additions with multiple stories and a height greater than 35 45 feet located adjacent to residential zoning districts (SF-8.4, SF-7.2, SF-6.0, & MD) and existing single-family uses but do not apply when an improved public street or railroad right-of-way separates the new building construction from the existing residential zoning district or single- family residential use. 14 (2) A 25-foot stepback applies for each additional story after the second third story exceeding 35 45 feet in height (See Figure 7: Stepback Exhibit). 9. Section 9.04.042 Site Design Requirements (c) Single-Family and Two-Family Residential Standards. (5) House Repetition. (A) Within residential developments, single-family and two-family dwellings with substantially identical exterior elevations can only repeat every four (4) lots when fronting the same right-of-way including both sides of the street. (B) Homes side by side or across the street within one house (directly across the street or “caddy corner’ across the street) shall not have substantially identical exterior elevations. (6) Building Materials (A) Exteriors. The exterior of each primary residence on a Lot shall be constructed in accordance with the Building Material Guidelines table below. (B) “Masonry” may include brick or stone stacked and mortared in place (stone means granite, limestone, marble, or other naturally occurring stone), stucco consisting of exterior Portland cement, hand-applied in three coats to a minimum thickness of three-quarters of an inch (3/4”), concrete tilt-wall or other concrete finish techniques, or other similar products. For all exterior plan types, cementitious siding products may be used in areas where it is not structurally feasible to support brick or stone. Building Material Guidelines First Floor A minimum of 85 percent masonry is required. The front and sides of each elevation must be masonry, with only the rear to have other materials. Rear masonry is required on any house that backs to Mantua Parkway or Standridge Parkway. Front Elevation In addition, second floor side elevations shall have the masonry turn the corner and continue a minimum of two (2) feet on interior lots and four (4) feet on corner lots, unless the sidewall is over a roof. 15 Masonry Materials o Brick ▪ Brick shall meet specifications established by the Brick Institute of America. ▪ Concrete brick is not allowed. ▪ Jumbo bricks are not allowed. o Mortar Joints ▪ Mortar joints shall be tooled; no “slump” joints are permitted. Non-Masonry Materials o Siding ▪ Siding material may be cementitious Hardie-Plank or fiber planking. ▪ Plywood, particle board and vinyl are prohibited. o Trim/Wood ▪ All trim and wood shall be smooth and painted or stained. ▪ Stained wood must be sealed. o Metal ▪ Exposed metals must be anodized aluminum, bronze, copper or painted galvanized steel. Exclusions. Roofs, eaves, dormers, soffits, windows, gables, doors, garage doors, decorative trim, and trim work are not required to be constructed of masonry. Prohibited Elements. Highly reflective finishes on exterior surfaces (other than non- mirrored glass or on surfaces of hardware fixtures). Mirrored glass. (7) Roofs & Chimneys (A) Accepted Roof Materials. Roofing materials shall be limited to architectural shingles of weathered wood or black colored, non-reflective metal, clay, tile or architectural composition shingles with a minimum rating of 30 years. All shingles must meet or exceed applicable local, FEMA, FHA and VA regulations. No three- tab shingles are permitted. (B) Chimneys. Chimney style must be appropriate for the style of the home and may be brick or other masonry matching with the same permitted colors and materials as permitted on the body of the house; provided however, that any chimney located on the interior portion of the roof may also include cementitious materials solely or in addition to the brick or other masonry. If a chimney or fireplace chase is located on the side of a residence, then it is required to be constructed of masonry. (8) Gutters/Downspouts/Drains (A) All residences shall be constructed with gutters and downspouts. Gutters and downspouts shall match the color of the existing trim of the residence. Downspout drains shall be placed to convey stormwater in accordance with the grading and drainage plans for the lot and the development. 16 (9) Floor Plate (A) The minimum Plate height for the first floor shall be nine (9) feet; 8 -ft floor plate along a side elevation that are disguised across the front elevation and that “pop- up” to 9-feet within the residence is allowed. In addition, the minimum combined plate height for two story elevations shall not be less than eighteen (18) feet. (10) Landscape (A) A minimum of two (2) trees is required per lot. All introduced vegetation shall be trees, shrubs, vines, ground covers, seasonal flowers or sodded grasses that are commonly used in North Texas for landscaping purposes. Landscape borders shall be constructed with steel edging, bender board or mortared masonry that is comparable to the masonry of the home. (11) Screening and Placement (A) Mechanical equipment, trash receptacles, equipment, wood piles and other miscellaneous outdoor storage must be visually screened from public view and neighboring Lots by a solid screening wall/fence or landscaping sufficient for screening. (d) Multi-Family Residential Standards (1) Building Materials (A) The exterior of each multi-family building shall be a minimum of: a. 80 percent masonry on the front façade of the first floor b. 70 percent on the side façade of the first floor c. 30 percent on the rear façade of the first floor d. 25 percent on all facades for all other floors (B) “Masonry” may include brick or stone stacked and mortared in place (stone means granite, limestone, marble, or other naturally occurring stone), stucco consisting of exterior Portland cement, hand-applied in three coats to a minimum thickness of three-quarters of an inch (3/4”), or other concrete finish techniques, or other similar products. For all exterior plan types, cementitious siding products may be used in areas where it is not structurally feasible to support brick or stone. (C) Brick a. Brick shall meet specifications established by the Brick Institute of America. b. Concrete brick is not allowed. (D) Mortar Joints a. Mortar joints shall be tooled; no “slump” joints are permitted. (E) Non-Masonry Materials a. Siding – Siding material may be cementitious Hardie-Plank or fiber planking. Plywood, particle board and vinyl are prohibited. b. Trim/Wood – All trim and wood shall be smooth and painted or 17 stained. Stained wood must be sealed. c. Metal - Exposed metals must be anodized aluminum, bronze, copper or painted galvanized steel. (2) Building Articulation (C) Horizontal wall plans longer than 40 85 feet in length shall be segmented into smaller sections by a structural or ornamental minor façade offset (recess or projection) of a minimum 2 feet deep and 810 feet wide. (B) The height of those offsets is equal to the building’s height at the location of the offset. (3) Roof Treatment (A) Pitched or flat roofs are permitted. (B) A parapet wall is allowed if constructed to prevent flat roof visibility. (4) Fenestration (A) Any glass with a visible light reflectance rating of 25% or greater is prohibited. (5) Elements. A multi-family development is required to provide at least two two of the following elements: (A) At least one dormer is provided for each roof plane over 1,000 square feet in area that faces a street. The dormer must be appropriately scaled for the roof plane and shall not be wider than the windows on the building elevations; (B) All windows feature shutters. The shutters provided must be operational or appear operational and must be in scale with the corresponding window; (C) All windows are emphasized through the use of molding / trim around the windows, plat ledge, sills, shaped frames, awnings, or another similarly related architectural elements; (D) Downspouts associated with gutters are internally incorporate into the building’s construction rather than attached to the building after the construction of the façade is complete. (E) Other similar architectural features as approved by the Director. (E) The primary entrance for all buildings shall feature a protected entry through the use of a recessed entry, porte-cochere, awning, canopy, or similar feature that serves the same purposes. The covering shall be at least three feet in depth when measured from the face of the adjoining façade. Not required for accessory buildings. 18 (F) Screening fence: Border fencing material shall be either masonry construction or wrought iron, tubular steel, or tubular aluminum with masonry columns. Additionally, an irrigated landscape screen, minimum height of 6 feet, shall be installed within a 10-foot landscape buffer along the property line on any perimeter not abutting a public street or right-of-way. The landscape screen must grow to a height of at least 10 feet within 2 years of installation. (G) Other similar architectural features as approved by the Director. (6) Amenities. (A) A multi-family development shall provide the required amount of amenities prescribed in Table 23: Required Amenities. Table 23: Required Amenities Number of Units Required Amenities 1 – 10 None 11 – 50 1 51 – 100 2 101 – 200 3 201 – 300 4 301 + 5 (B) The amenities below may be used to fulfill the requirements of Table 23: Required Amenities. Each amenity counts as one required amenity towards the requirements in Table 23: Required Amenities. However, multiples of the same amenity do not count towards the requirements in Table 23: Required Amenities. Additionally, to provide flexibility in development design, the Director may approve different amenities that agree with the purpose of this Sec. 9.04.042. i. Swimming pool (minimum 1,000 square foot surface areas) with cooling deck (minimum ten feet wide in all areas); ii. Jacuzzi or hot tub area (minimum 50 square foot area); iii. At least four barbeque grills or one grill per 100 units, whichever is greater, with shaded seating areas, all barbeque grills shall be: a. Serviced with propane or other gas, and b. Be built into a structure incorporated into an adjacent amenity (i.e., pool or seating areas); iv. Ramada(s), arbor(s), and/or trellis(es) covering at least 1,000 400 square feet of recreation space; 19 v. Child play lot (minimum 3,000 1,000 square foot areas) with equipment specifically designed to meet the following three age cohorts: 0-2 years old, 2-5 years old, and 5-12 years old; vi. A splash pad (water play amenity for children) that is a minimum of 1,000 square feet in areas that: 1. Is enclosed by a gated and access limited minimum five-foot tall vinyl-coated chain link fence or other decorate fencing material approved by the Director of Development Services. vii. A dog park that is at least 5,000 2,500 square feet in areas that: a. Is enclosed by a minimum five-foot tall vinyl-coated chain link fence; b. Uses grass, wood chips, or a combination of the two as surface materials, and c. Provides at least two dog waste stations that includes a bag dispenser and waste receptacle installed along the perimeter of the enclosure for every 2,400 square feet of the associated dog park. viii. Regulation-size volleyball, basketball, tennis, or similarly related playing court. ix. Golf putting green (minimum 1,000 square feet); x. Fitness center/weight room (minimum 500 square feet); xi. Business center (minimum 500 square feet); xii. Media room (minimum 500 square feet). (f) Nonresidential Standards (7) Building Articulation (D) Single- and multi-tenant buildings < 50,000 square feet i. All buildings shall utilize façade offsets and appropriate fenestration, to add variation and visual interest to an elevation and to break up long uninterrupted walls or elevations. ii. Elevations that are 50 feet or longer in horizontal length require at least two offsets (projection or recess) from the primary façade plane of at least 18 inches deep and 4 feet wide. 20 iii. The height of those offsets is equal to the building’s height at the location of the offset . (E) Single- and multi-tenant buildings 50,000 square feet and larger i. All buildings shall utilize either façade offsets and appropriate fenestration, color variations, alternative building materials, or other architectural treatments, to add variation and visual interest to an elevation and to break up long uninterrupted walls or elevations. ii. Elevations that are 50 feet or longer in horizontal length require at least one of the following: at least two offsets (projection or recess) from the primary façade plane of at least 18 inches deep and 4 feet wide, color variations, alternative building materials, or other architectural treatments. iii. The height of those offsets, color variations, alternative building materials, or other architectural treatments is equal to the building’s height at the location of the offset application. (8) Roof Treatment (C) Long uninterrupted roof lines and planes shall be broken into smaller segments through the use of scaled gables or dormers, change in height, changes in roof form, type or planes that typically correspond to offsets in the building’s façade, or other appropriate architectural elements. (D) Parapet roof lines shall feature a well-defined cornice treatment or another similar element to visually cap each building elevation. (9) Fenestration (A) Single- and multi-tenant buildings < 50,000 square feet : The use of recessed windows, awnings, sills, drip caps, projecting trim casing or surrounds, projecting muntins or mullions, and other elements is required. (B) Single- and multi-tenant buildings 50,000 square feet and larger do not require fenestration. (C) Any glass with a visible light reflectance rating of 25% or greater is prohibited. (10) Elements. All buildings or developments shall be required to provide at least two of the following elements: (B) The primary entrance for all buildings shall feature a protected entry through the use of a recessed entry, porte-cochere, awning, canopy, or similar feature that serves the same purposes. The covering shall be at least three fe et in depth when measured from the face of the adjoining façade. (C) All building elevations shall feature at least two facade offsets (recess or projection) five feet in depth for every 50 feet of horizontal length. 21 (D) All building elevations shall feature at least three two distinct roof lines or a roof parapet with cornice design or similar element. (E) All primary and secondary building entrances, excluding emergency exits and service doors, feature a recessed entry, canopy, awning, or similar sheltering feature of at least 50 square feet. (F) Single- and multi-tenant buildings greater than 50,000 square feet shall provide least one of the following: at least two offsets (projection or recess) from the primary façade plane of at least 18 inches deep and 4 feet wide, color variations, alternative building materials, or other architectural treatments. 10. Section 9.04.044 Loading (d) Standards. (11) Location. A loading space: (B) Must be located within the same development as the building or use served; (C) Is prohibited from projecting into a sidewalk, street, or public right -of-way, including any maneuvering area; (D) Is prohibited from being located between the front building line and the lot line; (E) Must be placed to the rear or side of buildings in visually unobtrusive locations; (F) Must be set back a minimum distance of 100 feet (35 feet for Self-Storage (Mini- Warehouse) from any adjacent residential zoning district or use; (G) Must be se back a minimum distance of 50 feet from any public street or front property line; and (H) Must be oriented away from the street frontage. 11. Section 9.04.045 Landscaping (f) Minimum Landscaping Requirements. (2) Parking Lots. (A) Landscape areas within parking lots shall be at least 180 162 square feet in size with approximate dimensions of 10 9 feet wide by 18 feet deep. (h) Tree Preservation. 22 (1) All tree preservation shall comply with the regulations of this subsection (h) in addition to the requirements established in Article 9.07. Trees located with the tree preservation areas identified on Exhibit D-2 "Tree Preservation Exhibit” shall be preserved with the exception of trees that must be removed to allow for the construction of public infrastructure improvements. (2) The Developer shall plant one large tree (minimum of three-inch caliper and seven feet height at the time of planting) per 50 linear feet of screening wall and one ornamental tree per 30 feet of screening wall. Trees may be grouped or clustered to facilitate site design. (3) The Developer shall plant a minimum of two front yard trees on each residential lot at the time of home completion. Front yard trees shall measure a minimum three - inch caliper and seven feet height at the time of planting and shall conform with the City’s approved plant list. (4) Any trees preserved on a site meeting these specifications may be credited t oward meeting the tree requirement of any landscaping provision of this section for that area within which they are locate, according to Table 28: Tree Preservation Credits, depending on the applicant’s preference to accept or decline the credit. For purposes of this section, caliper measurement shall be taken at DBH above the ground and rounded to the nearest whole number. (5) Existing trees may receive credit if they are not on the City’s approved plant material list but are approved by the Director; however, trees must be located within the landscape areas to which credit is applied. (6) Any tree perseveration proposed shall designate the species, size, and general location of all trees on the conceptual or general landscape plan. The final landscape plan shall show the species, size, and exact location. (7) During any construction or land development, the developer shall clearly mark all trees to be maintained and may be required to erect and maintain protective barriers around all such trees or groups or trees. The applicant shall not allow the movement of heavy equipment or the storage of equipment, materials, debris, or fill to be placed within the drip line of any trees. This is not intended to prohibit the normal construction requirement within parking lots. (8) During the construction stage of development, the applicant shall not allow the cleaning of equipment or material under the canopy of any tree or group of trees to remain. Neither shall the applicant allow the disposal of ay waste materials, such as, but not limited to, paint, oil, solvents, asphalt, concrete, mortar, etc., under the canopy of any tree to remain. No attachment or wires of any kind, other than those of a protective nature, shall be attached to any tree. ARTICLE 9.05 SIGN ORDINANCE 1. Section 9.05.018 Detached Signs 23 (d) Subdivision Entry Signs (1) Definition. Subdivision Entry Sign. A sign which may be a freestanding monument or attached to a subdivision wall located at the entry of a platted subdivision from a local, collector, or arterial street. (2) Standards. Generally. Table 3-7 establishes the standards for subdivision entry signs. Table 3-7: Subdivision Entry Sign Standards Sign District → Requirement ↓ AE SF MR CM MU DT IN General Allowed? Y Y Y N Y N Y Permit Required? Y Y Y -- Y -- Y Number per entrance (max.) 1 2 2 -- 2 -- 2 Dimensions Sign Area (max.) 150 sf 200 sf 150 sf -- 150 sf 200 sf -- 150 sf Sign Height (max). 6 ft 6 ft 15 ft 6 ft -- 6 ft 15 ft -- 8 ft Setbacks 24 From ROW 5 ft 5 ft 5 ft -- 5 ft -- 5 ft Features Electronic Message Center N N N -- N -- N Changeable Copy N N N -- N -- N Channel Letters Y Y Y -- Y -- Y Internal Illumination N N N -- N -- N External Illumination Y Y Y -- Y -- Y Halo Illumination Y Y Y -- Y -- Y Additional Information Key Y = yes, a permit is required or the feature is allowed | N = no/ not allowed | NR = the sign type or characteristic is allowed for nonresidential uses only | sf = square feet | ft = feet | “-“ = the standard does not apply Sign District Summary AE = AG district and ETJ | SF = SF-20.0- SF-6.0 districts | MR = MD and MF districts | CM = C-1 and C-2 districts |MU = MU district | DT = DT district | IN = I-1 and I-2 districts (B) Number and Location (i) Two (2) subdivision entry signs may be located at the intersection of a collector or arterial street and an entry street or private driveway into a subdivision. The signs shall be configured as follows. a. Two (2) signs with one (1) sign face each located on opposite sides of the entry street private driveway; b. One (1) sign with two (2) faces located within a landscaped areas dividing two (2) one-way entry streets or private driveways; c. One (1) sign located on one (1) side of the entry street or private driveway; or d. One (1) sign located on an archway above the entry street or private driveway (ii) Subdivision entrances from a right-of-way greater than 60 feet shall require signage. Secondary entrance connecting to other neighborhoods may be 25 allowed but are not required. (C) Design and Installation. (i) Subdivision entry signs shall be constructed with stone, brick, concrete, metal, routed wood planks or beams, or similar durable, weatherproof materials. (ii) All subdivision entry signs shall be landscaped around the base of the sign in an area equal to four square feet for each square foot of sign areas. In case where the location of the sign could not accommodate such landscape areas, the area may be reduced up to 50% at the Directors’ discretion. (iii) When electrical service is provided to a subdivision entry sign, all electrical service shall be underground. ARTICLE 9.07 TREE PRESERVATION The tree preservation ordinance is removed in its entirety and replaced with the following: Trees located with the tree preservation areas identified on Exhibit D-2 "Tree Preservation Exhibit” shall be preserved with the exception of trees that must be removed to allow for the construction of public infrastructure improvements. The Developer shall plant one large tree (minimum of three-inch caliper and seven feet height at the time of planting) per 50 linear feet of screening wall and one ornamental tree per 30 feet of screening wall. Trees may be grouped or clustered to facilitate site design. The Developer shall plant a minimum of two front yard trees on each residential lot at the time of home completion. Front yard trees shall measure a minimum of three-inch caliper and seven feet height at the time of planting and shall conform with the City’s approved plant list. PHASE 2 PHASE 1 PHASE 4 PHASE 3 PHASE 5 PHASE 6 PHASE 7 PHASE 9 PHASE 10 PHASE 11 PHASE 12 PHASE 13 PHASE 14 PHASE 15 PHASE 16 PHASE 8 PHASE 10 PHASE 16 STANDRIDGE BLVDROAD B ROAD A ROAD DBUDDY HAYES BLVDROAD CMANT U A P K W Y MANTUA PKWY ROAD E MANTUA PKWY CR 290BUDDY HAYES BLVDUS HWY 75COLLINMCKINNEYPKWYCR 289THORNTON CR 371 LIBERTY HILLS FENCE EXHIBIT SCALE: NTS NORTH EXHIBIT D-4 ROSAMOND PKWY FENCE TYPE WOOD FENCE ORNAMENTAL METAL MASONRY FENCE TYPES ARE CONCEPTUAL AND SUBJECT TO CHANGE AT TIME OF FINAL DESIGN. D-1 LIBERTY HILLS SCALE: NTS NORTHEXHIBIT D-2 TREE PRESERVATION EXHIBITPRESERVED CANOPY REMOVED CANOPY CANOPY IN FLOODPLAIN 100-YR FLOODPLAIN LIMITS EXHIBIT E Authorized Improvements and Budgeted Costs LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (PHASES 9-16) APRIL 26, 2024 A. CLEARING & EXCAVATION A.1 CLEARING & EXCAVATION - MANTUA PARKWAY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 1.6 $2,400 1.6 $2,400 UNCLASSIFIED EXCAVATION CY $3.50 0 $0 0 $0 0 $0 0.00 $0 0 $0 0 $0 0 $0 5,162.67 $18,069 5,162.7 $18,069 4' MOISTURE CONDITIONING CY $3.75 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 10,325 $38,720 10,325.3 $38,720 TESTING CY $0.30 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 5,163 $1,549 5,162.7 $1,549 TOTAL CLEARING & EXCAVATION - MANTUA PKWY $0 $0 $0 $0 $0 $0 $0 $60,738 $60,738 A.2 CLEARING & EXCAVATION - STANDRIDGE PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 1.6 $2,367 3.5 $5,218 1.4 $2,141 0.0 $0 1.4 $2,167 0.0 $0 0.0 $0 0.0 $0 7.9 $11,893 UNCLASSIFIED EXCAVATION CY $3.50 5,091 $17,818 11,224 $39,284 4,606 $16,120 0 $0 4,662 $16,315 0 $0 0 $0 0 $0 25,582.1 $89,538 4' MOISTURE CONDITIONING CY $3.75 10,182 $38,182 22,448 $84,181 9,211 $34,542 0 $0 9,323 $34,962 0 $0 0 $0 0 $0 51,164.3 $191,866 TESTING CY $0.30 5,091 $1,527 11,224 $3,367 4,606 $1,382 0 $0 4,662 $1,398 0 $0 0 $0 0 $0 25,582.1 $7,675 TOTAL CLEARING & EXCAVATION - STANDRIDGE PKWY $59,894 $132,050 $54,185 $0 $54,843 $0 $0 $0 $300,971 A.3 CLEARING & EXCAVATION - ROAD D DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 1.4 $2,088 1.4 $2,088 UNCLASSIFIED EXCAVATION CY $3.50 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4,492 $15,722 4,491.9 $15,722 4' MOISTURE CONDITIONING CY $3.75 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 8,984 $33,689 8,983.9 $33,689 TESTING CY $0.30 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4,492 $1,348 4,491.9 $1,348 TOTAL CLEARING & EXCAVATION - ROAD D $0 $0 $0 $0 $0 $0 $0 $52,847 $52,847 A.4 CLEARING & EXCAVATION - BUDDY HAYES BLVD DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 3.3 $4,896 2.7 $4,105 6.0 $9,001 UNCLASSIFIED EXCAVATION CY $3.50 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 10,532 $36,861 8,830 $30,904 19,361.7 $67,766 4' MOISTURE CONDITIONING CY $3.75 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 21,064 $78,989 17,660 $66,224 38,723.4 $145,213 TESTING CY $0.30 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 10,532 $3,160 8,830 $2,649 19,361.7 $5,809 TOTAL CLEARING & EXCAVATION - BUDDY HAYES BLVD $0 $0 $0 $0 $0 $0 $123,906 $103,882 $227,788 A.5 CLEARING & EXCAVATION - CR 371 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 1.6 $2,400 1.6 $2,400 UNCLASSIFIED EXCAVATION CY $3.50 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 5,163 $18,069 5,162.7 $18,069 4' MOISTURE CONDITIONING CY $3.75 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 10,325 $38,720 10,325.3 $38,720 TESTING CY $0.30 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 5,163 $1,549 5,162.7 $1,549 TOTAL CLEARING & EXCAVATION - CR 371 $0 $0 $0 $0 $0 $0 $0 $60,738 $60,738 Phase 14 Phase 15 Phase 16 Phase 9 TOTAL TOTAL Phase 9 Phase 10 Phase 11 Phase 12 Phase 13 Phase 14 Phase 15 Phase 16 Phase 13 Phase 14 Phase 15 Phase 16 Phase 9 Phase 10 Phase 13 Phase 14 Phase 15 Phase 16 TOTALPhase 11 Phase 12 Phase 10 Phase 11 Phase 12 Phase 13 TOTALPhase 9 Phase 10 Phase 11 Phase 12 Phase 9 Phase 10 Phase 11 Phase 12 Phase 13 Phase 14 Phase 15 Phase 16 TOTAL Page 1 of 9 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (PHASES 9-16) APRIL 26, 2024 B. WATER B.1 WATER - MANTUA PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 16" P.V.C. WATERLINE LF $150.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,965 $294,750 1,965.0 $294,750 16" BUTTERFLY VALVE EA $25,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4 $100,000 4.0 $100,000 30" STEEL SLEEVE UNDER HIGHWAY LF $1,200.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 930 $1,116,000 930.0 $1,116,000 FIRE HYDRANT ASSEMBLY EA $7,500.00 0 $0 0 $0 0 $0 2 $15,000 0 $0 0 $0 0 $0 2 $15,000 4.0 $30,000 CONNECT TO EXISTING EA $5,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $5,000 1.0 $5,000 TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,965 $1,965 1,965.0 $1,965 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,965 $1,965 1,965.0 $1,965 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,965 $1,965 1,965.0 $1,965 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $15,000 $300 $0 $0 $0 $0 $0 $0 $1,536,645 $30,733 1,551,645.0 $31,033 INSPECTION FEES % 3.00% $0 $0 $0 $0 $0 $0 $15,000 $450 $0 $0 $0 $0 $0 $0 $1,536,645 $46,099 1,551,645.0 $46,549 TOTAL WATER - MANTUA PKWY $0 $0 $0 $15,750 $0 $0 $0 $1,613,477 $1,629,227 B.2 WATER - STANDRIDGE PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 16" P.V.C. WATERLINE LF $150.00 0 $0 0 $0 1,640 $246,000 0 $0 0 $0 0 $0 0 $0 0 $0 1,640.0 $246,000 16" BUTTERFLY VALVE EA $25,000.00 0 $0 0 $0 4 $100,000 0 $0 0 $0 0 $0 0 $0 0 $0 4.0 $100,000 FIRE HYDRANT ASSEMBLY EA $7,500.00 0 $0 1 $7,500 2 $15,000 0 $0 2 $15,000 0 $0 0 $0 0 $0 5.0 $37,500 TRENCH SAFETY LF $1.00 0 $0 0 $0 1,640 $1,640 0 $0 0 $0 0 $0 0 $0 0 $0 1,640.0 $1,640 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 1,640 $1,640 0 $0 0 $0 0 $0 0 $0 0 $0 1,640.0 $1,640 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 1,640 $1,640 0 $0 0 $0 0 $0 0 $0 0 $0 1,640.0 $1,640 BONDS % 2.00% $0 $0 $7,500 $150 $365,920 $7,318 $0 $0 $15,000 $300 $0 $0 $0 $0 $0 $0 388,420.0 $7,768 INSPECTION FEE % 3.00% $0 $0 $7,500 $225 $365,920 $10,978 $0 $0 $15,000 $450 $0 $0 $0 $0 $0 $0 $388,420 $11,653 TOTAL WATER - STANDRIDGE PKWY $0 $7,875 $384,216 $0 $15,750 $0 $0 $0 $407,841 B.3 WATER - ROAD D DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 16" P.V.C. WATERLINE LF $150.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,400 $210,000 1,400.0 $210,000 16" BUTTERFLY VALVE EA $25,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 5 $125,000 5.0 $125,000 FIRE HYDRANT ASSEMBLY EA $7,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2 $15,000 2.0 $15,000 CONNECT TO EXISTING EA $5,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $5,000 1.0 $5,000 TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,400 $1,400 1,400.0 $1,400 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,400 $1,400 1,400.0 $1,400 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,400 $1,400 1,400.0 $1,400 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $359,200 $7,184 359,200.0 $7,184 INSPECTION FEES % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $359,200 $10,776 359,200.0 $10,776 TOTAL WATER - ROAD D $0 $0 $0 $0 $0 $0 $0 $377,160 $377,160 Phase 13 Phase 14 Phase 15 Phase 16 (S to T) TOTAL Phase 9 Phase 10 Phase 11 (H to J) Phase 12 Phase 13 Phase 14 Phase 15 Phase 16 TOTAL Phase 9 Phase 10 Phase 11 Phase 12 Phase 13 Phase 14 Phase 15 Phase 16 (K to U) TOTAL Phase 9 Phase 10 Phase 11 Phase 12 Page 2 of 9 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (PHASES 9-16) APRIL 26, 2024 B.4 WATER - BUDDY HAYES BLVD DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 16" P.V.C. WATERLINE LF $150.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2,280 $342,000 2,280.0 $342,000 16" BUTTERFLY VALVE EA $25,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4 $100,000 4.0 $100,000 FIRE HYDRANT ASSEMBLY EA $7,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4 $30,000 3 $22,500 7.0 $52,500 CONNECT TO EXISTING EA $5,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $5,000 1.0 $5,000 TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2,280 $2,280 2,280.0 $2,280 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2,280 $2,280 2,280.0 $2,280 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2,280 $2,280 2,280.0 $2,280 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $30,000 $600 $476,340 $9,527 506,340.0 $10,127 INSPECTION FEES % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $30,000 $900 $476,340 $14,290 506,340.0 $15,190 TOTAL WATER - BUDDY HAYES BLVD $0 $0 $0 $0 $0 $0 $31,500 $500,157 $531,657 B.5 WATER - CR 371 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 8" P.V.C. WATERLINE LF $60.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,180 $70,800 1,180.0 $70,800 8" GATE VALVE EA $2,800.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 3 $8,400 3.0 $8,400 FIRE HYDRANT ASSEMBLY EA $7,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2 $15,000 2.0 $15,000 CONNECT TO EXISTING EA $5,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $5,000 1.0 $5,000 TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 99,200 $99,200 99,200.0 $99,200 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 99,200 $99,200 99,200.0 $99,200 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 99,200 $99,200 99,200.0 $99,200 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $326,000 $6,520 326,000.0 $6,520 INSPECTION FEES % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $326,000 $9,780 326,000.0 $9,780 TOTAL WATER - CR 371 $0 $0 $0 $0 $0 $0 $0 $413,100 $413,100 C. SANITARY SEWER C.1 SANITARY SEWER - M7 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL LF $175.00 0 $0 0 $0 0 $0 3,880 $679,000 0 $0 0 $0 0 $0 0 $0 3,880.0 $679,000 5' DIAMETER MANHOLE (ALL DEPTHS) EA $16,000.00 0 $0 0 $0 0 $0 7 $112,000 0 $0 0 $0 0 $0 0 $0 7.0 $112,000 TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 3,880 $3,880 0 $0 0 $0 0 $0 0 $0 3,880.0 $3,880 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 3,880 $3,880 0 $0 0 $0 0 $0 0 $0 3,880.0 $3,880 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 3,880 $3,880 0 $0 0 $0 0 $0 0 $0 3,880.0 $3,880 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $802,640 $16,053 $0 $0 $0 $0 $0 $0 $0 $0 802,640.0 $16,053 INSPECTION FEES % 3.00% $0 $0 $0 $0 $0 $0 $802,640 $24,079 $0 $0 $0 $0 $0 $0 $0 $0 802,640.0 $24,079 TOTAL SANITARY SEWER - M7 $0 $0 $0 $842,772 $0 $0 $0 $0 $842,772 Phase 9 Phase 10 Phase 11 Phase 12 Phase 13 Phase 14 Phase 15 Phase 16 (U to V) TOTAL TOTALPhase 15 18" SDR-26 P.V.C. SEWERLINE (ALL DEPTHS) Phase 16Phase 9 Phase 10 Phase 11 Phase 12 Phase 13 Phase 14 Phase 9 Phase 10 Phase 11 Phase 12 Phase 13 Phase 14 Phase 15 Phase 16 (U to V) TOTAL Page 3 of 9 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (PHASES 9-16) APRIL 26, 2024 C.2 SANITARY SEWER - M8 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL LF $150.00 0 $0 1,770 $265,500 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,770.0 $265,500 LF $175.00 0 $0 980 $171,500 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 980.0 $171,500 5' DIAMETER MANHOLE (ALL DEPTHS) EA $16,000.00 0 $0 7 $112,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 7.0 $112,000 TRENCH SAFETY LF $1.00 0 $0 2,750 $2,750 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2,750.0 $2,750 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 2,750 $2,750 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2,750.0 $2,750 TESTING (GEOTECH) LF $1.00 0 $0 2,750 $2,750 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2,750.0 $2,750 BONDS % 2.00% $0 $0 $557,250 $11,145 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 557,250.0 $11,145 INSPECTION FEES % 3.00% $0 $0 $557,250 $16,718 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 557,250.0 $16,718 TOTAL SANITARY SEWER - M8 $0 $585,113 $0 $0 $0 $0 $0 $0 $585,113 C.3 SANITARY SEWER - M9 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL LF $100.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4,230 $423,000 4,230.0 $423,000 LF $35.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 5,280 $184,800 5,280.0 $184,800 CONNECT TO EXISTING LS $10,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $10,000 1.0 $10,000 5' DIAMETER MANHOLE (ALL DEPTHS) EA $16,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 10 $160,000 10.0 $160,000 LIFT STATION LS $750,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $750,000 1.0 $750,000 TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 9,510 $9,510 9,510.0 $9,510 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 9,510 $9,510 9,510.0 $9,510 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 9,510 $9,510 9,510.0 $9,510 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $1,556,330 $31,127 1,556,330.0 $31,127 INSPECTION FEES % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $1,556,330 $46,690 1,556,330.0 $46,690 TOTAL SANITARY SEWER - M9 $0 $0 $0 $0 $0 $0 $0 $1,634,147 $1,634,147 D. STORM SEWER D.1 STORM SEWER - MANTUA PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 18" RCP LF $80.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 100 $8,000 100.0 $8,000 24" RCP LF $100.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 280 $28,000 280.0 $28,000 24" SLOPED END HEADWALL EA $4,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $4,500 1.0 $4,500 STANDARD 10' INLET EA $6,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2 $13,000 2.0 $13,000 4' STORM MANHOLE EA $8,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $8,000 1.0 $8,000 TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 380 $380 380.0 $380 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 380 $380 380.0 $380 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 380 $380 380.0 $380 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $62,640 $1,253 62,640.0 $1,253 INSPECTION FEES % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $62,640 $1,879 62,640.0 $1,879 TOTAL STORM SEWER - MANTUA PKWY $0 $0 $0 $0 $0 $0 $0 $65,772 $65,772 TOTALPhase 9 Phase 10 Phase 11 Phase 12 Phase 13 Phase 14 Phase 15 Phase 16 15" SDR-26 P.V.C. SEWERLINE (ALL DEPTHS) 18" SDR-26 P.V.C. SEWERLINE (ALL DEPTHS) 12" SDR-26 P.V.C. SEWERLINE (ALL DEPTHS) 6" FORCE MAIN (∼1 MI.) Phase 9 Phase 10 Phase 11 TOTAL Phase 15 Phase 16 TOTAL Phase 12 Phase 13 Phase 14 Phase 9 Phase 10 Phase 11 Phase 12 Phase 13 Phase 14 Phase 15 Phase 16 Page 4 of 9 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (PHASES 9-16) APRIL 26, 2024 D.2 STORM SEWER - STANDRIDGE PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 18" RCP LF $80.00 160 $12,800 320 $25,600 210 $16,800 0 $0 0 $0 0 $0 0 $0 0 $0 690.0 $55,200 24" RCP LF $100.00 0 $0 0 $0 710 $71,000 0 $0 0 $0 0 $0 0 $0 0 $0 710.0 $71,000 30" RCP LF $125.00 0 $0 0 $0 430 $53,750 0 $0 0 $0 0 $0 0 $0 0 $0 430.0 $53,750 30" SLOPED END HEADWALL EA $5,000.00 0 $0 0 $0 1 $5,000 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $5,000 STANDARD 10' INLET EA $6,500.00 4 $26,000 8 $52,000 3 $19,500 0 $0 3 $19,500 0 $0 0 $0 0 $0 18.0 $117,000 4' STORM MANHOLE EA $8,000.00 0 $0 0 $0 3 $24,000 0 $0 0 $0 0 $0 0 $0 0 $0 3.0 $24,000 CULVERT C3 LS $100,000.00 0 $0 0 $0 1 $100,000 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $100,000 TRENCH SAFETY LF $1.00 160 $160 320 $320 1,350 $1,350 0 $0 0 $0 0 $0 0 $0 0 $0 1,830.0 $1,830 TESTING (EXCLUDING GEOTECH) LF $1.00 160 $160 320 $320 1,350 $1,350 0 $0 0 $0 0 $0 0 $0 0 $0 1,830.0 $1,830 TESTING (GEOTECH) LF $1.00 160 $160 320 $320 1,350 $1,350 0 $0 0 $0 0 $0 0 $0 0 $0 1,830.0 $1,830 BONDS % 2.00% $39,280 $786 $78,560 $1,571 $294,100 $5,882 $0 $0 $19,500 $390 $0 $0 $0 $0 $0 $0 431,440.0 $8,629 INSPECTION FEES % 3.00% $39,280 $1,178 $78,560 $2,357 $294,100 $8,823 $0 $0 $19,500 $585 $0 $0 $0 $0 $0 $0 431,440.0 $12,943 TOTAL STORM SEWER - STANDRIDGE PKWY $41,244 $82,488 $308,805 $0 $20,475 $0 $0 $0 $453,012 D.3 STORM SEWER - ROAD D DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 18" RCP LF $80.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 110 $8,800 110.0 $8,800 18" SLOPED END HEADWALL EA $4,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2 $8,000 2.0 $8,000 STANDARD 10' INLET EA $6,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2 $13,000 2.0 $13,000 TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 110 $110 110.0 $110 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 110 $110 110.0 $110 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 110 $110 110.0 $110 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $30,130 $603 30,130.0 $603 INSPECTION FEES % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $30,130 $904 30,130.0 $904 TOTAL STORM SEWER - ROAD D $0 $0 $0 $0 $0 $0 $0 $31,637 $31,637 D.4 STORM SEWER - BUDDY HAYES BLVD DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 18" RCP LF $80.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 380 $30,400 640 $51,200 1,020.0 $81,600 36" RCP LF $165.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,440 $237,600 1,440.0 $237,600 36" SLOPED END HEADWALL EA $5,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $5,500 1.0 $5,500 STANDARD 10' INLET EA $6,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 17 $110,500 5 $32,500 22.0 $143,000 4' STORM MANHOLE EA $8,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $8,000 1.0 $8,000 5' STORM MANHOLE EA $16,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4 $64,000 4.0 $64,000 TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 380 $380 2,080 $2,080 2,460.0 $2,460 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 380 $380 2,080 $2,080 2,460.0 $2,460 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 380 $380 2,080 $2,080 2,460.0 $2,460 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $142,040 $2,841 $405,040 $8,101 547,080.0 $10,942 INSPECTION FEES % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $142,040 $4,261 $405,040 $12,151 547,080.0 $16,412 TOTAL STORM SEWER - BUDDY HAYES BLVD $0 $0 $0 $0 $0 $0 $149,142 $425,292 $574,434 Phase 16 TOTAL Phase 9 Phase 10 Phase 11 Phase 12 Phase 13 Phase 14 Phase 15 Phase 16 TOTAL Phase 9 Phase 10 Phase 11 Phase 12 Phase 13 Phase 14 Phase 15 Phase 9 Phase 10 Phase 11 Phase 12 Phase 13 Phase 14 Phase 15 Phase 16 TOTAL Page 5 of 9 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (PHASES 9-16) APRIL 26, 2024 D.5 STORM SEWER - CR 371 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 18" RCP LF $80.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 275 $22,000 275.0 $22,000 18" SLOPED END HEADWALL EA $4,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $4,000 1.0 $4,000 STANDARD 10' INLET EA $6,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4 $26,000 4.0 $26,000 TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 275 $275 275.0 $275 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 275 $275 275.0 $275 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 275 $275 275.0 $275 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $52,825 $1,057 52,825.0 $1,057 INSPECTION FEES % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $52,825 $1,585 52,825.0 $1,585 TOTAL STORM SEWER - CR 371 $0 $0 $0 $0 $0 $0 $0 $55,466 $55,466 E. PAVEMENT E.1 PAVEMENT - MANTUA PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 11.5" REINF. CONCRETE STREET PAVEMENT SY $80.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 0 0 $0 4,487 $358,924 4,486.6 $358,924 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 0 $0 0 $0 0 $0 0 $0 0 $0 0 0 0 $0 4,756 $17,834 4,755.7 $17,834 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 95 $28,534 95.1 $28,534 STRIPING & SIGNING LF $2.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,091 $2,183 1,091 $2,183 10 MIL POLY SF $0.45 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 13,096 $5,893 13,095.9 $5,893 6' CONCRETE SIDEWALK LF $55.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,000 $55,000 1,000.0 $55,000 BRIDGE B4 (ASSUMES 50 FT WIDTH) LF $7,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 270 $1,890,000 270.0 $1,890,000 TEMPORARY ASPHALT SY $165.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,000 $165,000 1,000.0 $165,000 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $2,523,369 $50,467 2,523,368.8 $50,467 INSPECTION FEE % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $2,523,369 $75,701 2,523,368.8 $75,701 TOTAL PAVEMENT - MANTUA PKWY $0 $0 $0 $0 $0 $0 $0 $2,649,537 $2,649,537 E.2 PAVEMENT - STANDRIDGE PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 11.5" REINF. CONCRETE STREET PAVEMENT SY $80.00 4,969 $397,538 9,276 0 3,559 $284,693 0 $0 3,567 $285,396 0 0 0 0 0 $0 21,371.0 $1,709,680 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 5,267 $19,753 9,832 0 3,772 $14,146 0 $0 3,781 $14,181 0 0 0 0 0 $0 22,653.3 $84,950 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 105 $31,604 197 $58,993 75 $22,633 0 $0 76 $22,689 0 $0 0 $0 0 $0 453.1 $135,920 STRIPING & SIGNING LF $2.00 1,944 $3,889 3,630 $7,259 1,393 $2,785 0.0 $0 1,396 $2,792 0 $0 0 $0 0 $0 8,362.6 $16,725 10 MIL POLY SF $0.45 23,334 $10,500 43,555 $19,600 16,710 $7,520 0 $0 16,751 $7,538 0 $0 0 $0 0 $0 100,350.8 $45,158 6' CONCRETE SIDEWALK LF $55.00 1,730 $95,150 3,400 $187,000 1,400 $77,000 0 $0 0 $0 0 $0 0 $0 0 $0 6,530.0 $359,150 10' CONCRETE SIDEWALK LF $85.00 0 $0 0 $0 0 $0 0 $0 1,400 $119,000 0 $0 0 $0 0 $0 1,400.0 $119,000 BONDS % 2.00% $558,434 $11,169 $272,852 $5,457 $408,777 $8,176 $0 $0 $451,595 $9,032 $0 $0 $0 $0 $0 $0 1,691,658.2 $33,833 INSPECTION FEE % 3.00% $558,434 $16,753 $272,852 $8,186 $408,777 $12,263 $0 $0 $451,595 $13,548 $0 $0 $0 $0 $0 $0 1,691,658.2 $50,750 TOTAL PAVEMENT - STANDRIDGE PKWY $586,356 $286,495 $429,216 $0 $474,175 $0 $0 $0 $2,555,165 Phase 16 TOTAL Phase 16Phase 13 Phase 14 Phase 13 Phase 14 Phase 15 Phase 16 TOTAL TOTAL Phase 9 Phase 10 Phase 11 Phase 12 Phase 9 Phase 10 Phase 11 Phase 12 Phase 15 Phase 9 Phase 10 Phase 11 Phase 12 Phase 13 Phase 14 Phase 15 Page 6 of 9 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (PHASES 9-16) APRIL 26, 2024 E.3 PAVEMENT - ROAD D DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 11.5" REINF. CONCRETE STREET PAVEMENT SY $80.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2,664 $213,093 2,663.7 $213,093 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2,823 $10,588 2,823.5 $10,588 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 56 $16,941 56.5 $16,941 STRIPING & SIGNING LF $2.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,169 $2,339 1,169.4 $2,339 10 MIL POLY SF $0.45 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 14,033 $6,315 14,033.0 $6,315 6' CONCRETE SIDEWALK LF $55.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 914 $50,270 914.0 $50,270 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $299,546 $5,991 299,546.0 $5,991 INSPECTION FEE % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $299,546 $8,986 299,546.0 $8,986 TOTAL PAVEMENT - ROAD D $0 $0 $0 $0 $0 $0 $0 $314,523 $314,523 E.4 PAVEMENT - BUDDY HAYES BLVD DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 11.5" REINF. CONCRETE STREET PAVEMENT SY $80.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 8,666 $693,289 7,769 $621,538 16,435.3 $1,314,827 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 9,186 $34,448 8,235 $30,883 17,421.5 $65,330 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 184 $55,116 165 $49,412 348.4 $104,529 STRIPING & SIGNING LF $2.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 3,466 $6,933 3,108 $6,215 6,574.1 $13,148 10 MIL POLY SF $0.45 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 41,597 $18,719 37,292 $16,782 78,889.6 $35,500 6' CONCRETE SIDEWALK LF $55.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 3,762 $206,910 2,778 $152,790 6,540.0 $359,700 BRIDGE B5 (ASSUMES 45 FT WIDTH) LF $6,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 240 $1,440,000 0 $0 240.0 $1,440,000 TEMPORARY ASPHALT LF $165.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 631 $104,042 630.6 $104,042 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $1,015,415 $20,308 $877,620 $17,552 1,893,034.4 $37,861 INSPECTION FEE % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $1,015,415 $30,462 $877,620 $26,329 1,893,034.4 $56,791 TOTAL PAVEMENT - BUDDY HAYES BLVD $0 $0 $0 $0 $0 $0 $2,506,186 $1,025,542 $3,531,728 E.5 PAVEMENT - CR 371 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 11.5" REINF. CONCRETE STREET PAVEMENT SY $80.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 5,562 $444,978 5,562.2 $444,978 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 5,896 $22,110 5,896.0 $22,110 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 118 $35,376 117.9 $35,376 STRIPING & SIGNING LF $2.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,252 $2,503 1,251.5 $2,503 10 MIL POLY SF $0.45 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 15,018 $6,758 15,018.0 $6,758 5' CONCRETE SIDEWALK LF $45.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2,503 $112,635 2,503.0 $112,635 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $624,359 $12,487 624,359.4 $12,487 INSPECTION FEE % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $624,359 $18,731 624,359.4 $18,731 TOTAL PAVEMENT - CR 371 $0 $0 $0 $0 $0 $0 $0 $655,577 $655,577 Phase 9 Phase 10 Phase 11 Phase 12 Phase 13 Phase 14 Phase 15 Phase 16 TOTAL Phase 16Phase 13 Phase 14 Phase 15 Phase 16 TOTAL Phase 10 Phase 13 Phase 14 Phase 15Phase 11 Phase 12 Phase 11 Phase 12 Phase 9 Phase 10 TOTALPhase 9 Page 7 of 9 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (PHASES 9-16) APRIL 26, 2024 F. EROSION CONTROL DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL EROSION CONTROL INSPECTION & MAINTENANCE LS $10,000.00 1 $10,000 1 $10,000 1 $10,000 1 $10,000 1 $10,000 0 $0 1 $10,000 1 $10,000 7.0 $70,000 CURLEX LF $2.00 2,400 $0 7,400 $0 3,100 $6,200 2,040 $4,080 3,100 $6,200 0 $0 7,500 $15,000 11,500 $23,000 37,040.0 $74,080 SILT FENCE LF $2.00 2,400 $4,800 7,400 $14,800 3,100 $6,200 2,040 $4,080 3,100 $6,200 0 $0 7,500 $15,000 11,500 $23,000 37,040.0 $74,080 INLET PROTECTION EA $175.00 4 $700 8 $1,400 3 $525 0 $0 3 $525 0 $0 17 $2,975 13 $2,275 48.0 $8,400 TOTAL EROSION CONTROL $15,500 $26,200 $22,925 $18,160 $22,925 $0 $42,975 $58,275 $226,560 G. MISCELLANEOUS DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL STREET LIGHTS EA $4,000.00 11 $44,000 21 $84,000 0 $0 5 $20,000 12 $48,000 0 $0 0 $0 10 $40,000 59.0 $236,000 MEDIAN SOD SF $2.00 33,800 $67,600 49,000 $98,000 0 $0 17,300 $34,600 19,600 $39,200 0 $0 0 $0 16,500 $33,000 136,200.0 $272,400 4" UTILITY SLEEVES LF $15.00 90 $1,350 270 $4,050 90 $1,350 120 $1,800 90 $1,350 0 $0 0 $0 420 $6,300 1,080.0 $16,200 TOTAL FRANCHISE UTILITIES $112,950 $186,050 $1,350 $56,400 $88,550 $0 $0 $79,300 $524,600 Phase 13 Phase 14 Phase 15 Phase 16 Phase 13 Phase 14 Phase 15 Phase 16Phase 12 Phase 9 Phase 10 Phase 11 Phase 12 Phase 9 Phase 10 Phase 11 TOTAL TOTAL Page 8 of 9 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (PHASES 9-16) APRIL 26, 2024 SUMMARY - MAJOR PUBLIC IMPROVEMENTS A.1 CLEARING & EXCAVATION - MANTUA PARKWAY $0 $0 $0 $0 $0 $0 $0 $60,738 $60,738 A.2 CLEARING & EXCAVATION - STANDRIDGE PKWY $59,894 $132,050 $54,185 $0 $54,843 $0 $0 $0 $300,971 A.3 CLEARING & EXCAVATION - ROAD D $0 $0 $0 $0 $0 $0 $52,847 $52,847 $105,694 A.4 CLEARING & EXCAVATION - BUDDY HAYES BLVD $0 $0 $0 $0 $0 $0 $123,906 $103,882 $227,788 A.5 CLEARING & EXCAVATION - CR 371 $0 $0 $0 $0 $0 $0 $0 $60,738 $60,738 B.1 WATER - MANTUA PKWY $0 $0 $0 $15,750 $0 $0 $0 $1,613,477 $1,629,227 B.2 WATER - STANDRIDGE PKWY $0 $7,875 $384,216 $0 $15,750 $0 $0 $0 $407,841 B.3 WATER - ROAD D $0 $0 $0 $0 $0 $0 $0 $377,160 $377,160 B.4 WATER - BUDDY HAYES BLVD $0 $0 $0 $0 $0 $0 $31,500 $500,157 $531,657 B.5 WATER - CR 371 $0 $0 $0 $0 $0 $0 $0 $413,100 $413,100 C.1 SANITARY SEWER - M7 $0 $0 $0 $842,772 $0 $0 $0 $0 $842,772 C.2 SANITARY SEWER - M8 $0 $585,113 $0 $0 $0 $0 $0 $0 $585,113 C.3 SANITARY SEWER - M9 $0 $0 $0 $0 $0 $0 $0 $1,634,147 $1,634,147 D.1 STORM SEWER - MANTUA PKWY $0 $0 $0 $0 $0 $0 $0 $65,772 $65,772 D.2 STORM SEWER - STANDRIDGE PKWY $41,244 $82,488 $308,805 $0 $20,475 $0 $0 $0 $453,012 D.3 STORM SEWER - ROAD D $0 $0 $0 $0 $0 $0 $0 $31,637 $31,637 D.4 STORM SEWER - BUDDY HAYES BLVD $0 $0 $0 $0 $0 $0 $149,142 $425,292 $574,434 D.5 STORM SEWER - CR 371 $0 $0 $0 $0 $0 $0 $0 $55,466 $55,466 E.1 PAVEMENT - MANTUA PKWY $0 $0 $0 $0 $0 $0 $0 $2,649,537 $2,649,537 E.2 PAVEMENT - STANDRIDGE PKWY $586,356 $286,495 $429,216 $0 $474,175 $0 $0 $0 $1,776,241 E.3 PAVEMENT - ROAD D $0 $0 $0 $0 $0 $0 $0 $314,523 $314,523 E.4 PAVEMENT - BUDDY HAYES BLVD $0 $0 $0 $0 $0 $0 $2,506,186 $1,025,542 $3,531,728 E.5 PAVEMENT - CR 371 $0 $0 $0 $0 $0 $0 $0 $655,577 $655,577 F. EROSION CONTROL $15,500 $26,200 $22,925 $18,160 $22,925 $0 $42,975 $58,275 $206,960 G. MISCELLANEOUS $112,950 $186,050 $1,350 $56,400 $88,550 $0 $0 $79,300 $524,600 SUB-TOTAL $815,943 $1,306,270 $1,200,696 $933,082 $676,718 $0 $2,906,555 $10,177,168 $18,016,433 SURVEY, PLATTING, ENG., PERMITTING, & STAKING (10%) $81,594 $130,627 $120,070 $93,308 $67,672 $0 $290,656 $1,017,717 $1,801,643 CONSTRUCTION MANAGEMENT (1.75%) $14,279 $22,860 $21,012 $16,329 $11,843 $0 $50,865 $178,100 $315,288 CITY FEES (0.2%) $1,632 $2,613 $2,401 $1,866 $1,353 $0 $5,813 $20,354 $36,033 MISCELLANEOUS & CONTINGENCY (15%) $122,391 $195,941 $180,104 $139,962 $101,508 $0 $435,983 $1,526,575 $2,702,465 TOTAL MAJOR PUBLIC IMPROVEMENT COST $1,035,840 $1,658,310 $1,524,284 $1,184,548 $859,093 $0 $3,689,872 $12,919,915 $22,871,861 Phase 13 Phase 14 Phase 15 Phase 16Phase 9 Phase 10 Phase 11 Phase 12 TOTAL Page 9 of 9 LIBERTY HILLS OPINION OF PROBABLE COST LAND USE SUMMARY APRIL 26, 2024 PHASE 1 2 3 4 5 6 7 8 Thornton TOTAL Total SF Lots 285 210 121 116 190 156 326 58 418 1,880 Gross Acreage 78.40 55.30 31.25 43.36 50.48 65.45 74.90 23.08 96.79 519.01 SF Net Acreage 61.67 44.14 23.90 35.21 38.88 53.69 60.40 19.46 78.42 415.78 Page 1 of 20 DIVISION Phase 1 Phase 2 Phase 3 Phase 4 Phase 5 Phase 6 Phase 7 Phase 8 Thornton TOTAL Phase 1 Phase 2 Phase 3 Phase 4 Phase 5 Phase 6 Phase 7 Phase 8 Thornton TOTAL CLEARING & EXCAVATION $1,215,657 $423,520 $278,876 $359,714 $440,278 $446,387 $550,418 $137,300 $722,700 $4,574,849 $1,934,477 $1,407,979 $790,650 $923,421 $1,259,653 $1,327,252 $2,076,322 $486,750 $2,675,388 $10,206,504 WATER $1,754,760 $1,159,925 $858,354 $847,676 $1,273,535 $1,220,321 $1,557,413 $408,104 $1,980,502 $11,060,587 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 SEWER $2,430,619 $1,250,456 $702,167 $910,655 $1,080,986 $913,805 $1,677,869 $332,787 $2,086,980 $11,386,321 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 STORM SEWER $2,539,457 $1,458,048 $1,064,624 $1,223,982 $1,505,142 $2,157,999 $2,138,681 $481,672 $2,387,934 $14,957,539 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 STREET PAVING $5,144,276 $3,480,908 $2,298,198 $2,455,613 $3,605,307 $3,701,162 $4,422,994 $2,392,707 $5,550,722 $33,051,886 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 RETAINING WALLS $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $997,500 $735,000 $423,500 $406,000 $665,000 $546,000 $1,141,000 $203,000 $1,463,000 $5,117,000 EROSION CONTROL $94,935 $74,255 $52,225 $59,270 $71,945 $80,870 $90,305 $38,020 $96,683 $658,508 $42,750 $31,500 $18,150 $17,400 $28,500 $23,400 $48,900 $8,700 $62,700 $219,300 AMENITIES, LANDSCAPE, & SCREENING $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $5,828,000 $1,528,500 $987,500 $954,000 $1,019,000 $4,576,250 $1,373,750 $342,500 $5,959,500 $16,609,500 MISCELLANEOUS & OTHER $204,750 $156,500 $90,650 $109,900 $153,500 $154,400 $192,900 $57,700 $245,300 $1,365,600 $641,250 $472,500 $272,250 $261,000 $427,500 $351,000 $733,500 $130,500 $940,500 $3,289,500 SUB-TOTAL $13,384,453 $8,003,611 $5,345,094 $5,966,809 $8,130,693 $8,674,943 $10,630,579 $3,848,289 $13,070,820 $77,055,102 $9,443,977 $4,175,479 $2,492,050 $2,561,821 $3,399,653 $6,823,902 $5,373,472 $1,171,450 $11,101,088 $46,542,892 PLANNING, SURVEY, PLATTING, ENG., LA, PERMITTING, & STAKING $1,338,445 $800,361 $534,509 $596,681 $813,069 $867,494 $1,063,058 $384,829 $1,307,082 $7,705,510 $944,398 $417,548 $249,205 $256,182 $339,965 $682,390 $537,347 $117,145 $1,110,109 $4,654,289 CONSTRUCTION MANAGEMENT $234,228 $140,063 $93,539 $104,419 $142,287 $151,812 $186,035 $67,345 $228,739 $1,348,464 $165,270 $73,071 $43,611 $44,832 $59,494 $119,418 $94,036 $20,500 $194,269 $814,501 CITY FEES $26,769 $16,007 $10,690 $11,934 $16,261 $17,350 $21,261 $7,697 $26,142 $154,110 $18,888 $8,351 $4,984 $5,124 $6,799 $13,648 $10,747 $2,343 $22,202 $93,086 MISCELLANEOUS & CONTINGENCY $2,007,668 $1,200,542 $801,764 $895,021 $1,219,604 $1,301,241 $1,594,587 $577,243 $1,960,623 $11,558,265 $1,416,596 $626,322 $373,808 $384,273 $509,948 $1,364,780 $806,021 $175,718 $1,665,163 $6,981,434 TOTAL $16,991,563 $10,160,584 $6,785,597 $7,574,863 $10,321,915 $11,012,840 $13,495,520 $4,885,402 $16,593,406 $97,821,690 $11,989,128 $5,300,770 $3,163,658 $3,252,231 $4,315,859 $9,004,139 $6,821,623 $1,487,156 $14,092,831 $59,086,201 DIVISION Phase 1 Phase 2 Phase 3 Phase 4 Phase 5 Phase 6 Phase 7 Phase 8 Thornton TOTAL Phase 9 Phase 10 Phase 11 Phase 12 Phase 13 Phase 14 Phase 15 Phase 16 TOTAL CLEARING & EXCAVATION $360,267 $126,287 $479,963 $0 $93,005 $53,146 $30,633 $0 $280,914 $1,143,301 $59,894 $132,050 $54,185 $0 $54,843 $0 $176,753 $278,205 $755,929 WATER $1,425,123 $374,021 $1,422,797 $157,700 $368,387 $494,666 $301,157 $0 $859,299 $4,543,849 $0 $7,875 $384,216 $15,750 $15,750 $0 $31,500 $2,903,894 $3,358,985 SEWER $0 $552,752 $0 $0 $0 $0 $0 $0 $0 $552,752 $0 $585,113 $0 $842,772 $0 $0 $0 $1,634,147 $3,062,031 STORM SEWER $67,091 $54,904 $822,192 $108,675 $136,369 $60,711 $113,337 $0 $571,972 $1,363,279 $41,244 $82,488 $308,805 $0 $20,475 $0 $149,142 $578,167 $1,180,321 STREET PAVING $2,473,861 $1,012,667 $12,642,554 $551,392 $1,019,048 $430,297 $322,235 $0 $2,887,347 $18,452,055 $586,356 $286,495 $429,216 $0 $474,175 $0 $2,506,186 $4,645,180 $8,927,607 RETAINING WALLS $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 EROSION CONTROL $32,475 $17,850 $78,525 $22,925 $16,125 $18,350 $19,950 $0 $50,705 $206,200 $15,500 $26,200 $22,925 $22,925 $22,925 $0 $42,975 $58,275 $211,725 AMENITIES, LANDSCAPE, & SCREENING $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 MISCELLANEOUS & OTHER $99,000 $44,600 $87,800 $55,250 $53,000 $51,500 $51,500 $0 $107,800 $442,650 $112,950 $186,050 $1,350 $56,400 $88,550 $0 $0 $79,300 $524,600 SUB-TOTAL $4,457,817 $2,183,080 $15,533,832 $895,941 $1,685,934 $1,108,669 $838,812 $0 $4,758,037 $30,039,325 $815,943 $1,306,270 $1,200,696 $933,082 $676,718 $0 $2,906,555 $10,177,168 $18,016,433 PLANNING, SURVEY, PLATTING, ENG., LA, PERMITTING, & STAKING $445,782 $218,308 $1,553,383 $89,594 $168,593 $110,867 $83,881 $0 $475,804 $3,003,933 $81,594 $130,627 $120,070 $93,308 $67,672 $0 $290,656 $1,017,717 $1,801,643 CONSTRUCTION MANAGEMENT $78,012 $38,204 $155,338 $15,679 $29,504 $19,402 $14,679 $0 $83,266 $525,688 $14,279 $22,860 $21,012 $16,329 $11,843 $0 $50,865 $178,100 $315,288 CITY FEES $8,916 $4,366 $31,068 $1,792 $3,372 $2,217 $1,678 $0 $9,516 $60,079 $1,632 $2,613 $2,401 $1,866 $1,353 $0 $5,813 $20,354 $36,033 MISCELLANEOUS & CONTINGENCY $668,673 $327,462 $2,330,075 $134,391 $252,890 $166,300 $125,822 $0 $713,706 $4,505,899 $122,391 $195,941 $180,104 $139,962 $101,508 $0 $435,983 $1,526,575 $2,702,465 TOTAL $5,659,199 $2,771,420 $19,603,696 $1,137,398 $2,140,293 $1,407,456 $1,064,872 $0 $6,040,328 $38,134,923 $1,035,840 $1,658,310 $1,524,284 $1,184,548 $859,093 $0 $3,689,872 $12,919,915 $22,871,861 SINGLE FAMILY SUMMARY COST TYPE Phase 1 Phase 2 Phase 3 Phase 4 Phase 5 Phase 6 Phase 7 Phase 8 Thornton TOTAL DIRECT PUBLIC $16,991,563 $10,160,584 $6,785,597 $7,574,863 $10,321,915 $11,012,840 $13,495,520 $4,885,402 $16,593,406 $81,228,284 MAJOR PUBLIC $5,659,199 $2,771,420 $19,603,696 $1,137,398 $2,140,293 $1,407,456 $1,064,872 $0 $6,040,328 $33,784,333 PRIVATE $11,989,128 $5,300,770 $3,163,658 $3,252,231 $4,315,859 $9,004,139 $6,821,623 $1,487,156 $14,092,831 $45,334,565 TOTAL $34,639,890 $18,232,775 $29,552,951 $11,964,492 $16,778,066 $21,424,435 $21,382,015 $6,372,558 $36,726,565 $160,347,183 LIBERTY HILLS OPINION OF PROBABLE COST APRIL 26, 2024 MAJOR PUBLIC DIRECT PUBLIC MAJOR PUBLIC PRIVATE Page 2 of 20 LIBERTY HILLS OPINION OF PROBABLE COST MARCH 6, 2025 LIBERTY HILLS OPINION OF PROBABLE COST APRIL 26, 2024 OPC NOTES, ASSUMPTIONS, QUALIFICATIONS, ETC. General 1. Private improvements include onsite developer costs (ie. lot grading, retaining walls, amenities and landscape). 2. Direct Public improvements include the cost of public infrastructure within each Phase (ie. Streets, sidewalks, water, sewer, storm drain and paving). 3. Major Public improvements include the cost of public infrastructure outside of each Phase required for the construction of each phase. 4. This estimate is based on the concept plan prepared by Kimley-Horn dated October 2023. 5. This OPC was prepared without the benefit of detailed design, studies, or geotecehnical information and is subject to change as additional information becomes available. 6. This OPC does not include land costs, land maintenance, taxes, HOA support, legal financing, maketing, etc. 7. Park fees are not included and are assumed to be paid at time of building permit. 8. This OPC assumes general costs for landscape improvements and screening walls. It does not include detailed costs for amenity center, park improvements, sports fields, etc. Allocations should be verified by the end user. 9. Users of this OPC should contact suppliers or contractors for unit price inquiries that match their construction timing. 10. Unit prices are subject to market conditions and may vary from this OPC. 11. Inflation is not factored in this OPC. 12. Professional fees included are for budgeting purposes only and do not constitute a proposal. Fees are subject to change, and the % of cost assumptions may vary. 13. Budgeting by line item, sections, or division should be avoided. OPC line item costs are less accurate than section / division subtotals, and seection /division subtotals are less accurate than the total proejct cost. 14. Costs associated with the ongoing operations and managment of a PID are not included. 15. The limits of downstream flooding, based on a dam breach, are preliminary and subject to change based on a detailed dam breach analysis. Grading 1. A detailed grading study was not available. Average earthwork values and retaining wall costs are based on similar projects. 2. A final geotechnical study was not available. 3. The extent of moisture conditioning is based on similar projects in the vicinity and not on a thurough geotechnical analysis. 4. Unit prices do not reflect rock excavation, however should be confirmed with final geotechnical study. 5. This OPC is based on Type A lot drainge, with the exception of lots backing to existing creeks. Water 1. The property is located within the City of Anna's water CCN. 2. All water lines are assumed to be 8" unless otherwise shown. 3. Major water line sizes were obtained from the City of Anna's Water Master Plan. 4. Water lines include all fittings, tees, crosses and other appurtenances. 5. Fire hydrant assembly includes all fittings, tees and valves. 6. Assumes all waterliens are less than 8' deep. 7. This OPC was prepared without the benefit of a water model. Sewer 1. The property is located within the City of Anna's sewer CCN. 2. The property will be serviced by the City of Anna's future WWTP and downstream gravity sewer collector. 3. The project will extend sewer to the City limits lines for extension by the City of Van Alstyne. 4. Major sewer line sizes were obtained from the City of Anna's Sewer Master Plan. Storm Drainage 1. A final drainage study was not available for the preparation of this OPC. 2. Pipe sizes have been approximated using estimated drainage areas. 3. Assumes detention basins will be constructed with each respective phase. 4. Final detention basin sizing may affect final lot count. Paving 1. A final geotechnical study was not available. Pavement thicknesses are based on similar projects and are subject to change. 2. Sidewalk sizes are based on proposed development standards. 3. This OPC assumes that DR Horton is constructing the east half of Buddy Hayes Parkway with the accompanying water, sewer and storm drain improvments. 4. This OPC assumes that the project will be responsible for the construction of the south 3 lanes of Mantua Parkway only. 5. Bridge and major culvert sizes are approximate and subject to change based on the findings of a final draiange analysis. Page 3 of 20 LIBERTY HILLS OPINION OF PROBABLE COST DIRECT PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 Phase 1 Phase 2 Phase 3 Phase 4 Phase 5 Phase 6 Phase 7 Phase 8 Thornton TOTAL NO. OF LOTS:285 210 121 116 190 156 326 58 418 1,880 GROSS AC.78 55 31 43 50 65 75 23 97 519 A. ROADWAY CLEARING & EXCAVATION DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 16.7 $25,102 11.2 $16,735 7.3 $11,019 8.2 $12,231 11.6 $17,397 11.8 $17,638 14.5 $21,749 3.6 $5,425 18.4 $27,555 103.2 $154,852 UNCLASSIFIED EXCAVATION (2 VF / SF) CY $3.50 53,996 $188,987 35,999 $125,995 23,704 $82,965 26,310 $92,085 37,423 $130,981 37,942 $132,798 46,785 $163,747 11,670 $40,846 59,274 $207,459 333,103 $1,165,862 4' MOISTURE CONDITIONING CY $3.75 107,992.4 $404,972 71,997.3 $269,990 47,408.3 $177,781 52,620.0 $197,325 74,846.2 $280,673 75,884.7 $284,568 93,569.6 $350,886 23,340.6 $87,527 118,547.7 $444,554 666,207.0 $2,498,276 SAWCUT AND REMOVE EXISTING AC PAVEMENT SF $6.50 89,292.0 $580,398 0.0 $0 0.0 $0 7,720.0 $50,180 0.0 $0 0.0 $0 0.0 $0 0.0 $0 3,900 $25,350 100,912 $655,928 TESTING CY $0.30 53,996 $16,199 35,999 $10,800 23,704 $7,111 26,310 $7,893 37,423 $11,227 37,942 $11,383 46,785 $14,035 11,670 $3,501 59,274 $17,782 333,103 $99,931 TOTAL CLEARING & EXCAVATION $1,215,657 $423,520 $278,876 $359,714 $440,278 $446,387 $550,418 $137,300 $722,700 $4,574,849 B. WATER DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 8" P.V.C. WATERLINE LF $60.00 15,100 $906,000 9,530 $571,800 4,260 $255,600 7,670 $460,200 7,720 $463,200 8,750 $525,000 12,750 $765,000 3,690 $221,400 16,184 $971,040 85,654 $5,139,240 12" P.V.C. WATERLINE LF $110.00 0 $0 0 $0 2,100 $231,000 0 $0 2,010 $221,100 1,420 $156,200 0 $0 0 $0 0 $0 5,530 $608,300 8" GATE VALVE EA $2,800.00 53 $148,400 31 $86,800 12 $33,600 23 $64,400 23 $64,400 26 $72,800 36 $100,800 12 $33,600 50 $140,000 266 $744,800 12" GATE VALVE EA $7,000.00 0 $0 0 $0 5 $35,000 0 $0 7 $49,000 3 $21,000 0 $0 0 $0 0 $0 15 $105,000 2" IRRIGATION SERVICE EA $4,000.00 2 $8,000 2 $8,000 2 $8,000 2 $8,000 2 $8,000 2 $8,000 2 $8,000 2 $8,000 0 $0 16 $64,000 2" AMENITY CENTER SERVICE EA $4,000.00 1 $4,000 0 $0 0 $0 0 $0 0 $0 1 $4,000 0 $0 0 $0 0 $0 2 $8,000 3/4" WATER SERVICE EA $1,200.00 285 $342,000 210 $252,000 121 $145,200 116 $139,200 190 $228,000 156 $187,200 326 $391,200 58 $69,600 418 $501,600 1,880 $2,256,000 FIRE HYDRANT ASSEMBLY EA $7,500.00 29 $217,500 21 $157,500 12 $90,000 15 $112,500 20 $150,000 21 $157,500 24 $180,000 6 $45,000 30 $225,000 178 $1,335,000 TRENCH SAFETY LF $1.00 15,100 $15,100 9,530 $9,530 6,360 $6,360 7,670 $7,670 9,730 $9,730 10,170 $10,170 12,750 $12,750 3,690 $3,690 16,184 $16,184 91,184 $91,184 TESTING (EXCLUDING GEOTECH) LF $1.00 15,100 $15,100 9,530 $9,530 6,360 $6,360 7,670 $7,670 9,730 $9,730 10,170 $10,170 12,750 $12,750 3,690 $3,690 16,184 $16,184 91,184 $91,184 TESTING (GEOTECH) LF $1.00 15,100 $15,100 9,530 $9,530 6,360 $6,360 7,670 $7,670 9,730 $9,730 10,170 $10,170 12,750 $12,750 3,690 $3,690 16,184 $16,184 91,184 $91,184 BONDS % 2.00% $1,671,200 $33,424 $1,104,690 $22,094 $817,480 $16,350 $807,310 $16,146 $1,212,890 $24,258 $1,162,210 $23,244 $1,483,250 $29,665 $388,670 $7,773 $1,886,192 $37,724 $10,533,892 $210,678 INSPECTION FEES % 3.00% $1,671,200 $50,136 $1,104,690 $33,141 $817,480 $24,524 $807,310 $24,219 $1,212,890 $36,387 $1,162,210 $34,866 $1,483,250 $44,498 $388,670 $11,660 $1,886,192 $56,586 $10,533,892 $316,017 TOTAL WATER $1,754,760 $1,159,925 $858,354 $847,676 $1,273,535 $1,220,321 $1,557,413 $408,104 $1,980,502 $11,060,587 C. SEWER DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL LF $60.00 11,000 $660,000 8,470 $508,200 4,410 $264,600 6,230 $373,800 7,970 $478,200 6,830 $409,800 11,990 $719,400 2,380 $142,800 15,000 $900,000 74,280 $4,456,800 LF $75.00 1,350 $101,250 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,350 $101,250 LF $150.00 1,300 $195,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,300 $195,000 LF $150.00 2,375 $356,250 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2,375 $356,250 LF $60.00 0 $0 1,105 $66,300 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,105 $66,300 LF $60.00 0 $0 0 $0 970 $58,200 640 $38,400 0 $0 0 $0 0 $0 0 $0 0 $0 1,610 $96,600 4' DIAMETER MANHOLE (ALL DEPTHS) EA $10,000.00 34 $340,000 27 $270,000 15 $150,000 26 $260,000 24 $240,000 20 $200,000 35 $350,000 8 $80,000 40 $400,000 229 $2,290,000 5' DIAMETER MANHOLE (ALL DEPTHS) EA $16,000.00 11 $176,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 11 $176,000 CLEANOUT EA $1,200.00 9 $10,800 5 $6,000 1 $1,200 2 $2,400 2 $2,400 5 $6,000 3 $3,600 0 $0 13 $15,600 40 $48,000 4" SERVICE EA $1,500.00 285 $427,500 210 $315,000 121 $181,500 116 $174,000 190 $285,000 156 $234,000 326 $489,000 58 $87,000 418 $627,000 1,880 $2,820,000 TRENCH SAFETY LF $1.00 16,025 $16,025 8,470 $8,470 4,410 $4,410 6,230 $6,230 7,970 $7,970 6,830 $6,830 11,990 $11,990 2,380 $2,380 15,000 $15,000 79,305 $79,305 TESTING (EXCLUDING GEOTECH) LF $1.00 16,025 $16,025 8,470 $8,470 4,410 $4,410 6,230 $6,230 7,970 $7,970 6,830 $6,830 11,990 $11,990 2,380 $2,380 15,000 $15,000 79,305 $79,305 TESTING (GEOTECH) LF $1.00 16,025 $16,025 8,470 $8,470 4,410 $4,410 6,230 $6,230 7,970 $7,970 6,830 $6,830 11,990 $11,990 2,380 $2,380 15,000 $15,000 79,305 $79,305 BONDS % 2.00% $2,314,875 $46,298 $1,190,910 $23,818 $668,730 $13,375 $867,290 $17,346 $1,029,510 $20,590 $870,290 $17,406 $1,597,970 $31,959 $316,940 $6,339 $1,987,600 $39,752 $10,844,115 $216,882 INSPECTION FEES % 3.00% $2,314,875 $69,446 $1,190,910 $35,727 $668,730 $20,062 $867,290 $26,019 $1,029,510 $30,885 $870,290 $26,109 $1,597,970 $47,939 $316,940 $9,508 $1,987,600 $59,628 $10,844,115 $325,323 TOTAL SEWER $2,430,619 $1,250,456 $702,167 $910,655 $1,080,986 $913,805 $1,677,869 $332,787 $2,086,980 $11,386,321 Phase 2 Phase 2 Phase 2 Phase 1 Phase 1 Phase 1 Phase 5 Thornton Thornton ThorntonPhase 5 TOTAL 8" SDR-26 P.V.C. SEWERLINE (ALL DEPTHS) 15" SDR-26 P.V.C. SEWERLINE (ALL DEPTHS) 12" SDR-26 P.V.C. SEWERLINE (ALL DEPTHS) SS-P1 (15" SDR-26 P.V.C. SEWERLINE) SS-P2 (8" SDR-26 P.V.C. SEWERLINE) SS-P4 (8" SDR-26 P.V.C. SEWERLINE) Phase 6 Phase 6 Phase 6 Phase 3 Phase 4 Phase 3 Phase 4 Phase 3 Phase 4 Phase 5 Phase 8 Phase 7 Phase 8 Phase 7 Phase 8 Phase 7 TOTAL TOTAL Page 4 of 20 LIBERTY HILLS OPINION OF PROBABLE COST DIRECT PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 D. STORM SEWER DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 18" RCP LF $80.00 4,460 $356,800 3,220 $257,600 2,408 $192,640 3,055 $244,400 2,959 $236,720 3,200 $256,000 3,701 $296,080 1,130 $90,400 4,330 $346,400 28,463 $2,277,040 24" RCP LF $100.00 3,810 $381,000 1,800 $180,000 1,020 $102,000 1,857 $185,700 2,368 $236,800 1,847 $184,700 2,869 $286,900 963 $96,300 2,110 $211,000 18,644 $1,864,400 30" RCP LF $125.00 1,940 $242,500 320 $40,000 298 $37,250 1,080 $135,000 1,073 $134,125 681 $85,125 1,136 $142,000 271 $33,875 1,304 $163,000 8,103 $1,012,875 36" RCP LF $165.00 430 $70,950 251 $41,415 258 $42,570 275 $45,375 72 $11,880 268 $44,220 667 $110,055 296 $48,840 1,485 $245,025 4,002 $660,330 42" RCP LF $225.00 0 $0 0 $0 0 $0 0 $188 0 $0 0 $0 766 $172,350 0 $0 910 $204,750 1,676 $377,100 48" RCP LF $270.00 0 $0 360 $97,200 0 $0 0 $0 0 $0 0 $0 133 $35,910 0 $0 0 $0 493 $133,110 54" RCP LF $340.00 0 $0 0 $0 0 $0 0 $0 0 $0 1,380 $469,200 0 $0 0 $0 185 $62,900 1,565 $532,100 18" SLOPED END HEADWALL EA $4,000.00 2 $8,000 2 $8,000 4 $16,000 0 $0 0 $0 4 $16,000 3 $12,000 0 $0 1 $4,000 16 $64,000 24" SLOPED END HEADWALL EA $4,500.00 6 $27,000 2 $9,000 2 $9,000 0 $0 3 $13,500 2 $9,000 0 $0 0 $0 2 $9,000 17 $76,500 30" SLOPED END HEADWALL EA $5,000.00 1 $5,000 2 $10,000 0 $0 1 $5,000 2 $10,000 1 $5,000 2 $10,000 0 $0 0 $0 9 $45,000 36" SLOPED END HEADWALL EA $5,500.00 2 $11,000 1 $5,500 1 $5,500 0 $0 1 $5,500 1 $5,500 1 $5,500 1 $5,500 0 $0 8 $44,000 42" SLOPED END HEADWALL EA $6,000.00 0 $0 0 $0 0 $0 1 $6,000 0 $0 0 $0 0 $0 0 $0 0 $0 1 $6,000 48" SLOPED END HEADWALL EA $6,500.00 0 $0 1 $6,500 0 $0 0 $0 0 $0 0 $0 1 $6,500 0 $0 0 $0 2 $13,000 54" SLOPED END HEADWALL EA $7,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 1 $7,000 0 $0 0 $0 0 $0 1 $7,000 STANDARD 10' INLET EA $6,500.00 70 $455,000 45 $292,500 34 $221,000 42 $273,000 51 $331,500 48 $312,000 64 $416,000 20 $130,000 73 $474,500 447 $2,905,500 4' STORM MANHOLE EA $8,000.00 17 $136,000 9 $72,000 4 $32,000 11 $88,000 13 $104,000 8 $64,000 14 $112,000 4 $32,000 11 $88,000 91 $728,000 5' STORM MANHOLE EA $12,500.00 3 $37,500 2 $25,000 1 $12,500 1 $12,500 1 $12,500 1 $12,500 5 $62,500 1 $12,500 8 $100,000 23 $287,500 6' STORM MANHOLE EA $18,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 4 $72,000 0 $0 0 $0 1 $18,000 5 $90,000 RIP-RAP SY $100.00 440 $44,000 320 $32,000 280 $28,000 80 $8,000 240 $24,000 360 $36,000 280 $28,000 40 $4,000 120 $12,000 2,160 $216,000 4' X 4' TYPE Y INLET EA $7,500.00 3 $22,500 0 $0 1 $7,500 0 $0 0 $0 2 $15,000 3 $22,500 0 $0 2 $15,000 11 $82,500 DETENTION POND EA $150,000.00 4 $600,000 2 $300,000 2 $300,000 1 $150,000 2 $300,000 3 $450,000 2 $300,000 0 $0 2 $300,000 18 $2,700,000 TRENCH SAFETY LF $1.00 10,640 $10,640 5,951 $5,951 3,984 $3,984 6,267 $6,267 6,472 $6,472 5,996 $5,996 9,272 $9,272 2,660 $2,660 10,324 $10,324 61,566 $61,566 TESTING (GEOTECH) LF $1.00 10,640 $10,640 5,951 $5,951 3,984 $3,984 6,267 $6,267 6,472 $6,472 5,996 $5,996 9,272 $9,272 2,660 $2,660 10,324 $10,324 61,566 $61,566 BONDS % 2.00% $2,418,530 $48,371 $1,388,617 $27,772 $1,013,928 $20,279 $1,165,697 $23,314 $1,433,469 $28,669 $2,055,237 $41,105 $2,036,839 $40,737 $458,735 $9,175 $2,274,223 $45,484 $14,245,275 $284,906 INSPECTION FEE % 3.00% $2,418,530 $72,556 $1,388,617 $41,659 $1,013,928 $30,418 $1,165,697 $34,971 $1,433,469 $43,004 $2,055,237 $61,657 $2,036,839 $61,105 $458,735 $13,762 $2,274,223 $68,227 $14,245,275 $427,358 TOTAL STORM SEWER $2,539,457 $1,458,048 $1,064,624 $1,223,982 $1,505,142 $2,157,999 $2,138,681 $481,672 $2,387,934 $14,957,351 E. STREET PAVING DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 6" REINF. CONCRETE STREET PAVEMENT SY $54.00 52,754 $2,848,728 34,664 $1,871,880 23,072 $1,245,900 25,500 $1,377,024 36,270 $1,958,586 36,335 $1,962,078 44,700 $2,413,800 11,433 $617,406 55,874 $3,017,196 320,604 $17,312,598 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 55,935 $209,755 36,704 $137,640 24,433 $91,623 26,931 $100,993 38,411 $144,041 38,465 $144,244 47,391 $177,717 12,140 $45,524 59,226 $222,098 339,636 $1,273,634 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 1,119 $335,609 734 $220,223 489 $146,597 539 $161,588 768 $230,466 769 $230,790 948 $284,347 243 $72,838 1,185 $355,356 6,793 $2,037,814 10 MIL POLY SF $0.45 169,440 $76,248 114,240 $51,408 71,556 $32,200 79,632 $35,834 116,184 $52,283 121,476 $54,664 152,580 $68,661 40,632 $18,284 177,771 $79,997 1,043,511 $469,580 STREET BARRICADE EA $2,000.00 2 $4,000 0 $0 2 $4,000 0 $0 2 $4,000 2 $4,000 0 $0 0 $0 0 $0 8 $16,000 REMOVE BARRICADE AND CONNECT TO EX. STREET EA $1,500.00 0 $0 2 $3,000 0 $0 0 $0 2 $3,000 2 $3,000 1 $1,500 1 $1,500 0 $0 8 $12,000 PAVEMENT HEADER LF $35.00 62 $2,170 0 $0 62 $2,170 0 $0 62 $2,170 62 $2,170 0 $0 0 $0 0 $0 248 $8,680 BARRIER FREE PEDESTRIAN RAMP EA $2,500.00 46 $115,000 32 $80,000 15 $37,500 18 $45,000 29 $72,500 30 $75,000 38 $95,000 8 $20,000 89 $222,500 305 $762,500 STREET SIGN EA $1,000.00 25 $25,000 15 $15,000 7 $7,000 16 $16,000 16 $16,000 21 $21,000 18 $18,000 6 $6,000 33 $33,000 157 $157,000 STOP SIGN EA $500.00 24 $12,000 16 $8,000 7 $3,500 10 $5,000 12 $6,000 17 $8,500 18 $9,000 4 $2,000 27 $13,500 135 $67,500 5' CONCRETE SIDEWALK LF $45.00 28,240 $1,270,800 17,260 $776,700 9,886 $444,870 13,272 $597,240 17,534 $789,030 17,536 $789,120 25,430 $1,144,350 6,772 $304,740 29,839 $1,342,755 165,769 $7,459,605 10' CONCRETE TRAIL LF $85.00 0 $0 1,780 $151,300 2,040 $173,400 0 $0 1,830 $155,550 2,710 $230,350 0 $0 0 $0 0 $0 8,360 $710,600 BRIDGE B6 (ASSUMES 50 FT WIDTH) LF $5,000.00 0 $0 0 $0 0 0 $0 0 $0 0 0 $0 250 $1,250,000 $0 $0 $250 $1,250,000 BONDS % 2.00% $4,899,310 $97,986 $3,315,151 $66,303 $2,188,760 $43,775 $2,338,679 $46,774 $3,433,626 $68,673 $3,524,916 $70,498 $4,212,375 $84,248 $1,088,292 $21,766 $5,286,401 $105,728 $30,287,511 $605,750 INSPECTION FEE % 3.00% $4,899,310 $146,979 $3,315,151 $99,455 $2,188,760 $65,663 $2,338,679 $70,160 $3,433,626 $103,009 $3,524,916 $105,747 $4,212,375 $126,371 $1,088,292 $32,649 $5,286,401 $158,592 $30,287,511 $908,625 TOTAL STREET PAVING $5,144,276 $3,480,908 $2,298,198 $2,455,613 $3,605,307 $3,701,162 $4,422,994 $2,392,707 $5,550,722 $33,051,886 F. EROSION CONTROL DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL EROSION CONTROL INSPECTION & MAINTENANCE LS $10,000.00 1 $10,000 1 $10,000 1 $10,000 1 $10,000 1 $10,000 1 $10,000 1 $10,000 1 $10,000 1 $10,000 9 $90,000 SILT FENCE LF $2.00 10,180 $20,360 8,490 $16,980 5,100 $10,200 5,880 $11,760 6,800 $13,600 11,050 $22,100 8,800 $17,600 4,510 $9,020 5,400 $10,800 66,210 $132,420 CURLEX LF $2.00 24,150 $48,300 17,950 $35,900 11,200 $22,400 13,330 $26,660 17,960 $35,920 18,260 $36,520 23,740 $47,480 6,000 $12,000 29,629 $59,258 162,219 $324,438 INLET PROTECTION EA $175.00 73 $12,775 45 $7,875 35 $6,125 42 $7,350 51 $8,925 50 $8,750 67 $11,725 20 $3,500 75 $13,125 458 $80,150 CONSTRUCTION ENTRANCE EA $3,500.00 1 $3,500 1 $3,500 1 $3,500 1 $3,500 1 $3,500 1 $3,500 1 $3,500 1 $3,500 1 $3,500 9 $31,500 TOTAL EROSION CONTROL $94,935 $74,255 $52,225 $59,270 $71,945 $80,870 $90,305 $38,020 $96,683 $658,508 Phase 1 Phase 2 Phase 2 Phase 2 Phase 6 Thornton Thornton Phase 5 Phase 5 Phase 4Phase 1 Phase 3 Phase 6 Phase 8 Phase 7 Phase 8 Phase 7 Phase 8 Phase 7 Thornton Phase 4 Phase 3 Phase 4 TOTAL Phase 1 Phase 5 Phase 6Phase 3 TOTAL TOTAL Page 5 of 20 LIBERTY HILLS OPINION OF PROBABLE COST DIRECT PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 G. MISCELLANEOUS DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL STREET LIGHTS EA $4,000.00 33 $132,000 26 $104,000 14 $56,000 19 $76,000 26 $104,000 26 $104,000 30 $120,000 10 $40,000 38 $152,000 222 $888,000 4" PVC UTILITY SLEEVE LF $15.00 2,000 $30,000 1,400 $21,000 1,100 $16,500 1,100 $16,500 1,400 $21,000 1,800 $27,000 1,600 $24,000 600 $9,000 2,040 $30,600 13,040 $195,600 FINAL GEOTECHNICAL REPORT LOT $150.00 285 $42,750 210 $31,500 121 $18,150 116 $17,400 190 $28,500 156 $23,400 326 $48,900 58 $8,700 418 $62,700 1,880 $282,000 TOTAL MISCELLANEOUS $204,750 $156,500 $90,650 $109,900 $153,500 $154,400 $192,900 $57,700 $245,300 $1,365,600 SUMMARY - DIRECT PUBLIC IMPROVEMENTS - CITY OF ANNA A. CLEARING & EXCAVATION $1,215,657 $423,520 $278,876 $359,714 $440,278 $446,387 $550,418 $137,300 $722,700 $4,574,849 B. WATER $1,754,760 $1,159,925 $858,354 $847,676 $1,273,535 $1,220,321 $1,557,413 $408,104 $1,980,502 $11,060,587 C. SEWER $2,430,619 $1,250,456 $702,167 $910,655 $1,080,986 $913,805 $1,677,869 $332,787 $2,086,980 $11,386,321 D. STORM SEWER $2,539,457 $1,458,048 $1,064,624 $1,223,982 $1,505,142 $2,157,999 $2,138,681 $481,672 $2,387,934 $14,957,351 E. STREET PAVING $5,144,276 $3,480,908 $2,298,198 $2,455,613 $3,605,307 $3,701,162 $4,422,994 $2,392,707 $5,550,722 $33,051,886 F. EROSION CONTROL $94,935 $74,255 $52,225 $59,270 $71,945 $80,870 $90,305 $38,020 $96,683 $658,508 G. MISCELLANEOUS $204,750 $156,500 $90,650 $109,900 $153,500 $154,400 $192,900 $57,700 $245,300 $1,365,600 SUB-TOTAL $13,384,453 $8,003,611 $5,345,094 $5,966,809 $8,130,693 $8,674,943 $10,630,579 $3,848,289 $13,070,820 $77,055,102 SURVEY, PLATTING, ENG., PERMITTING, & STAKING (10%) $1,338,445 $800,361 $534,509 $596,681 $813,069 $867,494 $1,063,058 $384,829 $1,307,082 $7,705,510 CONSTRUCTION MANAGEMENT (1.75%) $234,228 $140,063 $93,539 $104,419 $142,287 $151,812 $186,035 $67,345 $228,739 $1,348,464 CITY FEES (0.2%) $26,769 $16,007 $10,690 $11,934 $16,261 $17,350 $21,261 $7,697 $26,142 $154,110 MISCELLANEOUS & CONTINGENCY (15%) $2,007,668 $1,200,542 $801,764 $895,021 $1,219,604 $1,301,241 $1,594,587 $577,243 $1,960,623 $11,558,265 TOTAL DIRECT PUBLIC IMPROVEMENTS COST $16,991,563 $10,160,584 $6,785,597 $7,574,863 $10,321,915 $11,012,840 $13,495,520 $4,885,402 $16,593,406 $97,821,452 Phase 3 Phase 4 TOTALPhase 5 Phase 6 Phase 7 Phase 8Phase 1 Phase 2 Phase 2 Phase 1 Phase 4Phase 3 Phase 6Phase 5 Thornton Thornton TOTALPhase 8Phase 7 Page 6 of 20 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 Phase 1 Phase 2 Phase 3 Phase 4 Phase 5 Phase 6 Phase 7 Phase 8 Thronton TOTAL NO. OF LOTS:285 210 121 116 190 156 326 58 418 1,880 GROSS AC.78 55 31 43 50 65 75 23 97 519 A. CLEARING & EXCAVATION A.1 CLEARING & EXCAVATION - MANTUA PARKWAY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 0.0 $0 0.0 $0 12.6 $18,965 0.0 $0 2.5 $3,675 0.0 $0 0.0 $0 0.0 $0 3.3 $4,875 18.3 $27,515 UNCLASSIFIED EXCAVATION CY $3.50 0 $0 0 $0 40,796 $142,787 0 $0 7,905 $27,669 0 $0 0 $0 0.00 $0 10,487 $36,703 59,188.3 $207,159 4' MOISTURE CONDITIONING CY $3.75 0 $0 0 $0 81,593 $305,972 0 $0 15,811 $59,290 0 $0 0 $0 0 $0 20,973 $78,650 118,376.6 $443,912 TESTING CY $0.30 0 $0 0 $0 40,796 $12,239 0 $0 7,905 $2,372 0 $0 0 $0 0 $0 10,487 $3,146 59,188.3 $17,756 TOTAL CLEARING & EXCAVATION - MANTUA PKWY $0 $0 $479,963 $0 $93,005 $0 $0 $0 $123,374 $696,343 A.2 CLEARING & EXCAVATION - STANDRIDGE PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 5.8 $8,762 1.9 $2,847 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 7.7 $11,609 UNCLASSIFIED EXCAVATION CY $3.50 18,848 $65,969 6,124 $21,436 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 24,972.8 $87,405 4' MOISTURE CONDITIONING CY $3.75 37,697 $141,363 12,249 $45,933 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 49,945.6 $187,296 TESTING CY $0.30 18,848 $5,655 6,124 $1,837 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 24,972.8 $7,492 TOTAL CLEARING & EXCAVATION - STANDRIDGE PKWY $221,749 $72,053 $0 $0 $0 $0 $0 $0 $0 $293,802 A.3 CLEARING & EXCAVATION - ROSAMOND PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 0.7 $1,069 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.7 $1,069 UNCLASSIFIED EXCAVATION CY $3.50 2,300 $8,051 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2,300.4 $8,051 4' MOISTURE CONDITIONING CY $3.75 4,601 $17,253 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4,600.7 $17,253 TESTING CY $0.30 2,300 $690 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2,300.4 $690 TOTAL CLEARING & EXCAVATION - ROSAMOND PKWY $27,064 $0 $0 $0 $0 $0 $0 $0 $0 $27,064 A.4 CLEARING & EXCAVATION - COUNTY ROAD 289 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 2.8 $4,185 2.8 $4,185 UNCLASSIFIED EXCAVATION CY $3.50 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 9,002 $31,508 9,002.4 $31,508 4' MOISTURE CONDITIONING CY $3.75 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 18,005 $67,518 18,004.8 $67,518 TESTING CY $0.30 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 9,002 $2,701 9,002.4 $2,701 TOTAL CLEARING & EXCAVATION - COUNTY ROAD 289 $0 $0 $0 $0 $0 $0 $0 $0 $105,912 $105,912 A.5 CLEARING & EXCAVATION - COUNTY ROAD 290 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 1.4 $2,100 0.8 $1,210 0.0 $0 1.4 $2,040 3.6 $5,350 UNCLASSIFIED EXCAVATION CY $3.50 0 $0 0 $0 0 $0 0 $0 0 $0 4,517 $15,811 2,604 $9,113 0 $0 4,388 $15,359 11,509.4 $40,283 4' MOISTURE CONDITIONING CY $3.75 0 $0 0 $0 0 $0 0 $0 0 $0 9,035 $33,880 5,208 $19,528 0 $0 8,777 $32,912 23,018.8 $86,320 TESTING CY $0.30 0 $0 0 $0 0 $0 0 $0 0 $0 4,517 $1,355 2,604 $781 0 $0 4,388 $1,316 11,509.4 $3,453 TOTAL CLEARING & EXCAVATION - COUNTY ROAD 290 $0 $0 $0 $0 $0 $53,146 $30,633 $0 $51,627 $135,406 TOTAL Phase 1 Phase 6 Phase 7 Phase 2 Phase 3 Phase 4 TOTAL Phase 8 Phase 8 Phase 8Phase 5 Phase 6 Phase 7 Phase 4 Phase 5 Phase 6 Phase 7 Phase 5Phase 2 Phase 3 Phase 4 TOTAL TOTAL TOTAL Phase 5 Phase 6 Phase 7 Phase 1 Phase 1 Phase 8 Thornton Thornton Thornton Thornton Thornton Phase 8 Phase 3 Phase 4 Phase 1 Phase 2 Phase 3 Phase 1 Phase 2 Phase 3 Phase 4 Phase 5 Phase 6 Phase 7 Phase 2 Page 7 of 20 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 A.6 CLEARING & EXCAVATION - ROAD A DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 1.4 $2,076 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 1.4 $2,076 UNCLASSIFIED EXCAVATION CY $3.50 4,465 $15,629 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4,465.4 $15,629 4' MOISTURE CONDITIONING CY $3.75 8,931 $33,491 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 8,930.8 $33,491 TESTING CY $0.30 4,465 $1,340 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4,465.4 $1,340 TOTAL CLEARING & EXCAVATION - ROAD A $52,535 $0 $0 $0 $0 $0 $0 $0 $0 $52,535 A.7 CLEARING & EXCAVATION - ROAD B DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 0.0 $0 1.4 $2,143 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 1.4 $2,143 UNCLASSIFIED EXCAVATION CY $3.50 0 $0 4,610 $16,134 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4,609.8 $16,134 4' MOISTURE CONDITIONING CY $3.75 0 $0 9,220 $34,573 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 9,219.6 $34,573 TESTING CY $0.30 0 $0 4,610 $1,383 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4,609.8 $1,383 TOTAL CLEARING & EXCAVATION - ROAD B $0 $54,233 $0 $0 $0 $0 $0 $0 $0 $54,233 A.8 CLEARING & EXCAVATION - ROAD C DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 0.0 $0 0.0 $0 0.0 $0 1.9 $2,870 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 1.9 $2,870 UNCLASSIFIED EXCAVATION CY $3.50 0 $0 0 $0 0 $0 6,175 $21,612 0 $0 0 $0 0 $0 0 $0 0 $0 6,174.7 $21,612 4' MOISTURE CONDITIONING CY $3.75 0 $0 0 $0 0 $0 12,349 $46,311 0 $0 0 $0 0 $0 0 $0 0 $0 12,349.5 $46,311 TESTING CY $0.30 0 $0 0 $0 0 $0 6,175 $1,852 0 $0 0 $0 0 $0 0 $0 0 $0 6,174.7 $1,852 TOTAL CLEARING & EXCAVATION - ROAD C $0 $0 $0 $72,645 $0 $0 $0 $0 $0 $72,645 A.9 CLEARING & EXCAVATION - ROAD E DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING AC $1,500.00 0.2 $252 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.2 $252 UNCLASSIFIED EXCAVATION CY $3.50 543 $1,899 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 542.7 $1,899 4' MOISTURE CONDITIONING CY $3.75 1,085 $4,070 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,085.3 $4,070 TESTING CY $0.30 543 $163 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 542.7 $163 TOTAL CLEARING & EXCAVATION - ROAD E $6,384 $0 $0 $0 $0 $0 $0 $0 $0 $6,384 Phase 7 Phase 8 Phase 5 Phase 6 Phase 4 Phase 5 Phase 6 Phase 7 Phase 8 TOTAL TOTAL Phase 1 Phase 7 Phase 1 Phase 3 Phase 3Phase 1 Phase 1 Phase 2 Phase 3 Phase 6Phase 4 Phase 5 Phase 4 Phase 5 Phase 6 Phase 4 Phase 7 TOTAL TOTAL Phase 8 Phase 8 Phase 2 Thornton Thornton Thornton Thornton Phase 2 Phase 2 Phase 3 Page 8 of 20 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 B. WATER B.1 WATER - MANTUA PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 16" P.V.C. WATERLINE LF $150.00 0 $0 0 $0 6,396 $959,400 0 $0 1,710 $256,500 0 $0 0 $0 0 $0 2,220 $333,000 10,326.0 $1,548,900 16" BUTTERFLY VALVE EA $25,000.00 0 $0 0 $0 15 $375,000 0 $0 3 $75,000 0 $0 0 $0 0 $0 5 $125,000 23.0 $575,000 FIRE HYDRANT ASSEMBLY EA $7,500.00 0 $0 0 $0 8 $60,000 0 $0 4 $30,000 0 $0 0 $0 0 $0 5 $37,500 17.0 $127,500 CONNECT TO EXISTING EA $5,000.00 0 $0 0 $0 1 $5,000 0 $0 0 $0 0 $0 0 $0 0 $0 1 $5,000 2.0 $10,000 TRENCH SAFETY LF $1.00 0 $0 0 $0 6,396 $6,396 0 $0 1,710 $1,710 0 $0 0 $0 0 $0 2,220 $2,220 10,326.0 $10,326 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 6,396 $6,396 0 $0 1,710 $1,710 0 $0 0 $0 0 $0 2,220 $2,220 10,326.0 $10,326 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 6,396 $6,396 0 $0 1,710 $1,710 0 $0 0 $0 0 $0 2,220 $2,220 10,326.0 $10,326 BONDS % 2.00% $0 $0 $0 $0 $84,188 $1,684 $0 $0 $35,130 $703 $0 $0 $0 $0 $0 $0 $507,160 $10,143 626,478.0 $12,530 INSPECTION FEE % 3.00% $0 $0 $0 $0 $84,188 $2,526 $0 $0 $35,130 $1,054 $0 $0 $0 $0 $0 $0 $507,160 $15,215 626,478.0 $18,794 TOTAL WATER - MANTUA PKWY $0 $0 $1,422,797 $0 $368,387 $0 $0 $0 $532,518 $2,323,702 B.2 WATER - STANDRIDGE PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 16" P.V.C. WATERLINE LF $150.00 4,660 $699,000 1,160 $174,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 5,820.0 $873,000 16" BUTTERFLY VALVE EA $25,000.00 13 $325,000 2 $50,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 15.0 $375,000 FIRE HYDRANT ASSEMBLY EA $7,500.00 6 $45,000 2 $15,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 8.0 $60,000 REMOVE EXISTING WATERLINE LS $25,000.00 1 $25,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $25,000 TRENCH SAFETY LF $1.00 4,660 $4,660 1,160 $1,160 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 5,820.0 $5,820 TESTING (EXCLUDING GEOTECH) LF $1.00 4,660 $4,660 1,160 $1,160 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 5,820.0 $5,820 TESTING (GEOTECH) LF $1.00 4,660 $4,660 1,160 $1,160 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 5,820.0 $5,820 BONDS % 2.00% $1,107,980 $22,160 $242,480 $4,850 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 1,350,460.0 $27,009 INSPECTION FEE % 3.00% $1,107,980 $33,239 $242,480 $7,274 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 1,350,460.0 $40,514 TOTAL WATER - STANDRIDGE PKWY $1,163,379 $254,604 $0 $0 $0 $0 $0 $0 $0 $1,417,983 B.3 WATER - ROSAMOND PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 16" P.V.C. WATERLINE LF $150.00 570 $85,500 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 570.0 $85,500 16" BUTTERFLY VALVE EA $25,000.00 1 $25,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $25,000 FIRE HYDRANT ASSEMBLY EA $7,500.00 1 $7,500 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $7,500 CONNECT TO EXISTING EA $5,000.00 1 $5,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $5,000 TRENCH SAFETY LF $1.00 570 $570 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 570.0 $570 TESTING (EXCLUDING GEOTECH) LF $1.00 570 $570 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 570.0 $570 TESTING (GEOTECH) LF $1.00 570 $570 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 570.0 $570 BONDS % 2.00% $124,710 $2,494 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 124,710.0 $2,494 INSPECTION FEE % 3.00% $124,710 $3,741 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 124,710.0 $3,741 TOTAL WATER - ROSAMOND PKWY $130,946 $0 $0 $0 $0 $0 $0 $0 $0 $130,946 TOTAL Phase 8Phase 7Phase 6 TOTALPhase 2 Phase 3 (K to L) Phase 3Phase 2 (G to H) Phase 2 Phase 5 (L to N) Phase 6 Phase 7Phase 1 Phase 8 Thornton Phase 1 (B to G) Phase 1 (A to B) Phase 4 TOTAL Phase 8 Phase 5 Phase 3 Phase 4 Phase 5 Phase 6 Phase 4 Phase 7 Thornton Thornton Page 9 of 20 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 B.4 WATER - COUNTY ROAD 289 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 12" P.V.C. WATERLINE LF $110.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,940 $213,400 1,940.0 $213,400 12" GATE VALVE EA $7,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 6 $42,000 6.0 $42,000 FIRE HYDRANT ASSEMBLY EA $7,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 6 $45,000 6.0 $45,000 CONNECT TO EXISTING EA $5,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $5,000 1.0 $5,000 TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,940 $1,940 1,940.0 $1,940 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,940 $1,940 1,940.0 $1,940 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,940 $1,940 1,940.0 $1,940 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $311,220 $6,224 311,220.0 $6,224 INSPECTION FEE % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $311,220 $9,337 311,220.0 $9,337 TOTAL WATER - COUNTY ROAD 289 $0 $0 $0 $0 $0 $0 $0 $0 $326,781 $326,781 B.5 WATER - COUNTY ROAD 290 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 16" P.V.C. WATERLINE LF $150.00 0 $0 0 $0 0 $0 0 $0 0 $0 1,870 $280,500 1,172 $175,800 0 $0 0 $0 3,042.0 $456,300 16" BUTTERFLY VALVE EA $25,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 6 $150,000 3 $75,000 0 $0 0 $0 9.0 $225,000 FIRE HYDRANT ASSEMBLY EA $7,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 4 $30,000 3 $22,500 0 $0 0 $0 7.0 $52,500 CONNECT TO EXISTING EA $5,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 1 $5,000 2 $10,000 0 $0 0 $0 3.0 $15,000 TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 1,870 $1,870 1,172 $1,172 0 $0 0 $0 3,042.0 $3,042 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 1,870 $1,870 1,172 $1,172 0 $0 0 $0 3,042.0 $3,042 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 1,870 $1,870 1,172 $1,172 0 $0 0 $0 3,042.0 $3,042 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $471,110 $9,422 $286,816 $5,736 $0 $0 $0 $0 757,926.0 $15,159 INSPECTION FEE % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $471,110 $14,133 $286,816 $8,604 $0 $0 $0 $0 757,926.0 $22,738 TOTAL WATER - COUNTY ROAD 290 $0 $0 $0 $0 $0 $494,666 $301,157 $0 $0 $795,822 B.6 WATER - ROAD A DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 12" P.V.C. WATERLINE LF $110.00 670 $73,700 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 670.0 $73,700 12" GATE VALVE EA $7,000.00 3 $21,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 3.0 $21,000 FIRE HYDRANT ASSEMBLY EA $7,500.00 1 $7,500 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $7,500 CONNECT TO EXISTING EA $5,000.00 1 $5,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $5,000 TRENCH SAFETY LF $1.00 670 $670 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 670.0 $670 TESTING (EXCLUDING GEOTECH) LF $1.00 670 $670 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 670.0 $670 TESTING (GEOTECH) LF $1.00 670 $670 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 670.0 $670 BONDS % 2.00% $109,210 $2,184 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 109,210.0 $2,184 INSPECTION FEE % 3.00% $109,210 $3,276 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 109,210.0 $3,276 TOTAL WATER - ROAD A $114,671 $0 $0 $0 $0 $0 $0 $0 $0 $114,671 B.7 WATER - ROAD B DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 12" P.V.C. WATERLINE LF $110.00 0 $0 710 $78,100 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 710.0 $78,100 12" GATE VALVE EA $7,000.00 0 $0 3 $21,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 3.0 $21,000 FIRE HYDRANT ASSEMBLY EA $7,500.00 0 $0 1 $7,500 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $7,500 CONNECT TO EXISTING EA $5,000.00 0 $0 1 $5,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $5,000 TRENCH SAFETY LF $1.00 0 $0 710 $710 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 710.0 $710 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 710 $710 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 710.0 $710 TESTING (GEOTECH) LF $1.00 0 $0 710 $710 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 710.0 $710 BONDS % 2.00% $0 $0 $113,730 $2,275 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 113,730.0 $2,275 INSPECTION FEE % 3.00% $0 $0 $113,730 $3,412 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 113,730.0 $3,412 TOTAL WATER - ROAD B $0 $119,417 $0 $0 $0 $0 $0 $0 $0 $119,417 Phase 2Phase 1 (E to F) TOTAL TOTALPhase 8 Phase 5 TOTAL Thornton TOTALPhase 5 Phase 6 Phase 7 Phase 8 Phase 1 Phase 2 Phase 3 Phase 1 Phase 2 (H to I) Phase 3 Phase 1 Phase 3 Phase 3 Phase 2 Phase 4 Phase 5 Phase 6 (N to P) Phase 7 (P to Q) Phase 4 Phase 4 Phase 5 Phase 6 Phase 4 Thornton Phase 8 Thorton (W to X) Phase 7 Phase 6 Phase 7 Thornton Phase 8 Page 10 of 20 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 B.8 WATER - ROAD C DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 8" P.V.C. WATERLINE LF $60.00 0 $0 0 $0 0 $0 1,730 $103,800 0 $0 0 $0 0 $0 0 $0 0 $0 1,730.0 $103,800 8" GATE VALVE EA $2,800.00 0 $0 0 $0 0 $0 4 $11,200 0 $0 0 $0 0 $0 0 $0 0 $0 4.0 $11,200 FIRE HYDRANT ASSEMBLY EA $7,500.00 0 $0 0 $0 0 $0 4 $30,000 0 $0 0 $0 0 $0 0 $0 0 $0 4.0 $30,000 TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 1,730 $1,730 0 $0 0 $0 0 $0 0 $0 0 $0 1,730.0 $1,730 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 1,730 $1,730 0 $0 0 $0 0 $0 0 $0 0 $0 1,730.0 $1,730 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 1,730 $1,730 0 $0 0 $0 0 $0 0 $0 0 $0 1,730.0 $1,730 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $150,190 $3,004 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 150,190.0 $3,004 INSPECTION FEE % 3.00% $0 $0 $0 $0 $0 $0 $150,190 $4,506 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 150,190.0 $4,506 TOTAL WATER - ROAD C $0 $0 $0 $157,700 $0 $0 $0 $0 $0 $157,700 B.9 WATER - ROAD E DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 8" P.V.C. WATERLINE LF $60.00 120 $7,200 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 120.0 $7,200 8" GATE VALVE EA $2,800.00 1 $2,800 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $2,800 FIRE HYDRANT ASSEMBLY EA $7,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 CONNECT TO EXISTING EA $5,000.00 1 $5,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $5,000 TRENCH SAFETY LF $1.00 120 $120 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 120.0 $120 TESTING (EXCLUDING GEOTECH) LF $1.00 120 $120 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 120.0 $120 TESTING (GEOTECH) LF $1.00 120 $120 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 120.0 $120 BONDS % 2.00% $15,360 $307 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 15,360.0 $307 INSPECTION FEE % 3.00% $15,360 $461 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 15,360.0 $461 TOTAL WATER - ROAD E $16,128 $0 $0 $0 $0 $0 $0 $0 $0 $16,128 C. SANITARY SEWER C.1 SANITARY SEWER - M6 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL LF $350.00 0 $0 1,310 $458,500 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,310.0 $458,500 5' DIAMETER MANHOLE (ALL DEPTHS) EA $16,000.00 0 $0 4 $64,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4.0 $64,000 TRENCH SAFETY LF $1.00 0 $0 1,310 $1,310 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,310.0 $1,310 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 1,310 $1,310 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,310.0 $1,310 TESTING (GEOTECH) LF $1.00 0 $0 1,310 $1,310 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,310.0 $1,310 BONDS % 2.00% $0 $0 $526,430 $10,529 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 526,430.0 $10,529 INSPECTION FEE % 3.00% $0 $0 $526,430 $15,793 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 526,430.0 $15,793 TOTAL SANITARY SEWER - M6 $0 $552,752 $0 $0 $0 $0 $0 $0 $0 $552,752 24" SDR-26 P.V.C. SEWERLINE (ALL DEPTHS) Phase 2 Phase 2 TOTAL TOTAL Thornton Thornton Phase 1 Phase 2 Phase 3 Phase 1 Phase 1 (C to D) Phase 5 Phase 6 Phase 7Phase 3 TOTAL Phase 4 Phase 5 Phase 6Phase 3 Phase 4 Phase 4 (L to M) Phase 8 Phase 5 Phase 6 Phase 7 Phase 8 Phase 8 ThorntonPhase 7 Page 11 of 20 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 D. STORM SEWER D.1 STORM SEWER - MANTUA PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 18" RCP LF $80.00 0 $0 0 $0 3,010 $240,800 0 $0 560 $44,800 0 $0 0 $0 0 $0 405 $32,400 3,975.0 $318,000 24" RCP LF $100.00 0 $0 0 $0 1,450 $145,000 0 $0 465 $46,500 0 $0 0 $0 0 $0 470 $47,000 2,385.0 $238,500 30" RCP LF $125.00 0 $0 0 $0 70 $8,750 0 $0 0 $0 0 $0 0 $0 0 $0 510 $63,750 580.0 $72,500 36" RCP LF $165.00 0 $0 0 $0 25 $4,125 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 25.0 $4,125 42" RCP LF $225.00 0 $0 0 $0 150 $33,750 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 150.0 $33,750 18" SLOPED END HEADWALL EA $4,000.00 0 $0 0 $0 1 $4,000 0 $0 0 $0 0 $0 0 $0 0 $0 2 $8,000 3.0 $12,000 24" SLOPED END HEADWALL EA $4,500.00 0 $0 0 $0 3 $13,500 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 3.0 $13,500 30" SLOPED END HEADWALL EA $5,000.00 0 $0 0 $0 1 $5,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $5,000 42" SLOPED END HEADWALL EA $6,000.00 0 $0 0 $0 1 $6,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $6,000 STANDARD 10' INLET EA $6,500.00 0 $0 0 $0 19 $123,500 0 $0 3 $19,500 0 $0 0 $0 0 $0 5 $32,500 27.0 $175,500 4' STORM MANHOLE EA $8,000.00 0 $0 0 $0 9 $72,000 0 $0 2 $16,000 0 $0 0 $0 0 $0 4 $32,000 15.0 $120,000 5' STORM MANHOLE EA $12,500.00 0 $0 0 $0 1 $12,500 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $12,500 CULVERT C4 LS $100,000.00 0 $0 0 $0 1 $100,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $100,000 STORM DRAIN TRENCH SAFETY LF $1.00 0 $0 0 $0 4,705 $4,705 0 $0 1,025 $1,025 0 $0 0 $0 0 $0 1,385 $1,385 7,115.0 $7,115 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 4,705 $4,705 0 $0 1,025 $1,025 0 $0 0 $0 0 $0 1,385 $1,385 7,115.0 $7,115 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 4,705 $4,705 0 $0 1,025 $1,025 0 $0 0 $0 0 $0 1,385 $1,385 7,115.0 $7,115 BONDS % 2.00% $0 $0 $0 $0 $783,040 $15,661 $0 $0 $129,875 $2,598 $0 $0 $0 $0 $0 $0 $219,805 $4,396 1,132,720.0 $22,654 INSPECTION FEE % 3.00% $0 $0 $0 $0 $783,040 $23,491 $0 $0 $129,875 $3,896 $0 $0 $0 $0 $0 $0 $219,805 $6,594 1,132,720.0 $33,982 TOTAL STORM SEWER - MANTUA PKWY $0 $0 $822,192 $0 $136,369 $0 $0 $0 $230,795 $1,189,356 D.2 STORM SEWER - STANDRIDGE PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 18" RCP LF $80.00 1,900 $152,000 345 $27,600 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2,245.0 $179,600 24" RCP LF $100.00 1,340 $134,000 250 $25,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,590.0 $159,000 30" RCP LF $125.00 460 $57,500 50 $6,250 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 510.0 $63,750 18" SLOPED END HEADWALL EA $4,000.00 1 $4,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $4,000 30" SLOPED END HEADWALL EA $5,000.00 1 $5,000 1 $5,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2.0 $10,000 STANDARD 10' INLET EA $6,500.00 10 $65,000 4 $26,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 14.0 $91,000 4' STORM MANHOLE EA $8,000.00 4 $32,000 1 $8,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 5.0 $40,000 CULVERT C1 LS $100,000.00 1 $100,000 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $100,000 CULVERT C2 LS $100,000.00 0 $0 1 $100,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $100,000 STORM DRAIN TRENCH SAFETY LF $1.00 3,700 $3,700 645 $645 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4,345.0 $4,345 TESTING (EXCLUDING GEOTECH) LF $1.00 3,700 $3,700 645 $645 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4,345.0 $4,345 TESTING (GEOTECH) LF $0.00 3,700 $0 645 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 4,345.0 $0 BONDS % 2.00% $556,900 $11,138 $199,140 $3,983 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 756,040.0 $15,121 INSPECTION FEE % 3.00% $556,900 $16,707 $199,140 $5,974 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 756,040.0 $22,681 TOTAL STORM SEWER - STANDRIDGE PKWY $584,745 $209,097 $0 $0 $0 $0 $0 $0 $0 $793,842 TOTAL TOTALPhase 5 Phase 8Phase 1 Phase 3 Phase 4 Phase 1 Phase 2 Phase 2 Phase 7 Phase 8Phase 4Phase 3 Phase 5 Phase 6 Phase 7 Phase 6 Thornton Thornton Page 12 of 20 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 D.3 STORM SEWER - ROSAMOND PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 18" RCP LF $80.00 70 $5,600 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 70.0 $5,600 24" RCP LF $100.00 110 $11,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 110.0 $11,000 18" SLOPED END HEADWALL EA $4,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 24" SLOPED END HEADWALL EA $4,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 STANDARD 10' INLET EA $6,500.00 1 $6,500 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $6,500 4' STORM MANHOLE EA $8,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 5' STORM MANHOLE EA $12,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 STORM DRAIN TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 BONDS % 2.00% $23,100 $462 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 23,100.0 $462 INSPECTION FEE % 3.00% $23,100 $693 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 23,100.0 $693 TOTAL STORM SEWER - ROSAMOND PKWY $24,255 $0 $0 $0 $0 $0 $0 $0 $0 $24,255 D.4 STORM SEWER - COUNTY ROAD 289 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 18" RCP LF $80.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 550 $44,000 550.0 $44,000 24" RCP LF $100.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 470 $47,000 470.0 $47,000 18" SLOPED END HEADWALL EA $4,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2 $8,000 2.0 $8,000 24" SLOPED END HEADWALL EA $4,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $4,500 1.0 $4,500 STANDARD 10' INLET EA $6,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 5 $32,500 5.0 $32,500 4' STORM MANHOLE EA $8,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $8,000 1.0 $8,000 STORM DRAIN TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 550 $550 550.0 $550 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 550 $550 550.0 $550 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 550 $550 550.0 $550 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 145,650 $2,913 145,650.0 $2,913 INSPECTION FEE % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 145,650 $4,370 145,650.0 $4,370 TOTAL STORM SEWER - COUNTY ROAD 289 $0 $0 $0 $0 $0 $0 $0 $0 $152,933 $152,933 D.5 STORM SEWER - COUNTY ROAD 290 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 18" RCP LF $80.00 0 $0 0 $0 0 $0 0 $0 0 $0 540 $43,200 810 $64,800 0 $0 80 $6,400 1,430.0 $114,400 24" RCP LF $100.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 70 $7,000 0 $0 0 $0 70.0 $7,000 30" RCP LF $125.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 730 $91,250 730.0 $91,250 36" RCP LF $165.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 70 $11,550 70.0 $11,550 54" RCP LF $340.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 80 $27,200 80.0 $27,200 18" SLOPED END HEADWALL EA $4,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 24" SLOPED END HEADWALL EA $4,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $4,500 0 $0 0 $0 1.0 $4,500 STANDARD 10' INLET EA $6,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 2 $13,000 2 $13,000 0 $0 3 $19,500 7.0 $45,500 4' STORM MANHOLE EA $8,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2 $16,000 0 $0 1 $8,000 3.0 $24,000 5' STORM MANHOLE EA $12,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $12,500 1.0 $12,500 STORM DRAIN TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 540 $540 880 $880 0 $0 960 $960 2,380.0 $2,380 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 540 $540 880 $880 0 $0 960 $960 2,380.0 $2,380 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 540 $540 880 $880 0 $0 960 $960 2,380.0 $2,380 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $57,820 $1,156 $107,940 $2,159 $0 $0 $179,280 $3,586 345,040.0 $6,901 INSPECTION FEE % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $57,820 $1,735 $107,940 $3,238 $0 $0 $179,280 $5,378 345,040.0 $10,351 TOTAL STORM SEWER - COUNTY ROAD 290 $0 $0 $0 $0 $0 $60,711 $113,337 $0 $188,244 $362,292 TOTAL TOTAL TOTALPhase 3 Phase 4 Phase 5 Phase 6 Phase 7 Phase 8 Phase 8 Phase 8 Thornton Phase 1 Phase 4 Phase 5 Phase 6 Phase 7Phase 1 Phase 2 Phase 3 Phase 2 Thornton Phase 1 Phase 2 Phase 3 Phase 4 Phase 5 Phase 6 Phase 7 Thornton Page 13 of 20 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 D.6 STORM SEWER - ROAD A DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 18" RCP LF $80.00 95 $7,600 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 95.0 $7,600 24" RCP LF $100.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 18" SLOPED END HEADWALL EA $4,000.00 1 $4,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $4,000 24" SLOPED END HEADWALL EA $4,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 STANDARD 10' INLET EA $6,500.00 2 $13,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2.0 $13,000 4' STORM MANHOLE EA $8,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 5' STORM MANHOLE EA $12,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 STORM DRAIN TRENCH SAFETY LF $1.00 95 $95 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 95.0 $95 TESTING (EXCLUDING GEOTECH) LF $1.00 95 $95 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 95.0 $95 TESTING (GEOTECH) LF $1.00 95 $95 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 95.0 $95 BONDS % 2.00% $24,885 $498 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 24,885.0 $498 INSPECTION FEE % 3.00% $24,885 $747 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 24,885.0 $747 TOTAL STORM SEWER - ROAD A $26,129 $0 $0 $0 $0 $0 $0 $0 $0 $26,129 D.7 STORM SEWER - ROAD B DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 18" RCP LF $80.00 0 $0 320 $25,600 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 320.0 $25,600 24" RCP LF $100.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 18" SLOPED END HEADWALL EA $4,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 24" SLOPED END HEADWALL EA $4,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 STANDARD 10' INLET EA $6,500.00 0 $0 2 $13,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2.0 $13,000 4' STORM MANHOLE EA $8,000.00 0 $0 1 $8,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $8,000 5' STORM MANHOLE EA $12,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 STORM DRAIN TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 BONDS % 2.00% $0 $0 $46,600 $932 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 46,600.0 $932 INSPECTION FEE % 3.00% $0 $0 $46,600 $1,398 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 46,600.0 $1,398 TOTAL STORM SEWER - ROAD B $0 $48,930 $0 $0 $0 $0 $0 $0 $0 $48,930 D.8 STORM SEWER - ROAD C DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 18" RCP LF $80.00 0 $0 0 $0 0 $0 950 $76,000 0 $0 0 $0 0 $0 0 $0 0 $0 950.0 $76,000 24" RCP LF $100.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 18" SLOPED END HEADWALL EA $4,000.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 24" SLOPED END HEADWALL EA $4,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 STANDARD 10' INLET EA $6,500.00 0 $0 0 $0 0 $0 3 $19,500 0 $0 0 $0 0 $0 0 $0 0 $0 3.0 $19,500 4' STORM MANHOLE EA $8,000.00 0 $0 0 $0 0 $0 1 $8,000 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $8,000 5' STORM MANHOLE EA $12,500.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 STORM DRAIN TRENCH SAFETY LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 TESTING (EXCLUDING GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 TESTING (GEOTECH) LF $1.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $103,500 $2,070 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 103,500.0 $2,070 INSPECTION FEE % 3.00% $0 $0 $0 $0 $0 $0 $103,500 $3,105 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 103,500.0 $3,105 TOTAL STORM SEWER - ROAD C $0 $0 $0 $108,675 $0 $0 $0 $0 $0 $108,675 TOTAL ThorntonPhase 5 Phase 6 Phase 7 Phase 8 Phase 8 Phase 2 Phase 3 Phase 1 Phase 2 Phase 3 Phase 1 Phase 6 Phase 7 Thornton Phase 4 Phase 1 Phase 2 Phase 3 Phase 4 Phase 5 Phase 6 Phase 7 Phase 8 TOTAL TOTAL ThorntonPhase 4 Phase 5 Page 14 of 20 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 E. PAVEMENT E.1 PAVEMENT - MANTUA PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 11.5" REINF. CONCRETE STREET PAVEMENT SY $80.00 0 $0 0 $0 38,156 $3,052,498 0 $0 8,130 $650,391 0 $0 0 $0 0 $0 10,251 $820,053 56,536.8 $4,522,942 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 0 $0 0 $0 40,446 $151,671 0 $0 8,618 $32,316 0 $0 0 $0 0 $0 10,866 $40,746 59,929.0 $224,734 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 0 $0 0 $0 809 $242,674 0 $0 172 $51,706 0 $0 0 $0 0 $0 217 $65,194 1,198.6 $359,574 STRIPING & SIGNING LF $2.00 0 $0 0 $0 9,281.2 $18,562 0.0 $0 1,735.0 $3,470 0 $0 0 $0 0.0 $0 2230 $4,460 13,246.2 $26,492 10 MIL POLY SF $0.45 0 $0 0 $0 111,375 $50,119 0 $0 20,820 $9,369 0 $0 0 $0 0 $0 26,760 $12,042 158,954.9 $71,530 6' CONCRETE SIDEWALK LF $55.00 0 $0 0 $0 675 $37,125 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 675.0 $37,125 10' CONCRETE SIDEWALK LF $85.00 0 $0 0 $0 7,770 $660,450 0 $0 1735 $147,475 0 $0 0 $0 0 $0 2,230 $189,550 11,735.0 $997,475 TEMPORARY ASPHALT SY $175.00 0 $0 0 $0 1,421 $248,597 0 $0 433 $75,794 0 $0 0 $0 0 $0 433 $75,775 2,286.7 $400,167 STAMPED CONCRETE SY $100.00 0 $0 0 $0 852 $85,222 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 852.2 $85,222 PAVEMENT HEADER LF $35.00 0 $0 0 $0 46 $1,610 0 $0 0 $0 0 $0 0 $0 0 $0 139 $4,865 185.0 $6,475 STREET BARRICADE EA $2,000.00 0 $0 0 $0 1 $2,000 0 $0 0 $0 0 $0 0 $0 0 $0 1 $2,000 2.0 $4,000 BRIDGE B1 (ASSUMES 50 FT WIDTH) LF $7,000.00 0 $0 0 $0 750 $5,250,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 750.0 $5,250,000 BRIDGE B2 (ASSUMES 50 FT WIDTH) LF $7,000.00 0 $0 0 $0 160 $1,120,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 160.0 $1,120,000 BRIDGE B3 (ASSUMES 50 FT WIDTH) LF $7,000.00 0 $0 0 $0 160 $1,120,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 160.0 $1,120,000 BONDS % 2.00% $0 $0 $0 $0 $12,040,528 $240,811 $0 $0 $970,522 $19,410 $0 $0 $0 $0 $0 $0 $1,214,686 $24,294 14,225,735.9 $284,515 INSPECTION FEE % 3.00% $0 $0 $0 $0 $12,040,528 $361,216 $0 $0 $970,522 $29,116 $0 $0 $0 $0 $0 $0 $1,214,686 $36,441 14,225,735.9 $426,772 TOTAL PAVEMENT - MANTUA PKWY $0 $0 $12,642,554 $0 $1,019,048 $0 $0 $0 $1,275,420 $14,937,023 E.2 PAVEMENT - STANDRIDGE PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 11.5" REINF. CONCRETE STREET PAVEMENT SY $80.00 14,496 $1,159,695 4,155 $332,382 0 $0 0 $0 0 $0 0 0 0 0 0 0 0 0 18,651.0 $1,492,077 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 15,366 $57,622 4,404 $16,515 0 $0 0 $0 0 $0 0 0 0 0 0 0 0 0 19,770.0 $74,138 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 307 $92,196 88 $26,424 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 395.4 $118,620 STRIPING & SIGNING LF $2.00 5,672.4 $11,345 1,625.8 $3,252 0.0 $0 0.0 $0 0.0 $0 0 $0 0 $0 0.0 $0 0.0 $0 7,298.2 $14,596 10 MIL POLY SF $0.45 68,069 $30,631 19,509 $8,779 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 87,578.4 $39,410 6' CONCRETE SIDEWALK LF $55.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 10' CONCRETE SIDEWALK LF $85.00 4,540 $385,900 1,140 $96,900 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 5,680.0 $482,800 TEMPORARY ASPHALT SY $175.00 305 $53,394 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 305.1 $53,394 STAMPED CONCRETE SY $100.00 593 $59,341 586 $58,622 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,179.6 $117,963 PAVEMENT HEADER LF $35.00 46 $1,610 46 $1,610 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 92.0 $3,220 STREET BARRICADE EA $2,000.00 1 $2,000 1 $2,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 2.0 $4,000 REMOVE BARRICADE AND CONNECT TO EX. STREET EA $1,500.00 0 $0 1 $1,500 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $1,500 BONDS % 2.00% $1,853,734 $37,075 $547,985 $10,960 $0 $0 $0 $0 $0 $0 0 $0 0 $0 $0 $0 $0 $0 2,401,718.8 $48,034 INSPECTION FEE % 3.00% $1,853,734 $55,612 $547,985 $16,440 $0 $0 $0 $0 $0 $0 0 $0 0 $0 $0 $0 $0 $0 2,401,718.8 $72,052 TOTAL PAVEMENT - STANDRIDGE PKWY $1,946,421 $575,384 $0 $0 $0 $0 $0 $0 $0 $2,521,805 E.3 PAVEMENT - ROSAMOND PKWY DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 11.5" REINF. CONCRETE STREET PAVEMENT SY $80.00 2,773 0 0 $0 0 $0 0 $0 0 0 0 0 0 0 0 0 0 0 2,772.8 $221,822 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 2,939 0 0 $0 0 $0 0 $0 0 0 0 0 0 0 0 0 0 0 2,939.1 $11,022 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 59 $17,635 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 58.8 $17,635 STRIPING & SIGNING LF $2.00 674.5 $1,349 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 0.0 $0 674.5 $1,349 10 MIL POLY SF $0.45 8,094 $3,642 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 8,093.5 $3,642 6' CONCRETE SIDEWALK LF $55.00 725 $39,875 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 725.0 $39,875 TEMPORARY ASPHALT SY $175.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 BONDS % 2.00% $62,501 $1,250 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 62,500.9 $1,250 INSPECTION FEE % 3.00% $62,501 $1,875 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 62,500.9 $1,875 TOTAL PAVEMENT - ROSAMOND PKWY $65,626 $0 $0 $0 $0 $0 $0 $0 $0 $298,470 TOTAL TOTAL Phase 6 Phase 8Phase 5 Phase 6 Phase 7 ThorntonPhase 2 Phase 3 Phase 1 Phase 1 Phase 1 Phase 2 Phase 2 Phase 7 Phase 7 Phase 4 Phase 8Phase 5 Phase 6Phase 3 Phase 4 TOTAL Phase 8 Phase 3 Phase 4 Phase 5 Thornton Thornton Page 15 of 20 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 E.4 PAVEMENT - COUNTY ROAD 289 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 11.5" REINF. CONCRETE STREET PAVEMENT SY $80.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 9,364 $749,111 9,363.9 $749,111 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 9,926 $37,221 9,925.7 $37,221 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 199 $59,554 198.5 $59,554 STRIPING & SIGNING LF $2.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,973 $3,946 1,973.0 $3,946 10 MIL POLY SF $0.45 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 23,676 $10,654 23,676.0 $10,654 6' CONCRETE SIDEWALK LF $55.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,973 $108,515 1,973.0 $108,515 TEMPORARY ASPHALT SY $175.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 433 $75,775 433.0 $75,775 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $1,044,777 $20,896 1,044,777.1 $20,896 INSPECTION FEE % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $1,044,777 $31,343 1,044,777.1 $31,343 TOTAL PAVEMENT - COUNTY ROAD 289 $0 $0 $0 $0 $0 $0 $0 $0 $1,097,016 $1,097,016 E.5 PAVEMENT - COUNTY ROAD 290 DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 11.5" REINF. CONCRETE STREET PAVEMENT SY $80.00 0 $0 0 $0 0 $0 0 $0 0 $0 3,796 $303,653 2,538 $203,013 0 $0 3,959 $316,756 10,292.8 $823,422 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 0 $0 0 $0 0 $0 0 $0 0 $0 4,023 $15,088 2,690 $10,087 0 $0 4,197 $15,739 10,910.3 $40,914 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 0 $0 0 $0 0 $0 0 $0 0 $0 80 $24,140 54 $16,140 0 $0 84 $25,182 218.2 $65,462 STRIPING & SIGNING LF $2.00 0.0 $0 0 $0 0 $0 0 $0 0 $0 1,870 $3,740 1,175 $2,350 0 $0 1,975 $3,950 5,020.0 $10,040 10 MIL POLY SF $0.45 0 $0 0 $0 0 $0 0 $0 0 $0 22,440 $10,098 14,100 $6,345 0 $0 23,700 $10,665 60,240.0 $27,108 5' CONCRETE SIDEWALK LF $45.00 0 $0 0 $0 0 $0 0 $0 0 $0 1,022 $45,990 1,175 $52,875 0 $0 1,975 $88,875 4,172.0 $187,740 TEMPORARY ASPHALT SY $175.00 0 $0 0 $0 0 $0 0 $0 0 $0 41 $7,097 92 $16,081 0 $0 167 $29,225 299.4 $52,403 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $409,807 $8,196 $306,891 $6,138 $0 $0 $490,391 $9,808 1,207,088.9 $24,142 INSPECTION FEE % 3.00% $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $409,807 $12,294 $306,891 $9,207 $0 $0 $490,391 $14,712 1,207,088.9 $36,213 TOTAL PAVEMENT - COUNTY ROAD 290 $0 $0 $0 $0 $0 $430,297 $322,235 $0 $514,911 $1,267,443 E.6 PAVEMENT - ROAD A DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 11.5" REINF. CONCRETE STREET PAVEMENT SY $80.00 3,155 $252,376 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 3,154.7 $252,376 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 3,344 $12,540 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 3,344.0 $12,540 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 67 $20,064 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 66.9 $20,064 STRIPING & SIGNING LF $2.00 1,234 $2,469 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,234.4 $2,469 10 MIL POLY SF $0.45 14,813 $6,666 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 14,813.4 $6,666 6' CONCRETE SIDEWALK LF $55.00 1,130 $62,150 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,130.0 $62,150 STAMPED CONCRETE SY $100.00 297 $29,670 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 296.7 $29,670 BONDS % 2.00% $385,935 $7,719 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 385,935.5 $7,719 INSPECTION FEE % 3.00% $385,935 $11,578 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 385,935.5 $11,578 TOTAL PAVEMENT - ROAD A $405,232 $0 $0 $0 $0 $0 $0 $0 $0 $405,232 E.7 PAVEMENT - ROAD B DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 11.5" REINF. CONCRETE STREET PAVEMENT SY $80.00 0 $0 3,462 $276,990 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 3,462.4 $276,990 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 0 $0 3,670 $13,763 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 3,670.1 $13,763 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 0 $0 73 $22,021 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 73.4 $22,021 STRIPING & SIGNING LF $2.00 0 $0 1,355 $2,710 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,354.8 $2,710 10 MIL POLY SF $0.45 0 $0 16,258 $7,316 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 16,258.1 $7,316 6' CONCRETE SIDEWALK LF $55.00 0 $0 1,170 $64,350 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,170.0 $64,350 STAMPED CONCRETE SY $100.00 0 $0 293 $29,311 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 293.1 $29,311 BONDS % 2.00% $0 $0 $416,460 $8,329 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 416,460.2 $8,329 INSPECTION FEE % 3.00% $0 $0 $416,460 $12,494 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 416,460.2 $12,494 TOTAL PAVEMENT - ROAD B $0 $437,283 $0 $0 $0 $0 $0 $0 $0 $437,283 TOTAL Phase 5 TOTAL Thornton Thornton Phase 8 Phase 8 Phase 8Phase 5 TOTAL Phase 3 Thornton ThorntonPhase 6 Phase 7 Phase 1 Phase 1 Phase 2 Phase 3 Phase 4 Phase 1 Phase 2 Phase 3 Phase 4 Phase 5 Phase 6 Phase 7Phase 2 Phase 4 Phase 6 Phase 7 Phase 8 Phase 1 Phase 2 Phase 3 Phase 4 Phase 5 Phase 6 Phase 7 TOTAL Page 16 of 20 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 E.8 PAVEMENT - ROAD C DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 11.5" REINF. CONCRETE STREET PAVEMENT SY $80.00 0 $0 0 $0 0 $0 4,663 $373,049 0 $0 0 $0 0 $0 0 $0 0 $0 4,663.1 $373,049 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 0 $0 0 $0 0 $0 4,943 $18,536 0 $0 0 $0 0 $0 0 $0 0 $0 4,942.9 $18,536 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 0 $0 0 $0 0 $0 99 $29,657 0 $0 0 $0 0 $0 0 $0 0 $0 98.9 $29,657 STRIPING & SIGNING LF $2.00 0 $0 0 $0 0 $0 1,620 $3,240 0 $0 0 $0 0 $0 0 $0 0 $0 1,620.0 $3,240 10 MIL POLY SF $0.45 0 $0 0 $0 0 $0 19,440 $8,748 0 $0 0 $0 0 $0 0 $0 0 $0 19,440.0 $8,748 6' CONCRETE SIDEWALK LF $55.00 0 $0 0 $0 0 $0 1,620 $89,100 0 $0 0 $0 0 $0 0 $0 0 $0 1,620.0 $89,100 TEMPORARY ASPHALT SY $175.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 PAVEMENT HEADER LF $35.00 0 $0 0 $0 0 $0 23 $805 0 $0 0 $0 0 $0 0 $0 0 $0 23.0 $805 STREET BARRICADE EA $2,000.00 0 $0 0 $0 0 $0 1 $2,000 0 $0 0 $0 0 $0 0 $0 0 $0 1.0 $2,000 BONDS % 2.00% $0 $0 $0 $0 $0 $0 $525,135 $10,503 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 525,135.1 $10,503 INSPECTION FEE % 3.00% $0 $0 $0 $0 $0 $0 $525,135 $15,754 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 525,135.1 $15,754 TOTAL PAVEMENT - ROAD C $0 $0 $0 $551,392 $0 $0 $0 $0 $0 $551,392 E.9 PAVEMENT - ROAD E DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 11.5" REINF. CONCRETE STREET PAVEMENT SY $80.00 501 $40,116 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 501.4 $40,116 8" LIME STABILIZED SUBGRADE PREPARATION SY $3.75 532 $1,993 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 531.5 $1,993 HYDRATED LIME FOR STREET (40#/SY) TON $300.00 11 $3,189 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 10.6 $3,189 STRIPING & SIGNING LF $2.00 113 $226 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 112.8 $226 10 MIL POLY SF $0.45 1,354 $609 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1,353.9 $609 6' CONCRETE SIDEWALK LF $55.00 141 $7,755 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 141.0 $7,755 TEMPORARY ASPHALT SY $175.00 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 0.0 $0 BONDS % 2.00% $53,888 $1,078 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 53,887.9 $1,078 INSPECTION FEE % 3.00% $53,888 $1,617 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 53,887.9 $1,617 TOTAL PAVEMENT - ROAD E $56,582 $0 $0 $0 $0 $0 $0 $0 $0 $56,582 F. EROSION CONTROL DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL EROSION CONTROL INSPECTION & MAINTENANCE LS $10,000.00 1 $10,000 1 $10,000 1 $10,000 1 $10,000 1 $10,000 1 $10,000 1 $10,000 0 $0 1 $10,000 8.0 $80,000 CURLEX LF $2.00 10,100 $0 3,400 $0 16,300 $32,600 3,100 $6,200 1,400 $2,800 2,000 $4,000 2,400 $4,800 0 $0 12,150 $24,300 50,850.0 $101,700 SILT FENCE LF $2.00 10,100 $20,200 3,400 $6,800 16,300 $32,600 3,100 $6,200 1,400 $2,800 2,000 $4,000 2,400 $4,800 0 $0 7,065 $14,130 45,765.0 $91,530 INLET PROTECTION EA $175.00 13 $2,275 6 $1,050 19 $3,325 3 $525 3 $525 2 $350 2 $350 0 $0 13 $2,275 61.0 $10,675 TOTAL EROSION CONTROL $32,475 $17,850 $78,525 $22,925 $16,125 $18,350 $19,950 $0 $50,705 $283,905 G. MISCELLANEOUS DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL STREET LIGHTS EA $4,000.00 5 $20,000 5 $20,000 1 $4,000 0 $0 0 $0 0 $0 0 $0 0 $0 3 $12,000 14.0 $56,000 MEDIAN SOD SF $2.00 8,800 $17,600 9,600 $19,200 8,800 $17,600 0 $0 0 $0 0 $0 0 $0 0 $0 19,900 $39,800 47,100.0 $94,200 4" UTILITY SLEEVES LF $15.00 760 $11,400 360 $5,400 1,080 $16,200 350 $5,250 200 $3,000 100 $1,500 100 $1,500 0 $0 400 $6,000 3,350.0 $50,250 EXISTING FRANCHISE UTILITY RELOCATION ALLOWANCE LS $50,000.00 1 $50,000 0 $0 1 $50,000 1 $50,000 1 $50,000 1 $50,000 1 $50,000 0 $0 1 $50,000 7.0 $350,000 TOTAL MISCELLANEOUS $99,000 $44,600 $87,800 $55,250 $53,000 $51,500 $51,500 $0 $107,800 $550,450 Phase 5 Phase 6 Phase 5 Phase 6 Phase 7 Phase 8 Phase 8 TOTAL Phase 2 Phase 3 Phase 7 Phase 8 TOTAL Phase 4 TOTAL TOTAL Phase 5 Thornton Thornton Phase 5 Thornton Thornton Phase 6 Phase 7 Phase 8Phase 4 Phase 1 Phase 2 Phase 3 Phase 4 Phase 1 Phase 1 Phase 1 Phase 2 Phase 3 Phase 6 Phase 7 Phase 2 Phase 3 Phase 4 Page 17 of 20 LIBERTY HILLS OPINION OF PROBABLE COST MAJOR PUBLIC IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 SUMMARY - MAJOR PUBLIC IMPROVEMENTS A.1 CLEARING & EXCAVATION - MANTUA PARKWAY $0 $0 $479,963 $0 $93,005 $0 $0 $0 $123,374 $696,343 A.2 CLEARING & EXCAVATION - STANDRIDGE PKWY $221,749 $72,053 $0 $0 $0 $0 $0 $0 $0 $293,802 A.3 CLEARING & EXCAVATION - ROSAMOND PKWY $27,064 $0 $0 $0 $0 $0 $0 $0 $0 $27,064 A.4 CLEARING & EXCAVATION - COUNTY ROAD 289 $0 $0 $0 $0 $0 $0 $0 $0 $105,912 $0 A.5 CLEARING & EXCAVATION - COUNTY ROAD 290 $0 $0 $0 $0 $0 $53,146 $30,633 $0 $51,627 $135,406 A.6 CLEARING & EXCAVATION - ROAD A $52,535 $0 $0 $0 $0 $0 $0 $0 $0 $52,535 A.7 CLEARING & EXCAVATION - ROAD B $0 $54,233 $0 $0 $0 $0 $0 $0 $0 $54,233 A.8 CLEARING & EXCAVATION - ROAD C $52,535 $0 $0 $0 $0 $0 $0 $0 $0 $52,535 A.9 CLEARING & EXCAVATION - ROAD E $6,384 $0 $0 $0 $0 $0 $0 $0 $0 $6,384 B.1 WATER - MANTUA PKWY $0 $0 $1,422,797 $0 $368,387 $0 $0 $0 $532,518 $2,323,702 B.2 WATER - STANDRIDGE PKWY $1,163,379 $254,604 $0 $0 $0 $0 $0 $0 $0 $1,417,983 B.3 WATER - ROSAMOND PKWY $130,946 $0 $0 $0 $0 $0 $0 $0 $0 $130,946 B.4 WATER - COUNTY ROAD 289 $0 $0 $0 $0 $0 $0 $0 $0 $326,781 $0 B.5 WATER - COUNTY ROAD 290 $0 $0 $0 $0 $0 $494,666 $301,157 $0 $0 $795,822 B.6 WATER - ROAD A $114,671 $0 $0 $0 $0 $0 $0 $0 $0 $114,671 B.7 WATER - ROAD B $0 $119,417 $0 $0 $0 $0 $0 $0 $0 $119,417 B.8 WATER - ROAD C $0 $0 $0 $157,700 $0 $0 $0 $0 $0 $157,700 B.9 WATER - ROAD E $16,128 $0 $0 $0 $0 $0 $0 $0 $0 $16,128 C.1 SANITARY SEWER - M6 $0 $552,752 $0 $0 $0 $0 $0 $0 $0 $552,752 D.1 STORM SEWER - MANTUA PKWY $0 $0 $822,192 $0 $136,369 $0 $0 $0 $230,795 $1,189,356 D.2 STORM SEWER - STANDRIDGE PKWY $16,707 $5,974 $0 $0 $0 $0 $0 $0 $0 $22,681 D.3 STORM SEWER - ROSAMOND PKWY $24,255 $0 $0 $0 $0 $0 $0 $0 $0 $24,255 D.4 STORM SEWER - COUNTY ROAD 289 $0 $0 $0 $0 $0 $0 $0 $0 $152,933 $0 D.5 STORM SEWER - COUNTY ROAD 290 $0 $0 $0 $0 $0 $60,711 $113,337 $0 $188,244 $362,292 D.6 STORM SEWER - ROAD A $26,129 $0 $0 $0 $0 $0 $0 $0 $0 $26,129 D.7 STORM SEWER - ROAD B $0 $48,930 $0 $0 $0 $0 $0 $0 $0 $48,930 D.8 STORM SEWER - ROAD C $0 $0 $0 $108,675 $0 $0 $0 $0 $0 $108,675 E.1 PAVEMENT - MANTUA PKWY $0 $0 $12,642,554 $0 $1,019,048 $0 $0 $0 $1,275,420 $14,937,023 E.2 PAVEMENT - STANDRIDGE PKWY $1,946,421 $575,384 $0 $0 $0 $0 $0 $0 $0 $2,521,805 E.3 PAVEMENT - ROSAMOND PKWY $65,626 $0 $0 $0 $0 $0 $0 $0 $0 $298,470 E.4 PAVEMENT - COUNTY ROAD 289 $0 $0 $0 $0 $0 $0 $0 $0 $1,097,016 $0 E.5 PAVEMENT - COUNTY ROAD 290 $0 $0 $0 $0 $0 $430,297 $322,235 $0 $514,911 $1,267,443 E.6 PAVEMENT - ROAD A $405,232 $0 $0 $0 $0 $0 $0 $0 $0 $405,232 E.7 PAVEMENT - ROAD B $0 $437,283 $0 $0 $0 $0 $0 $0 $0 $437,283 E.8 PAVEMENT - ROAD C $0 $0 $0 $551,392 $0 $0 $0 $0 $0 $551,392 E.9 PAVEMENT - ROAD E $56,582 $0 $0 $0 $0 $0 $0 $0 $0 $56,582 F. EROSION CONTROL $32,475 $17,850 $78,525 $22,925 $16,125 $18,350 $19,950 $0 $50,705 $283,905 G. MISCELLANEOUS $99,000 $44,600 $87,800 $55,250 $53,000 $51,500 $51,500 $0 $107,800 $550,450 SUB-TOTAL $4,457,817 $2,183,080 $15,533,832 $895,941 $1,685,934 $1,108,669 $838,812 $0 $4,758,037 $30,039,325 SURVEY, PLATTING, ENG., PERMITTING, & STAKING (10%) $445,782 $218,308 $1,553,383 $89,594 $168,593 $110,867 $83,881 $0 $475,804 $3,003,933 CONSTRUCTION MANAGEMENT (1.75%) $78,012 $38,204 $155,338 $15,679 $29,504 $19,402 $14,679 $0 $83,266 $525,688 CITY FEES (0.2%) $8,916 $4,366 $31,068 $1,792 $3,372 $2,217 $1,678 $0 $9,516 $60,079 MISCELLANEOUS & CONTINGENCY (15%) $668,673 $327,462 $2,330,075 $134,391 $252,890 $166,300 $125,822 $0 $713,706 $4,505,899 TOTAL MAJOR PUBLIC IMPROVEMENT COST $5,659,199 $2,771,420 $19,603,696 $1,137,398 $2,140,293 $1,407,456 $1,064,872 $0 $6,040,328 $38,134,923 TOTALPhase 5 Phase 6 Phase 7 Phase 8 ThorntonPhase 1 Phase 2 Phase 3 Phase 4 Page 18 of 20 LIBERTY HILLS OPINION OF PROBABLE COST PRIVATE IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 Phase 1 Phase 2 Phase 3 Phase 4 Phase 5 Phase 6 Phase 7 Phase 8 Thornton TOTAL NO. OF LOTS:285 210 121 116 190 156 326 58 418 1,880 GROSS AC.78 55 31 43 50 65 75 23 97 519 A. CLEARING & EXCAVATION DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL CLEARING / GRUBBING (LOTS & OPEN SPACE) AC $1,200.00 62 $73,999 44 $52,972 24 $28,684 35 $42,247 39 $46,658 54 $64,429 60 $72,481 19 $23,356 78 $94,104 416 $498,931 UNCLASSIFIED EXCAVATION (2 VF/SF) CY $3.50 198,974 $696,411 142,436 $498,526 77,129 $269,952 113,598 $397,594 125,459 $439,107 173,243 $606,350 194,893 $682,124 62,801 $219,804 253,035 $885,623 1,341,569 $4,695,491 ROUGH LOT GRADING EA $200.00 285 $57,000 210 $42,000 121 $24,200 116 $23,200 190 $38,000 156 $31,200 326 $65,200 58 $11,600 418 $83,600 1,880 $376,000 FINAL LOT GRADING EA $175.00 285 $49,875 210 $36,750 121 $21,175 116 $20,300 190 $33,250 156 $27,300 326 $57,050 58 $10,150 418 $73,150 1,880 $329,000 6' DEEP MOISTURE CONDITIONING & POLY PADS LOT $3,500.00 285 $997,500 210 $735,000 121 $423,500 116 $406,000 190 $665,000 156 $546,000 326 $1,141,000 58 $203,000 418 $1,463,000 1,880 $6,580,000 TESTING CY $0.30 198,974 $59,692 142,436 $42,731 77,129 $23,139 113,598 $34,079 125,459 $37,638 173,243 $51,973 194,893 $58,468 62,801 $18,840 253,035 $75,911 1,341,569 $402,471 TOTAL CLEARING & EXCAVATION $1,934,477 $1,407,979 $790,650 $923,421 $1,259,653 $1,327,252 $2,076,322 $486,750 $2,675,388 $12,881,892 B. RETAINING WALLS DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL RETAINING WALL ALLOWANCE LOT $3,500.00 285 $997,500 210 $735,000 121 $423,500 116 $406,000 190 $665,000 156 $546,000 326 $1,141,000 58 $203,000 418 $1,463,000 1,880 $6,580,000 TOTAL RETAINING WALLS $997,500 $735,000 $423,500 $406,000 $665,000 $546,000 $1,141,000 $203,000 $1,463,000 $6,580,000 C. EROSION CONTROL DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL EROSION CONTROL INSPECTION & MAINTENANCE LOT $150.00 285 $42,750 210 $31,500 121 $18,150 116 $17,400 190 $28,500 156 $23,400 326 $48,900 58 $8,700 418 $62,700 1,880 $282,000 TOTAL EROSION CONTROL $42,750 $31,500 $18,150 $17,400 $28,500 $23,400 $48,900 $8,700 $62,700 $282,000 D. LANDSCAPE / AMENITIES DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL 6' MASONRY SCREEN WALL / COLUMNS EVERY 100 FT LF $150.00 3,980 $597,000 2,090 $313,500 1,400 $210,000 3,260 $489,000 2,730 $409,500 1,885 $282,750 1,185 $177,750 0 $0 4,420 $663,000 20,950 $3,142,500 6' ORNAMENTAL METAL FENCE LF $100.00 1,360 $136,000 5,100 $510,000 1,540 $154,000 1,350 $135,000 1,530 $153,000 1,190 $119,000 1,435 $143,500 685 $68,500 645 $64,500 14,835 $1,483,500 6' BOARD ON BOARD FENCE LF $100.00 1,850 $185,000 0 $0 0 $0 0 $0 1,265 $126,500 0 $0 3,025 $302,500 2,740 $274,000 1,970 $197,000 10,850 $1,085,000 10' CONCRETE TRAIL LF $75.00 0 $0 0 $0 580 $43,500 0 $0 0 $0 1,260 $94,500 0 $0 0 $0 0 $0 1,840 $138,000 PRIMARY ENTRY FEATURE LS $125,000.00 2 $250,000 1 $125,000 0 $0 0 $0 0 $0 0 $0 0 $0 0 $0 1 $125,000 4 $500,000 SECONDARY ENTRY FEATURE LS $80,000.00 2 $160,000 1 $80,000 1 $80,000 1 $80,000 1 $80,000 1 $80,000 0 $0 0 $0 2 $160,000 9 $720,000 AMENITY CENTER LS $4,000,000.00 1 $4,000,000 0 $0 0 $0 0 $0 0 $0 1 $4,000,000 0 $0 0 $0 1 $4,000,000 3 $12,000,000 POCKET PARK LS $250,000.00 2 $500,000 2 $500,000 2 $500,000 1 $250,000 1 $250,000 0 $0 3 $750,000 0 $0 3 $750,000 14 $3,500,000 TOTAL AMENITIES, LANDSCAPE, & SCREENING $5,828,000 $1,528,500 $987,500 $954,000 $1,019,000 $4,576,250 $1,373,750 $342,500 $5,959,500 $22,569,000 E. MISCELLANEOUS DESCRIPTION UNIT UNIT PRICE QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL QUANTITY TOTAL MAILBOX CLUSTER UNITS LOT $300.00 285 $85,500 210 $63,000 121 $36,300 116 $34,800 190 $57,000 156 $46,800 326 $97,800 58 $17,400 418 $125,400 1,880 $564,000 FRANCHISE - ELECTRIC ALLOWANCE LOT $1,200.00 285 $342,000 210 $252,000 121 $145,200 116 $139,200 190 $228,000 156 $187,200 326 $391,200 58 $69,600 418 $501,600 1,880 $2,256,000 FRANCHISE - GAS ALLOWANCE LOT $500.00 285 $142,500 210 $105,000 121 $60,500 116 $58,000 190 $95,000 156 $78,000 326 $163,000 58 $29,000 418 $209,000 1,880 $940,000 FINAL GEOTECH TESTING LOT $100.00 285 $28,500 210 $21,000 121 $12,100 116 $11,600 190 $19,000 156 $15,600 326 $32,600 58 $5,800 418 $41,800 1,880 $188,000 FINAL GEOTECH REPORT LOT $150.00 285 $42,750 210 $31,500 121 $18,150 116 $17,400 190 $28,500 156 $23,400 326 $48,900 58 $8,700 418 $62,700 1,880 $282,000 TOTAL MISCELLANEOUS $641,250 $472,500 $272,250 $261,000 $427,500 $351,000 $733,500 $130,500 $940,500 $4,230,000 TOTALPhase 5 Phase 6 Phase 8 Phase 5 Phase 6 Phase 7 TOTALPhase 8 Phase 7 Thornton Phase 1 Phase 5 Phase 6 Phase 7Phase 2 Phase 3 Phase 4 Phase 7 Phase 5 Phase 6 Phase 7 TOTALPhase 8 Thornton Thorton Thornton Phase 1 Phase 1 Phase 1 Phase 1 TOTAL Phase 2 Phase 3 Phase 4 TOTAL Phase 5 Phase 6Phase 2 Phase 3 Phase 4 Phase 8 Phase 8 Phase 2 Phase 3 Phase 4 Thornton Phase 2 Phase 3 Phase 4 Page 19 of 20 LIBERTY HILLS OPINION OF PROBABLE COST PRIVATE IMPROVEMENTS (SINGLE FAMILY PHASES) APRIL 26, 2024 SUMMARY - PRIVATE IMPROVEMENTS A. CLEARING & EXCAVATION $1,934,477 $1,407,979 $790,650 $923,421 $1,259,653 $1,327,252 $2,076,322 $486,750 $2,675,388 $12,881,892 B. RETAINING WALLS $997,500 $735,000 $423,500 $406,000 $665,000 $546,000 $1,141,000 $203,000 $1,463,000 $6,580,000 C. EROSION CONTROL $42,750 $31,500 $18,150 $17,400 $28,500 $23,400 $48,900 $8,700 $62,700 $282,000 D. LANDSCAPE / AMENITIES $5,828,000 $1,528,500 $987,500 $954,000 $1,019,000 $4,576,250 $1,373,750 $342,500 $5,959,500 $22,569,000 E. MISCELLANEOUS $641,250 $472,500 $272,250 $261,000 $427,500 $351,000 $733,500 $130,500 $940,500 $4,230,000 SUB-TOTAL $9,443,977 $4,175,479 $2,492,050 $2,561,821 $3,399,653 $6,823,902 $5,373,472 $1,171,450 $11,101,088 $46,542,892 PLANNING, SURVEY, PLATTING, ENG., LA, PERMITTING, & STAKING (10%) $944,398 $417,548 $249,205 $256,182 $339,965 $682,390 $537,347 $117,145 $1,110,109 $4,654,289 CONSTRUCTION MANAGEMENT (1.75%) $165,270 $73,071 $43,611 $44,832 $59,494 $119,418 $94,036 $20,500 $194,269 $814,501 CITY FEES (0.2%) $18,888 $8,351 $4,984 $5,124 $6,799 $13,648 $10,747 $2,343 $22,202 $93,086 MISCELLANEOUS & CONTINGENCY (15%) $1,416,596 $626,322 $373,808 $384,273 $509,948 $1,364,780 $806,021 $175,718 $1,665,163 $6,981,434 TOTAL PRIVATE IMPROVEMENTS COST $11,989,128 $5,300,770 $3,163,658 $3,252,231 $4,315,859 $9,004,139 $6,821,623 $1,487,156 $14,092,831 $59,086,201 TOTALPhase 5 Phase 6 Phase 7 Phase 8Phase 1 Phase 2 Phase 3 Phase 4 Thornton Page 20 of 20 EXHIBIT F Original Agreement EXHIBIT G-1 On-Site Sewer CONNECT TO EX. CITY OF ANNA SS (STUB SEWER) SIPHON UNDER CREEK SS-M1SS-P1 SS-P2SS-P4 SS - M 2 SS-M3SS-M5SS- M 6 SS-M7SS - M 8 SS-M9 15"48"48"48"8"42"42" 24" 15" 1 5 "15"12"18"18"1 8 "42"15"15"SS-M48"LS 6" FM 24"48"MANT UA PK WY MANTUA PKWY STANDRIDGE BLVDROAD A ROAD BROAD CROAD DROAD ECR 290BUDDY HAYES BLVD12" PHASE 2 PHASE 1 PHASE 4 PHASE 3 PHASE 5 PHASE 6 PHASE 7 PHASE 9 PHASE 10 PHASE 11 PHASE 12 PHASE 13 PHASE 14 PHASE 15 PHASE 16 PHASE 8 PHASE 10 PHASE 16 12"COLLINMCKINNEYPKWYUS HWY 7524"S S -M 7 SS-M98"MANTUA PKWY CR 371 CR 289THORNTON LIBERTY HILLS ONSITE SEWER SCALE: NTS NORTH (APPROX DIST. = 1 MILE) EXHIBIT G-1 EXHIBIT G-2 Off-Site Sewer CONNECT TO EX. CITY OF ANNA SS (STUB SEWER)SS-M1SS-P1 SS-P2SS-P4 SS - M 2 SS-M3SS-M5SS- M 6 SS-M7SS - M 8 SS-M9 15"48"48"48"8"42"42" 24" 15" 1 5 "15"12"18"18"1 8 "42"15"15"SS-M48"LS 6" FM 24"48"MANT UA PK WY MANTUA PKWY STANDRIDGE BLVDROAD A ROAD BROAD CROAD DROAD ECR 290BUDDY HAYES BLVD12" PHASE 2 PHASE 1 PHASE 4 PHASE 3 PHASE 5 PHASE 6 PHASE 7 PHASE 9 PHASE 10 PHASE 11 PHASE 12 PHASE 13 PHASE 14 PHASE 15 PHASE 16 PHASE 8 PHASE 10 PHASE 16 12"COLLINMCKINNEYPKWYUS HWY 7524"S S -M 7 SS-M98"MANTUA PKWY CR 371 CR 289THORNTON LIBERTY HILLS OFFSITE SEWER SCALE: NTS NORTH (APPROX DIST. = 1 MILE) EXHIBIT G-2 SS-M1 -48" SS-M2 -48" SS-M3 -42" SS-M4 -15" SS-M5 -42" SS-M6 21"24" SS-M7 12"18" SS-M8 15"15" SS-M9 12"12" SS-P1 15"15" SS-P2 8"8" SS-P4 8"8" LINE DEVELOPER CITY M.P. SEWER LINE OVERSIZING DEVELOPER SEWER CITY SEWER EXHIBIT H-1 On-Site Water MANT UA PK WY MANTUA PKWY STANDRIDGE BLVDROAD A ROAD BROAD CROAD DROAD ECR 290BUDDY HAYES BLVDPHASE 2 PHASE 1 PHASE 4 PHASE 3 PHASE 5 PHASE 6 PHASE 7 PHASE 9 PHASE 10 PHASE 11 PHASE 12 PHASE 13 PHASE 14 PHASE 15 PHASE 16 PHASE 8 PHASE 10 PHASE 16 BUDDY HAYES BLVDCOLLINMCKINNEYPKWYUS HWY 75THORNTON CR 289MANTUA PKWY CR 371 16" 16"16"16" 16" 16"16"8"16"12"16"16"16"16"16"16"16"AB CD E F H I J K L M N O P Q R S U T V 12"12"8" G W X 16"12"Y Z8" LIBERTY HILLS ONSITE WATER SCALE: NTS NORTH ROSAMOND PKWY EXHIBIT H-1 NOTE: ·ALL ONSITE WATER LINES ARE 8" ·FIRE HYDRANT PLACEMENT PER CITY OF ANNA STANDARDS EXHIBIT H-2 Off-Site Water 16" 16"16"16" 16" 16"16"8"16"12"16"16"16"16"16"16"16"MANT UA PK WY MANTUA PKWY STANDRIDGE BLVDROAD A ROAD BROAD CROAD DROAD ECR 290BUDDY HAYES BLVDPHASE 2 PHASE 1 PHASE 4 PHASE 3 PHASE 5 PHASE 6 PHASE 7 PHASE 9 PHASE 10 PHASE 11 PHASE 12 PHASE 13 PHASE 14 PHASE 15 PHASE 16 PHASE 8 PHASE 10 PHASE 16 BUDDY HAYES BLVDAB CD E F H I J K L M N O P Q R S U T V 12"16"8"COLLINMCKINNEYPKWYUS HWY 75G THORNTON CR 289W X 16"12"MANTUA PKWY CR 371 16"Y Z8"EX. 12"EX. 12"EX. 12"LIBERTY HILLS OFFSITE WATER SCALE: NTS NORTH ROSAMOND PKWY EXHIBIT H-2 A-B 16"16" B-C 16"16" C-D 8"8" C-E 16"16" E-F 12"12" E-G 16"16" G-H 16"16" H-I 12"12" H-J 16"16" J-K 16"30"* J-L 16"30"* K-R 16"30"* L-M 8"8" L-N 16"30"* N-O 16"16" N-W 16"24"* O-P 16"16" P-Q 16"16" R-S 16"36"* S-U 16"36"* S-T 8"16" U-V 16"16" W-X 12"12" Y-Z 8"8" LINE DEVELOPER CITY M.P.LINE DEVELOPER CITY M.P. WATER LINE OVERSIZING *LINE WILL NOT BE OVERSIZED BY THE DEVELOPER. CITY OF ANNA TO BUILD PARALLEL WATER LINE IN THE FUTURE. EXHIBIT I Major Roadway Improvements PHASE 2 PHASE 1 PHASE 4 PHASE 3 PHASE 5 PHASE 6 PHASE 7 PHASE 9 PHASE 10 PHASE 11 PHASE 12 PHASE 13 PHASE 14 PHASE 15 PHASE 16 PHASE 8 PHASE 10 PHASE 16 STANDRIDGE BLVDROAD B ROAD A ROAD DBUDDY HAYES BLVDROAD CMANT U A P K W Y MANTUA PKWY ROAD E MANTUA PKWY CR 290BUDDY HAYES BLVDUS HWY 75COLLINMCKINNEYPKWYCR 289THORNTON CR 371 LIBERTY HILLS ONSITE/OFFSITE ROADWAY SCALE: NTS NORTH BRIDGE B1 BRIDGE B2 BRIDGE B3 BRIDGE B5 BRIDGE B4 BRIDGE B6 EXHIBIT I ROSAMOND PKWY EXHIBIT J Trail and Open Space Improvements LIBERTY HILLS - ANNA, TEXASJANUARY 2024 TRAILS AND OPEN SPACE LAYOUT - EXHIBIT G 0’ Scale: 1”= 400’ 800’1600’400’ (1.8 AC) (5.2 AC) (6.5 AC) (28.8 AC) (25.5 AC) EXISTING LAKE (8.8 AC) OPEN SPACE (13.8 AC) (22.1 AC) (8.47 AC) (17.0 AC) (44.0 AC) EXISTING GOLF (33.1 AC) (20.0 AC) (40.0 AC) (25.5 AC) (5.3 AC) (5.8 AC) (51.3 AC) (65.2 AC) (15.0 AC) (14.4 AC) (31.8 AC) (15.8 AC) (52.8 AC) (16.1 AC) EXISTING LAKE FIRE STATION (4.1 AC) EXISTING GOLF (22.1 AC) (22.9 AC) (12.8 AC) (11.0 AC) (53.1 AC) (8.65 AC) (2.3 AC) (2.6 AC) AMENITY CENTER LEGEND: 10’ CONCRETE TRAIL 10’ CONCRETE TRAIL (BY OTHERS) GOLF EXTENSION EXISTING LAKE OPEN SPACE EXISTING GOLF EXISTING LAKE LEGEND: 10’ CONCRETE TRAIL 10’ CONCRETE TRAIL (BY OTHERS) GOLF EXTENSION 0’ Scale: 1”= 400’ 800’1600’400’US-75 NUS-75 NUS-75 N0’ Scale: 1”= 400’ 800’1600’400’ (1.8 AC) (5.2 AC) (6.5 AC) (28.8 AC) (25.5 AC) EXISTING LAKE (8.8 AC) OPEN SPACE (13.8 AC) (22.1 AC) (8.47 AC) (17.0 AC) (44.0 AC) EXISTING GOLF (33.1 AC) (20.0 AC) (40.0 AC) (25.5 AC) (5.3 AC) (5.8 AC) (51.3 AC) (65.2 AC) (15.0 AC) (14.4 AC) (31.8 AC) (15.8 AC) (52.8 AC) (16.1 AC) EXISTING LAKE EXISTING GOLF (22.1 AC) (22.9 AC) (12.8 AC) (11.0 AC) (53.1 AC) (8.65 AC) (2.3 AC) LEGEND: 10’ CONCRETE TRAIL 10’ CONCRETE TRAIL (BY OTHERS) GOLF EXTENSION EXISTING LAKE OPEN SPACE EXISTING GOLF EXISTING LAKE LEGEND: 10’ CONCRETE TRAIL 10’ CONCRETE TRAIL (BY OTHERS) GOLF EXTENSION 0’ Scale: 1”= 400’ 800’1600’400’US-75 NUS-75 NUS-75 N ROSAMOND CROSSING J EXHIBIT K PID Financial Summary City of Anna, Texas For illustration purposes only Liberty Hills Public Improvement District PROPOSED DEVELOPMENT PLAN Expected Expected Expected Expected Finished Lot Build Out Finished Build Out Category No. of Units Unit Value Unit Value Lots Value Value SF 40'535 88,000$ 500,000$ 47,080,000$ 267,500,000$ SF 50'751 110,000 565,000 82,610,000 424,315,000 SF 60'536 132,000 620,000 70,752,000 332,320,000 SF 70'58 154,000 650,000 8,932,000 37,700,000 1,880 209,374,000$ 1,061,835,000$ Single Family Unit Weighted Average…............................$111,369 $564,806 Notes: Information provided by the Developer on 5/9/2024. Subject to change. TOTAL LIBERTY HILLS IMPROVEMENT DISTRICT Hilltop Securities Inc.Page 1 of 5 5/9/2024 City of Anna, Texas For illustration purposes only Liberty Hills Public Improvement District PROJECT DEBT CAPACITY SUMMARY PID BONDS SOURCES OF FUNDS Estimated Par Amount of Bonds 172,387,000$ Total Sources of Funds 172,387,000$ USES OF FUNDS Project Fund (Bond Proceeds PID Projects)143,415,605$ Capitalized Interest Fund(1)- Debt Service Reserve Fund(2)13,630,935 Financing Costs & Admin Fees(3)15,340,460 Total Uses of Funds 172,387,000$ Expected Value-to-Lien per Parcel at Bond Issuance(4)1.21x Assumed Bond Interest Rate(5)6.50% Average Annual Installment as Tax Rate Equivalent $1.3499 Less: TIRZ Adjustment as Tax Rate Equivalent(6)($0.2554) Net Average Annual Installment as Tax Rate Equivalent $1.0946 Term of Bonds 30 years City TIRZ Participation Rate as % of Tax Rate 50% Number of Benefited Units 1,880 PID Assessment per Benefited Unit $91,695 Project Funds per Benefited Unit $76,285 City PID Fee per SF Unit ($1,700) Net Project Funds per Benefited Unit $74,585 Notes: (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 max annual debt service payment. Not to exceed 10% of par amount of bonds or 125% of average annual debt service payment. (3) For illustration and discussion purposes only; subject to change. (4) Assumes no appraisal discounts for illustration purposes only; subject to change. (5) For illustration purposes only; subject to change at any time. (6) Including TIRZ admin expense. Hilltop Securities Inc.Page 2 of 5 5/9/2024 City of Anna, Texas For illustration purposes only Liberty Hills Public Improvement District PROJECTED TAX STATEMENT Tax Tax Tax Tax 2023 Levy on Levy on Levy on Levy on Tax $500,000 $565,000 $620,000 $650,000 Rate 40' Home 50' Home 60' Home 70' Home City of Anna $ 0.5107 2,553.59$ 2,885.55$ 3,166.45$ 3,319.66$ Collin County 0.1493 746.72 843.79 925.93 970.73 Collin County Community College District 0.0812 406.10 458.89 503.56 527.93 Anna Independent School District 1.2575 6,287.50 7,104.88 7,796.50 8,173.75 Total Tax Rate 1.9988$ 9,993.90$ 11,293.11$ 12,392.44$ 12,992.07$ GROSS Avg. Annual Installment as a Tax Rate Equivalent/Levy(1)1.3499$ 6,749.74$ 7,627.21$ 8,369.68$ 8,774.67$ Total GROSS Overlapping Tax Rate Equivalent/Levy plus Special Assessment 3.3487$ 16,743.64$ 18,920.32$ 20,762.12$ 21,766.74$ Projected TIRZ Credit as Tax Rate Equivalent/Levy (2)(0.2554)$ (1,276.79)$ (1,442.78)$ (1,583.22)$ (1,659.83)$ Total Overlapping Tax Rate Equivalent/Levy after Projected TIRZ Credit 3.0934$ 15,466.85$ 17,477.54$ 19,178.89$ 20,106.91$ Net Avg. Annual Installment as Tax Rate Equivalent/Levy 1.0946$ 5,472.95$ 6,184.43$ 6,786.46$ 7,114.84$ (1) Inclusive of principal, interest, additonal interest and admin levies. Not to exceed $1.35 per Development Agreement. (2) TIRZ credit calculation as a tax rate equivalent includes the budgeted TIRZ Admin Expense. Projected Tax Statement Hilltop Securities Inc.Page 3 of 5 5/9/2024 City of Anna, Texas For illustration purposes only Liberty Hills Public Improvement District PID BONDS DEBT CAPACITY - 50% CITY TIRZ Total Levy TIRZ Share Net PID Levy Additional as GROSS as NET as Bond Interest Administrative TOTAL Tax Rate Bond PID TIRZ Tax Rate PID Tax Rate Year Principal Interest(1) Levy(2) Levy(3)LEVY Equivalent Year LEVY CREDIT Equivalent LEVY Equivalent 1 1,907,000$ 11,205,155$ 861,935$ 360,000$ 14,334,090$ 1.3499$ 1 14,334,090$ 2,711,486$ 0.2554$ 11,622,604$ 1.0946$ 2 2,033,000 11,081,200 852,400 367,200 14,333,800 1.3499 2 14,333,800 2,711,486 0.2554 11,622,314 1.0945 3 2,168,000 10,949,055 842,235 374,544 14,333,834 1.3499 3 14,333,834 2,711,486 0.2554 11,622,348 1.0946 4 2,313,000 10,808,135 831,395 382,035 14,334,565 1.3500 4 14,334,565 2,711,486 0.2554 11,623,079 1.0946 5 2,467,000 10,657,790 819,830 389,676 14,334,296 1.3500 5 14,334,296 2,711,486 0.2554 11,622,810 1.0946 6 2,632,000 10,497,435 807,495 397,469 14,334,399 1.3500 6 14,334,399 2,711,486 0.2554 11,622,913 1.0946 7 2,808,000 10,326,355 794,335 405,418 14,334,108 1.3499 7 14,334,108 2,711,486 0.2554 11,622,623 1.0946 8 2,997,000 10,143,835 780,295 413,527 14,334,657 1.3500 8 14,334,657 2,711,486 0.2554 11,623,171 1.0946 9 3,198,000 9,949,030 765,310 421,797 14,334,137 1.3499 9 14,334,137 2,711,486 0.2554 11,622,651 1.0946 10 3,413,000 9,741,160 749,320 430,233 14,333,713 1.3499 10 14,333,713 2,711,486 0.2554 11,622,227 1.0945 11 3,644,000 9,519,315 732,255 438,838 14,334,408 1.3500 11 14,334,408 2,711,486 0.2554 11,622,922 1.0946 12 3,890,000 9,282,455 714,035 447,615 14,334,105 1.3499 12 14,334,105 2,711,486 0.2554 11,622,619 1.0946 13 4,154,000 9,029,605 694,585 456,567 14,334,757 1.3500 13 14,334,757 2,711,486 0.2554 11,623,271 1.0946 14 4,435,000 8,759,595 673,815 465,698 14,334,108 1.3499 14 14,334,108 2,711,486 0.2554 11,622,622 1.0946 15 4,736,000 8,471,320 651,640 475,012 14,333,972 1.3499 15 14,333,972 2,711,486 0.2554 11,622,486 1.0946 16 5,058,000 8,163,480 627,960 484,513 14,333,953 1.3499 16 14,333,953 2,711,486 0.2554 11,622,467 1.0946 17 5,403,000 7,834,710 602,670 494,203 14,334,583 1.3500 17 14,334,583 2,711,486 0.2554 11,623,097 1.0946 18 5,771,000 7,483,515 575,655 504,087 14,334,257 1.3500 18 14,334,257 2,711,486 0.2554 11,622,771 1.0946 19 6,165,000 7,108,400 546,800 514,169 14,334,369 1.3500 19 14,334,369 2,711,486 0.2554 11,622,883 1.0946 20 6,586,000 6,707,675 515,975 524,452 14,334,102 1.3499 20 14,334,102 2,711,486 0.2554 11,622,616 1.0946 21 7,037,000 6,279,585 483,045 534,941 14,334,571 1.3500 21 14,334,571 2,711,486 0.2554 11,623,085 1.0946 22 7,519,000 5,822,180 447,860 545,640 14,334,680 1.3500 22 14,334,680 2,711,486 0.2554 11,623,194 1.0946 23 8,034,000 5,333,445 410,265 556,553 14,334,263 1.3500 23 14,334,263 2,711,486 0.2554 11,622,777 1.0946 24 8,585,000 4,811,235 370,095 567,684 14,334,014 1.3499 24 14,334,014 2,711,486 0.2554 11,622,528 1.0946 25 9,175,000 4,253,210 327,170 579,037 14,334,417 1.3500 25 14,334,417 2,711,486 0.2554 11,622,931 1.0946 26 9,805,000 3,656,835 281,295 590,618 14,333,748 1.3499 26 14,333,748 2,711,486 0.2554 11,622,262 1.0945 27 10,480,000 3,019,510 232,270 602,431 14,334,211 1.3499 27 14,334,211 2,711,486 0.2554 11,622,725 1.0946 28 11,202,000 2,338,310 179,870 614,479 14,334,659 1.3500 28 14,334,659 2,711,486 0.2554 11,623,173 1.0946 29 11,973,000 1,610,180 123,860 626,769 14,333,809 1.3499 29 14,333,809 2,711,486 0.2554 11,622,323 1.0946 30 12,799,000 831,935 63,995 639,304 14,334,234 1.3499 30 14,334,234 2,711,486 0.2554 11,622,748 1.0946 172,387,000$ 225,675,645$ 17,359,665$ 14,604,509$ 430,026,819$ 430,026,819$ 81,344,578$ 348,682,241$ (1) Assumes an interest rate of 6.50% for discussion purposes only, subject to change. (2) Calculated at 0.5% of outstanding bonds. (3) For illustration purposes only, subject to change after input from PID/TIRZ Administrator. Assumes PID and TIRZ administrative expenses for six PID improvement areas/TIRZ subzones. PID Bonds w/50% City TIRZ Enhancement Hilltop Securities Inc.Page 4 of 5 5/9/2024 City of Anna, Texas For illustration purposes only Liberty Hills Public Improvement District PROJECT IMPACT ON THE CITY (AD VALOREM PROPERTY TAXES) - 50% TIRZ Scenario 50%50% At 2023 Rate City Taxes At 2023 Rate City Taxes Average Average Gross City Taxes Deposited in Net City Taxes Gross City Taxes Deposited in Net City Taxes Build Out Build Out Generated TIRZ Fund Generated Generated TIRZ Fund Generated No. of Units Unit Value Total Value per Unit per Unit per Unit at Build Out at Build Out at Build Out Proposed Single Family Homes 1,880 $564,806 $1,061,835,000 $2,885 ($1,442)$1,442 $5,422,972 ($2,711,486)$2,711,486 Proposed Non TIRZ City Taxes Total Proposed Non TIRZ City Taxes Total Average used for Funds for Average used for Funds for Average Average PID Assessment PID Bonds Debt Service and PID Assessment PID Bonds Debt Service Build Out Build Out Annual Installment Debt Service PID/TIRZ Admin Annual Installment Debt Service and PID Admin No. of Units Unit Value Total Value per Unit per Unit per Unit at Build Out at Build Out at Build Out Proposed Single Family Homes 1,880 $564,806 $1,061,835,000 $6,182 $1,442 $7,625 $11,622,741 $2,711,486 $14,334,227 Hilltop Securities Inc.Page 5 of 5 5/9/2024 Item No. 6.e. City Council Agenda Staff Report Meeting Date: 5/14/2024 Staff Contact: Bernie Parker AGENDA ITEM: Consider/Discuss/Action on a resolution approving a Development Agreement with Rockhill Contracts I, LLC. (Interim Director of Economic Development Bernie Parker) SUMMARY: Over the past few months, staff has been working with ROCKHILL CONTRACTS I, LLC and our financial consultants and legal counsel to develop a Development Agreement for an 83 Acre Residential Development off of HWY 5. Below are some highlights: • Part of Commercial and Multifamily Development along HWY 5. • Higher Residential Construction Standards. • CR 371 and West Crossing Blvd Roadway Improvements. • Creation of a Public Improvement District • City will collect PID fees as per the City's PID policy at the amount of $1.1 Million; • Agreement confirms limitation of lot sales to institutional investors. FINANCIAL IMPACT: BACKGROUND: STRATEGIC CONNECTIONS: Goal 1: Sustainable Anna Community Through Planned Managed Growth ATTACHMENTS: 1. (ROCKHILL) ANNA COX TRACT -- Development Agreement DEV SIGNED (002) CITY OF ANNA, TEXAS RESOLUTION NO. A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING THE COX TRACT DEVELOPMENT AGREEMENT WITH ROCKHILL CONTRACTS I, LLC, RELATING TO DEVELOPMENT OF PROPERTY FOR A MIXED USE DEVELOPMENT WHEREAS, Rockhill Contracts I, LLC (the “Developer”) owns approximately 82.567 acres of real property located in the municipal boundaries of the City, in Collin County, Texas, (the “Property”); and WHEREAS, the City Council and the Developer intend that the Property be developed in accordance with the Cox Tract Development Agreement (the “Agreement”) attached hereto as Exhibit 1; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS THAT: Section 1. Recitals Incorporated. The recitals above are incorporated herein as if set forth in full for all purposes. Section 2. Approval and Authority to Execute The City Council hereby approves the Cox Tract Development Agreement, attached hereto as Exhibit 1, and authorizes the Mayor’s execution of the same. The Mayor and/or City Manager are hereby authorized to execute all documents and take all other actions necessary to finalize, act under, and enforce the Agreement. PASSED by the City Council of the City of Anna, Texas, on this 14th day of May 2024. ATTESTED: APPROVED: ________________________________ __________________________ Carrie L. Land, City Secretary Nate Pike, Mayor COX TRACT DEVELOPMENT AGREEMENT PAGE 1 COX TRACT DEVELOPMENT AGREEMENT This Cox Tract Development Agreement (this “Agreement”) is entered into by and between the CITY OF ANNA, TEXAS, a Texas home-rule municipality (the “City”) and ROCKHILL CONTRACTS I, LLC, a Texas limited liability company (“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 expects to develop approximately 82.567 acres of real property, described by metes and bounds in Exhibit A-1 and depicted in Exhibit B (the “Property”); and WHEREAS, the Developer is under contract to purchase the Property and it is the Parties;’ intent that this Agreement shall not take effect until Developer acquires the Property in fee simple title and that this Agreement shall become null and void if Developer does not timely acquire the Property in accordance with this Agreement; 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 in multiple phases (the “Project”); and WHEREAS, it is the intent of the Parties that the Property will be developed substantially in compliance with the planned development zoning approved by the City Council on March 26, 2024 pursuant to Ordinance No. 1096-2024-03, as may be amended (the “PD”), which PD is attached hereto as Exhibit C; 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 D and that Developer’s costs incurred therewith will be financed or reimbursed through PID Bond Proceeds; and WHEREAS, in consideration of Developer’s agreements contained herein, the City will 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 136152723v.10 Exhibit 1 COX TRACT DEVELOPMENT AGREEMENT PAGE 2 and this Agreement: (a) fund 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 one or more Assessment Ordinances (to pay for a specified portion of the Budgeted Cost(s) shown on Exhibit D and approved by the City’s City Engineer 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 Developer desires to acquire Additional Property, as hereinafter defined, to be developed in accordance with the terms of this Agreement which Additional Property is to be included in a PID and be subject to the terms of this Agreement; and WHEREAS, the Developer may request that the City Council add Additional Property to the Property to be developed in accordance with this Agreement or petition to have such Additional Property included in a public improvement district in accordance with the requirements of the PID Act, provided that such Additional Property is located within the corporate limits or extraterritorial jurisdiction of the City and is developed and financed in accordance with the terms of this Agreement; and WHEREAS, 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 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 COX TRACT DEVELOPMENT AGREEMENT PAGE 3 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 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 levying Assessment(s) on one or more Phases of the Project. 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 screening, that benefit the Property, are to be constructed by Developer, are identified on Exhibit D, and for which the Parties intend Developer will be fully or partially reimbursed pursuant to the terms of this Agreement. 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 D. Capital Improvement(s) shall have the meaning provided in Chapter 395 Texas Local Government Code. COX TRACT DEVELOPMENT AGREEMENT PAGE 4 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. City 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. City PID Fee means a fee of $3,400 per single-family-residential -lot fee to be paid by Developer to the City in accordance with the established City PID Policy and used in accordance with Section 5.21. City PID Policy means the City of Anna Public Improvement District Policy approved by the City Council on June 23, 2020 via Resolution No. 2020-06-747. City Regulations mean City Code provisions, ordinances, design standards (including but not limited to the City’s Engineering 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. Concept Plan means the conceptual plan for the Project approved in the PD and attached as Exhibit B thereto, as may be amended from time to time in accordance with City Regulations. Cost Underruns means actual PID Projects Costs that are less than the Budgeted Costs set forth in the SAP. COX TRACT DEVELOPMENT AGREEMENT PAGE 5 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 any construction fund account created under the particular Indenture, funded by Developer, and used to pay for portions of the acquisition, design, and construction of the PID Projects financed pursuant to such Indenture. Director means the City’s Director of Development Services. 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; provided, however, that the Effective Date shall not be deemed to have occurred until the Developer acquires fee simple ownership of the Property. Eligible Additional Property means any portion of the land identified in Exhibit A-2. 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. HOA means the homeowners association formed with respect to the Project, which shall privately function as a homeowners association for the Project. 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 buyer the terms and conditions under which their lot is burdened by the Assessments. 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 Reimbursements means reimbursements of Impact Fees paid for the Property and the Eligible Additional Property. 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 PID Projects financed pursuant to such Indenture. COX TRACT DEVELOPMENT AGREEMENT PAGE 6 Indenture means a trust indenture by and between the City and a trustee bank under which a series of 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, or (iv) a certificate delivered to the City by a qualified independent third party (which party may be the 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 which 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. Notice means any notice required or contemplated by this Agreement (or otherwise given in connection with this Agreement). PD means the planned development zoning for the Property approved by the City Council on March 26, 2024 pursuant to Ordinance No. 1096-2024-03 attached as Exhibit C, as the same may be amended. Phase means any distinct phase of development on the Property which is to be developed concurrently as finished lots. PID means the public improvement district encompassing the Property for which the City agrees to exert reasonable efforts to create for the benefit of the Property pursuant to the PID Act and this Agreement. PID Act means Chapter 372, Texas Local Government Code, as amended. PID Bond(s) means one or more series of assessment revenue bonds, but not Refunding Bonds, issued by the City pursuant to the PID Act to finance the PID Projects. 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 G, which summarizes financial data related to the PID. PID Projects means all water, wastewater/sewer, drainage, roadway, park, trail, landscape, COX TRACT DEVELOPMENT AGREEMENT PAGE 7 irrigation, hardscape, and other improvements allowable under the PID Act and benefitting and necessary to serve the Development, including those identified in the PID Documents and outlined in Exhibit D. PID Projects Cost means the actual cost of design, engineering, construction, acquisition, and/or inspection of the PID Projects, along with Administrative Expenses associated with the PID. 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 and owned by the City under this Agreement. The term includes the PID Projects. Real Property Records means the official land recordings of the Collin County Clerk’s Office. 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 DISTRICT 3.1 Creation of the PID; Levy of Assessments. The City shall initiate and approve all necessary documents, resolutions 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 PID Projects 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; and (b) 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 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 COX TRACT DEVELOPMENT AGREEMENT PAGE 8 assessments and the liens created thereby. 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 Additional Property. To the extent the Developer desires to add any portion of the Eligible Additional Property to the property subject to this Agreement, the Developer may request that the City Council allow such portion of the Eligible Additional Property to be subject to and developed in accordance with the specifications of this Agreement and eligible for inclusion in the PID upon the execution of an amendment to this Agreement pursuant to Section 11.16 hereof. SECTION 4 AUTHORIZED IMPROVEMENTS 4.1 PID Projects. Prior to the issuance of PID Bonds for a particular Phase, the Budgeted Costs, PID Projects, and PID Projects Costs 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 PID Property shall include those PID Projects located therein and the respective PID Projects 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, PID Projects Costs, the timetable for installation of the PID Projects, 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 and Public Infrastructure. (a) Construction Standards and Inspection. Except as otherwise expressly set forth in this Agreement, the Authorized Improvements and all other Public Infrastructure required for the development of the Property shall be constructed and inspected in accordance with this Agreement, the City Regulations, and any other governing body or entity with jurisdiction over the Authorized Improvements. Developer agrees to cause all Public Infrastructure to be constructed in a good and workmanlike manner. Upon request, the City shall provide “tax-exempt” letters to Developer for use by all contractors, subcontractors, and suppliers installing Public Infrastructure within the Property. (b) Contract Letting. The Parties understand that construction of the Authorized Improvements to be funded through Assessments are legally exempt from competitive bidding requirements pursuant to the Texas Local Government Code. The Parties acknowledge that, as of the Effective Date, the construction contracts for the construction of Authorized Improvements have not been awarded 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, Developer's engineers shall prepare, or cause the preparation of, and submit to the City all contract specifications and necessary related documents, including the contract proposal showing the negotiated total contract price and scope of work. COX TRACT DEVELOPMENT AGREEMENT PAGE 9 (c) Ownership. All of the Authorized Improvements and Public Infrastructure 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 and Public Infrastructure to the City and the public. (d) Operation and Maintenance. Upon inspection, approval, and acceptance of the Authorized Improvements, the City shall own, maintain and operate the accepted Authorized Improvements. (e) Applicability. Subsections (a)-(b), above, shall not apply to Public Infrastructure that the City is obligated to fund and construct under this Agreement, if any. 4.3 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 City Engineer 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 City Engineer 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. 4.4 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). 4.5 Inspections, Acceptance of Public Infrastructure, and Developer’s Remedy. The City shall inspect, as required by City Regulations, the construction of all Public Infrastructure necessary to support the proposed development within the Property, including without limitation water, sanitary sewer, drainage, streets, park facilities, electrical, and streetlights 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 COX TRACT DEVELOPMENT AGREEMENT PAGE 10 other dedications required under this Agreement, such improvements and dedications shall be owned by the City. Developer’s sole remedy for nonperformance of this Agreement by the City shall be to seek specific performance and cost reimbursements pursuant to the terms of this Agreement. 4.6 Insurance. The 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. SECTION 5 ADDITIONAL OBLIGATIONS AND AGREEMENTS 5.1 Wastewater/Sanitary Sewer Facilities. (a) Developer’s General Obligations. Developer is responsible for the design, installation, and construction of all on-site wastewater/sanitary sewer improvements necessary to serve the Property. 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 5.19, 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 City Engineer or his/her designee as part of the platting process. The reasonable costs of obtaining such easements may be included in the applicable PID Projects 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. COX TRACT DEVELOPMENT AGREEMENT PAGE 11 5.2 Water Facilities. (a) Developer’s General Obligations. Developer is responsible for design, installation, and construction of all on-site water improvements necessary to serve the Property. 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 5.19, 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 City Engineer 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 water improvements necessary to serve each phase of the Project prior to the recordation of the final plat covering such phase. 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 water and wastewater 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 on-site roadway facilities, including appurtenant drainage therefor, required to serve the Property. 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 COX TRACT DEVELOPMENT AGREEMENT PAGE 12 Property and the cost thereof and said infrastructure shall be designed and constructed in 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. (i) Developer shall construct as part of the roadway facilities (A) the two-lane portion of C.R. 371 immediately adjacent to the northern boundary of the Property necessary to connect the Property to North Powell Parkway (the “C.R. 371 Road Improvements”) as further described below with the first Phase of development of the Property and (B) the two lane portion of West Crossing Blvd. to extend the existing portion of West Crossing Blvd. to C.R. 371 including storm drainage improvements and adjacent water lines (if any are needed outside of existing water lines), but not including any traffic signalization with the second Phase of development of the Property, each as shown on Exhibit E (collectively, “Off-Site Road Improvements”). Such Off-Site Road Improvements may be a PID Project to the extent they confer a special benefit on the Property. As part of the C.R. 371 Improvements, the Developer will be required to: (1) dedicate ROW for new C.R. 371 lanes as shown on Exhibit E; (2) construct 2 travel lanes of C.R. 371 at 25' B-B total width from back of curb to back of curb to a single 2-lane connection to the existing road (SH 5) as shown on Exhibit E; and (3) install striping, as required. The City shall not be required to purchase any right-of-way the Developer is dedicating in connection with the Off-Site- Road Improvements. In connection with the construction of the C.R. 371 Road Improvements, the Developer shall not be required to: (1) construct any turn lanes; (2) widen SH 5; (3) upgrade, modify or install any signalization; or (4) obtain any additional ROW other than property owned by Developer that is dedicated for C.R. 371 2 lanes/ROW; (5) construct any additional improvements to the intersection of C.R. 371 and SH 5 or C.R. 371 and West Crossing Blvd. outside of what is required by the preceding two paragraphs. Developer shall, subject to the provisions of the preceding paragraph and the City’s obligations in Section 5.19 hereof, obtain easements necessary for the construction of the Off-Site Road Improvements as depicted on Exhibit E; provided that, notwithstanding the foregoing or the provisions of Section 5.19 hereof, the City shall acquire, at its cost, any easements or rights-of- way necessary from parties other than the Developer or not acquired by the Developer as depicted on Exhibit E in connection with the alignment or realignment of the Off-Site Road Improvements. (ii) To the extent that the costs of the Off-Site Road Improvements are not covered through the proceeds of any PID Bonds, the remaining portion of the costs of the Off-Site Road Improvements (the “Non-PID Off-Site Road Improvements Costs”) shall be funded through Impact Fee Reimbursements as provided in Section 5.11 hereof. COX TRACT DEVELOPMENT AGREEMENT PAGE 13 5.5 Screening, Landscaping, and Entryways. 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 Non-CIP Infrastructure Oversizing. With respect to Public Infrastructure not included on the CIP, Developer shall not be required to construct or fund any such non-CIP Public Infrastructure so that it is oversized in order 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. 5.7 Mandatory Homeowners Association. As relates to the Property, Developer will create, in a manner acceptable to the City, an 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 trails 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 ten percent (10%), and the amount of open space shown on the Concept Plan does not decrease by greater than ten percent (10%). 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, the revisions shall be deemed to be administratively approved with no further action of the City Manager and City Council 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. (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 hereto. COX TRACT DEVELOPMENT AGREEMENT PAGE 14 (c) If the 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 Real Property Records. 5.9 Community Amenities. Developer shall construct the amenities required for the Development as provided in the Neighborhood Points system set forth in the City’s Subdivision Ordinance, which amenities shall include a children’s playground to be constructed on the open space lot near the entrance of the subdivision in Phase 1 of development (collectively, the “Community Amenities”). 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 Park Development Fees; Park Dedication Fees. Developer shall dedicate certain open space and shall construct certain hike and bike trails within the Project as generally depicted on Exhibit F. Developer shall receive dollar-for-dollar credits for any park development fees required by the City for all such improvement projects constructed by Developer in publicly dedicated parkland or open spaces of the Development accepted by the City. In order to be entitled to such credits Developer must submit to the City documentation reasonably acceptable to the City detailing any such improvements to be dedicated along with all associated costs and the City shall determine the extent to which Developer is entitled to credits on park development fees. Developer shall be required to publicly dedicate land for parks or pay Park Dedication Fees in accordance with applicable City Code provisions. 5.11 Impact Fee Reimbursements. (a) The City agrees that Impact Fees for the Project and development on the Eligible Additional Property shall be assessed and collected at the rates in effect on the Effective Date of this Agreement; provided, however, that Developer shall be entitled to Impact Fee Reimbursements as provided herein from Impact Fees collected on the Property and the Eligible Additional Property. The City acknowledges that the Developer is providing certain Capital Improvements to the City at the cost of Developer. To the extent that water, wastewater, roadway, and drainage improvements to be constructed by the Developer are eligible for inclusion in the City’s CIP but are not currently included in the City’s CIP, the City agrees to take all necessary steps to include such water, wastewater, roadway, and drainage improvements in the City’s CIP. (b) For any Capital Improvements undertaken by Developer shown in the City’s CIP, including water, wastewater, roadway, and drainage improvements, Developer shall be entitled to full-dollar, like-kind Impact Fee Reimbursements (e.g., water improvement costs may only be offset by water Impact Fees and not by wastewater Impact Fees or roadway Impact Fees) for any Capital Improvements made or constructed by Developer, or caused to be constructed by Developer, and conveyed to the City, pursuant to Chapter 395 from Impact Fees collected on the Property and the Eligible Additional Property. Further, to the extent permitted under Section COX TRACT DEVELOPMENT AGREEMENT PAGE 15 395.023, Texas Local Government Code, Developer shall be entitled to full-dollar Impact Fee Reimbursements for any offsite, major, or thoroughfare roadways made or constructed by Developer, or caused to be constructed by Developer from Impact Fees collected on the Property and the Eligible Additional Property. (c) All Impact Fee Reimbursements throughout the development of the Property and the Eligible Additional Property shall be cumulative and comprehensive, such that if there are insufficient lots/Impact Fees in a particular Phase of the development to fully reimburse Developer for all Capital Improvement Costs for such Phase, City shall apply the earned Impact Fee Reimbursements to lots/Impact Fees assessed on other Phases on a like-kind basis (e.g., water improvement costs may only be offset by water Impact Fees and not by wastewater Impact Fees or roadway Impact Fees). All Impact Fee Reimbursements inuring to the Property and the Eligible Additional Property belong to Developer and may not be allocated to any other party without Developer’s prior written consent in the form of an assignment specifying the assignee and the categories and amounts of Impact Fee Reimbursements assigned. Developer shall deliver a copy of any such assignment to the City within ten (10) days of its effective date and Developer shall not make any claim to or have any entitlement to any such Impact Fee Reimbursements once assigned. The City shall collect Impact Fees from the builders on the Property and the Eligible Additional Property at the time of issuance of building permits and reimburse the Developer all Impact Fee Reimbursements owed under this Agreement upon request, no more than once per month but no less than once per quarter. The City shall not reduce or refuse to remit the Impact Fee Reimbursements contemplated herein. 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; provided that, notwithstanding the foregoing, the City shall allow for the approval of up to four building permits for model homes when street access and water is available to such model home lots. 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 C; (c) City Code, Article 9.05, in effect on the Effective Date (the “Sign Ordinance”); (d) the uniform building codes, as amended from time to time, including any local amendments thereto adopted by the City (the “Building Codes”). The term “Building Codes,” COX TRACT DEVELOPMENT AGREEMENT PAGE 16 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 (e) 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 in effect on the Effective Date. 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 full; 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. In addition to the foregoing, the following single- family, multifamily, and commercial standards shall apply to development of the Project: (a) Minimum Building Standards (Single-Family Residential): (1) The minimum masonry requirement is 75% of the exterior façade of the dwelling. Masonry requirements shall mean brick, stone, stucco, split face block, cultured stone (a manufactured stone veneer), or other City-approved material. Cementitious Fiberboard shall be a permitted masonry material. EIFS shall not be permitted; (2) Detached garages must have the same exterior finish as the main dwelling; (3) Elevations and brick colors shall be permitted to repeat only when there are three (3) intervening lots of separation on the same side of the street. The same elevation shall not repeat on the lot across the street nor on the lots on either side of the lot across the street; (4) A minimum roof pitch of 8:12 or 6:12 with roofing accents exceeding 6:12 and COX TRACT DEVELOPMENT AGREEMENT PAGE 17 (5) The minimum dwelling square footages for the following allowed lot sizes within the Project will be as follows: i. 60’ lot – Minimum 2,000 sf; ii. 50’ lot – Minimum 1,800 sf; and iii. 40’ lot - Minimum 1,800 sf provided that up to 25% of dwellings on 40’ lots may have square footages below 1,800 sf, but in no event shall any dwelling on a 40’ lot have a square footage lower than 1,600 sf. (b) Minimum Building Standards (Multifamily): (1) Multifamily Building Materials. The exterior of each multifamily building shall be a minimum of: i. 80 percent masonry on the front façade of the first floor ii. 50 percent on the side façade of the first floor iii. 30 percent on the rear façade of the first floor iv. 25 percent on all facades for all other floors (2) “Masonry” may include brick or stone stacked and mortared in place (stone means granite, limestone, marble, or other naturally occurring stone), stucco consisting of exterior Portland cement, cementitious fiberboard, hand-applied in three coats to a minimum thickness of three-quarters of an inch (3/4”), or other concrete finish techniques, or other similar products. For all exterior plan types, cementitious siding products may be used in areas where it is not structurally feasible to support brick or stone. (3) Brick shall meet specifications established by the Brick Institute of America. Concrete brick is not allowed. (4) Mortar Joints. Mortar joints shall be tooled; no “slump” joints are permitted. (5) Non-Masonry Materials i. Siding – Siding material may be cementitious. Hardie-Plank, fiber planking, or other City-approved material. Plywood, particle board and vinyl are prohibited. ii. Trim/Wood – All trim and wood shall be smooth and painted or stained. Stained wood must be sealed and cementitious fiberboard can be used as a trim material. iii. Metal - Exposed metals must be anodized aluminum, bronze, copper or painted galvanized steel. COX TRACT DEVELOPMENT AGREEMENT PAGE 18 (6) Building Articulation i. Horizontal wall plans longer than 40 85 feet in length shall be segmented into smaller sections by a structural or ornamental minor façade offset (recess or projection) of a minimum 2 feet deep and 810 feet wide. ii. The height of those offsets is equal to the building’s height at the location of the offset. (7) Roof Treatment i. Pitched or flat roofs are permitted. ii. A parapet wall is allowed if constructed to prevent flat roof visibility. (8) Fenestration. Any glass with a visible light reflectance rating of 25% or greater is prohibited. (9) Elements. A multi-family development is required to provide at least two of the following elements: i. At least one dormer is provided for each roof plane over 1,000 square feet in area that faces a street. The dormer must be appropriately scaled for the roof plane and shall not be wider than the windows on the building elevations; ii. All windows feature shutters. The shutters provided must be operational or appear operational and must be in scale with the corresponding window; iii. All windows are emphasized through the use of molding / trim around the windows, plat ledge, sills, shaped frames, awnings, or another similarly related architectural elements; iv. Downspouts associated with gutters are internally incorporate into the building’s construction rather than attached to the building after the construction of the façade is complete. v. The primary entrance for all buildings shall feature a protected entry through the use of a recessed entry, porte-cochere, awning, canopy, or similar feature that serves the same purposes. The covering shall be at least three feet in depth when measured from the face of the adjoining façade. Not required for accessory buildings. COX TRACT DEVELOPMENT AGREEMENT PAGE 19 vi. Screening fence: Border fencing material shall be either masonry construction or wrought iron, tubular steel, or tubular aluminum with masonry columns. Additionally, an irrigated landscape screen, minimum height of 6 feet, shall be installed within a 10-foot landscape buffer along the property line on any perimeter not abutting a public street or right-of-way. The landscape screen must grow to a height of at least 10 feet within 2 years of installation. vii. Other similar architectural features as approved by the Director. (10) Amenities. i. A multi-family development shall provide the required amount of amenities prescribed in Table 23: Required Amenities. Table 23: Required Amenities Number of Units Required Amenities 1 – 10 None 11 – 50 1 51 – 100 2 101 – 200 3 201 – 300 4 301 + 5 ii. The amenities listed below may be used to fulfill the requirements of Table 23: Required Amenities. Each amenity counts as one required amenity towards the requirements in Table 23: Required Amenities. However, multiples of the same amenity do not count towards the requirements in Table 23: Required Amenities. Additionally, to provide flexibility in development design, the Director may approve different amenities that agree with the purpose of City Code Sec. 9.04.042. 1. Swimming pool (minimum 1,000 square foot surface areas) with cooling deck (minimum ten feet wide in all areas); 2. Jacuzzi or hot tub area (minimum 50 square foot area); 3. At least four barbeque grills or one grill per 100 units, whichever is greater, with shaded seating areas, all barbeque grills shall be serviced with propane or other gas and be built into a structure incorporated into an adjacent amenity (i.e., pool or seating areas); COX TRACT DEVELOPMENT AGREEMENT PAGE 20 4. Ramada(s), arbor(s), and/or trellis(es) covering at least 400 square feet of recreation space; 5. Child play lot (minimum 1,000 square foot areas) 6. A splash pad (water play amenity for children) that is a minimum of 1,000 square feet in area and that is enclosed by a gated and access limited minimum five- foot tall vinyl-coated chain link fence or other decorate fencing material approved by the Director of Development Services. 7. A dog park that is at least 2,500 square feet in areas that is enclosed by a minimum five-foot tall vinyl-coated chain link fence, uses grass, wood chips, or a combination of the two as surface materials, and provides at least two dog waste stations that includes a bag dispenser and waste receptacle installed along the perimeter of the enclosure for every 2,400 square feet of the associated dog park. 8. Regulation-size volleyball, basketball, tennis, or similarly related playing court. 9. Golf putting green (minimum 1,000 square feet); 10. Fitness center/weight room (minimum 500 square feet); 11. Business center (minimum 500 square feet); 12. Media room (minimum 500 square feet). (c) Minimum Building Standards (Commercial): (1) Building Articulation i. Single- and multi-tenant buildings 1. All buildings shall utilize façade offsets and appropriate fenestration, to add variation and visual interest to an elevation and to break up long uninterrupted walls or elevations. 2. Elevations that are 50 feet or longer in horizontal length require at least two offsets (projection or recess) from the primary façade plane of at least 18 inches deep and 4 feet wide. COX TRACT DEVELOPMENT AGREEMENT PAGE 21 3. The height of those offsets is equal to the building’s height at the location of the offset. (2) Roof Treatment i. Long uninterrupted roof lines and planes shall be broken into smaller segments through the use of scaled gables or dormers, change in height, changes in roof form, type or planes that typically correspond to offsets in the building’s façade, or other appropriate architectural elements. ii. Parapet roof lines shall feature a well-defined cornice treatment or another similar element to visually cap each building elevation. (3) Fenestration i. Single- and multi-tenant buildings < 50,000 square feet: The use of recessed windows, awnings, sills, drip caps, projecting trim casing or surrounds, projecting muntins or mullions, and other elements is required. ii. Single- and multi-tenant buildings 50,000 square feet and larger do not require fenestration. iii. Any glass with a visible light reflectance rating of 25% or greater is prohibited. (4) Elements. All buildings or developments shall be required to provide at least two of the following elements: i. The primary entrance for all buildings shall feature a protected entry through the use of a recessed entry, porte-cochere, awning, canopy, or similar feature that serves the same purposes. The covering shall be at least three feet in depth when measured from the face of the adjoining façade. ii. All building elevations shall feature at least two facade offsets (recess or projection) five feet in depth for every 50 feet of horizontal length. iii. All building elevations shall feature at least two distinct roof lines or a roof parapet with cornice design or similar element. iv. All primary and secondary building entrances, excluding emergency exits and service doors, feature a recessed entry, canopy, awning, or similar sheltering feature of at least 50 square feet. COX TRACT DEVELOPMENT AGREEMENT PAGE 22 v. Single- and multi-tenant buildings greater than 50,000 square feet shall provide least one of the following: at least two offsets (projection or recess) from the primary façade plane of at least 18 inches deep and 4 feet wide, color variations, alternative building materials, or other architectural treatments. 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. 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 and the Project. 5.17 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 City Engineer or his/her designee signifies approval on only the general design concept of the improvements to be constructed. 5.18 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 the City may not request removal of any such tax classification until PID Bonds secured by Assessments levied on the Property are issued to pay for the costs of the PID Projects and related costs, notwithstanding any waiver of such exemption for other political subdivisions or public entities. 5.19 Eminent Domain. (a) Except as otherwise provided in Sections 5.1, 5.2 and 5.4 herein and Section 5.19(b) below, 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 COX TRACT DEVELOPMENT AGREEMENT PAGE 23 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 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. (b) Notwithstanding anything contained herein, the City agrees to obtain, at its sole cost, any rights-of-way, consents, or easements (including any construction easements) needed from the adjacent property owner (including any corporate entity related thereto) for the construction of any roadway, water, or sewer infrastructure in connection with the alignment of West Crossing (the “Adjacent Property Owner Easements”). The City shall commence the process to acquire any such Adjacent Property Owner Easements within 30 days of delivery of notice from the Developer that it will require such Adjacent Property Owner Easements for the construction of the related roadway, water, or sewer infrastructure. 5.20 Property Acquisition. If the Developer does not acquire ownership in fee simple title to the Property by December 31, 2024, then this Agreement shall become null and void and of no further effect. Notwithstanding any provision of this Agreement, this Agreement shall not become effective unless and until the Developer acquires ownership of the Property in fee simple title. Upon acquisition of the Property, the Developer shall provide proof of ownership to the City including true and correct copies of the recorded deed(s) conveying the Property to the Developer. 5.21 Payment of City PID Fee. The Developer shall deposit the full amount of the City PID Fee in an identifiable escrow account (the “City PID Fee Account”) for a particular Phase of Development and shall provide proof of such deposit to the City at least seven (7) business days before the posting of a preliminary limited offering memorandum for any series of PID Bonds for such Phase of Development. The Developer shall not withdraw from or otherwise reduce or in any manner encumber the amount deposited into the City PID Fee Account for at least 60 days once deposited except that not later than seven (7) business days after the closing and delivery of PID Bonds for such Phase of Development, Developer shall release the full amount in the City PID Fee Account to the City. The City PID Fee shall be calculated in accordance with the City PID Policy and shall be based upon the number of single-family residential lots included within the applicable Phase of Development that are being assessed. 5.22 Rental Property. Developer shall not knowingly sell a total of more than five percent (5%) of the total number of single-family lots projected to be within the Project to “institutional investors” that intend to own and rent or lease single-family residences within the Project. An “institutional investor” shall mean an entity that intends or desires to purchase more COX TRACT DEVELOPMENT AGREEMENT PAGE 24 than five (5) single-family lots within the Project and constructs or causes to be constructed homes thereon for rental or leasing purposes. 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 PID Projects. Developer may request issuance of PID Bonds by filing with the City a list of the PID Projects to be funded with the PID Bonds and the estimated costs of such PID Projects. 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 the following conditions. (1) The City has determined that (a) there will be no negative impact on the City’s creditworthiness, bond rating, access to or cost of capital, or potential for liability and (b) the PID Bonds assessment level, structure, terms, conditions and timing of the issuance of the PID Bonds are reasonable for the PID Projects Costs to be financed and that there is sufficient security for the PID Bonds to be creditworthy. (2) 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. (3) The adoption of a Service and Assessment Plan and an assessment ordinance levying assessments on all or any portion of the PID Property benefitted by such PID Projects in amounts sufficient to pay all costs related to such PID Bonds. (4) Unless otherwise agreed to by the City, the aggregate principal amount of PID Bonds issued and to be issued shall not exceed $25,000,000. (5) If requested by the City, delivery by Developer of an Independent Appraisal to the City confirming that the special benefits conferred on the properties being assessed for the PID Projects increase the value of the property by an amount at least equal to the amount assessed against such property. (6) 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. (7) Developer is current on all taxes, assessments, fees and obligations to the City including without limitation payment of Assessments. (8) Developer is not in material default under this Agreement. COX TRACT DEVELOPMENT AGREEMENT PAGE 25 (9) 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. (10) The Administrator has certified that the specified portions of the costs of the PID Projects to be paid from the proceeds of the PID Bonds are eligible to be paid with the proceeds of such PID Bonds; therewith, such approval not to be unreasonably withheld, conditioned or delayed upon presentation of a certificate in compliance with the applicable Indenture. (11) The PID Projects to be financed by the PID Bonds have been or will be constructed according to the approved PD any applicable City Regulations. (12) The maximum maturity for PID Bonds shall not exceed 30 fiscal years from the date of delivery thereof. (13) The final maturity for any PID Bonds shall be not later than 40 years from the date of this Agreement. (14) The City has determined that the PID Bonds meet all regulatory and legal requirements applicable to the issuance of the PID Bonds. (15) If the applicable portion of PID Projects has not already been constructed and to the extent PID Bond Proceeds are insufficient to fund such PID Projects Cost, the City may require the Developer to, at time of closing the PID Bonds, provide evidence of (i) available funds to the Developer or any corporate parent of the Developer and made available to the Developer or (ii) evidence of financial security from a Lender (as defined herein) of loan funds available under a loan, letter of credit or other credit facility extended to the Developer or any corporate parent of the Developer and made available to the Developer by a financial institution or other lender (a “Lender”) for the purpose of development of the Authorized Improvements, equal to or greater than the difference between the PID Projects Costs and the PID Bond Proceeds available to fund such PID Projects Costs. If so required by the City, and the Developer provides evidence of available funds or fiscal security as described in the preceding sentence in connection with a series of PID Bonds, the Developer shall not be required to provide any up front cash deposit to fund the applicable PID Projects not otherwise funded through the applicable series of PID Bonds. (16) 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. (17) Developer agrees to provide periodic information and notices of material events regarding Developer and Developer’s development of the Project and any continuing disclosure agreements executed by Developer in connection with the issuance of PID Bonds. (18) Developer is not in default under a Developer Continuing Disclosure Agreement. COX TRACT DEVELOPMENT AGREEMENT PAGE 26 (19) 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. (20) The gross tax equivalent rate for the annual installments of the Assessments shall not exceed $0.99 per $100.00 of taxable assessed valuation (which maximum total tax equivalent rate shall be measured based on the estimated build out value of the applicable PID Property), without prior written consent of the City, in its sole discretion, which written consent may be evidenced by the City’s adoption of an Assessment Ordinance without the necessity of amending this Agreement. (21) Unless otherwise agreed to by the City, the value to lien ratio for Assessments securing PID Bonds shall not be less than 2:1; provided that the City may allow for a lesser ratio through the adoption of an Assessment Ordinance which includes a lesser value to lien ratio without the necessity of amending this Agreement. (22) Developer and the City shall have entered into a PID reimbursement agreement that provides for Developer’s construction of certain PID Projects and the City’s reimbursement to Developer of certain PID Projects Costs. (23) Developer has provided proof reasonably satisfactory to the City that the City PID Fee has been deposited into the City PID Fee Account accordance with Section 5.21. 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 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 United States Internal Revenue Code, as amended, 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 PID Projects, 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 COX TRACT DEVELOPMENT AGREEMENT PAGE 27 tax-exempt status of the interest payable on the PID Bonds for federal income tax purposes. SECTION 7 PAYMENT AND REIMBURSEMENT OF PID PROJECTS 7.1 Payment of Costs of PID Projects. The Parties understand that PID Bond Proceeds and/or the proceeds from Assessments will be used to reimburse the Developer for PID Projects Costs related to the PID Projects and, in the event PID Bond Proceeds and/or proceeds from Assessments are not available at the time that all or a portion of the PID Projects are substantially complete and the City is ready to accept said PID Projects or portion thereof, PID Bond Proceeds and/or proceeds from Assessments, once available, will be used to reimburse Developer for said PID Projects Cost following acceptance by the City. 7.2 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. 7.3 Cost Overrun. If the total PID Projects 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 7.4 below. 7.4 Cost Underrun. If, upon the completion of construction of a PID Project (or segment or section thereof) and payment or reimbursement for such PID Project (or segments or section thereof), there are Cost Underruns, any remaining Budgeted Cost(s) may be available to pay Cost Overruns on any other PID Project with the approval of the City Manager. The elimination of a category of PID Projects as set forth in the Service and Assessment Plan will require an amendment to the SAP. Prior to the completion of all of the PID Projects within an improvement category, as listed in the applicable SAP and the PID, funds available from an improvement category (e.g., water, sanitary sewer, roadway, soft costs, etc.) may be used as Cost Underruns and applied to another improvement category in consultation with the Administrator and approval of the City Manager. If, upon completion of the PID Projects in any improvement category, there are funds remaining in any Administrator-approved improvement categories, those funds can then be used to reimburse the Developer for any qualifying costs of the PID Projects that have not been previously paid. SECTION 8 GOVERNING REGULATIONS 8.1 Zoning. The Property is currently zoned by the PD attached hereto as Exhibit C. 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 COX TRACT DEVELOPMENT AGREEMENT PAGE 28 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 twenty (20) business days after it is due. 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. 9.3 Performance Window; Election to Terminate. In the event that the Developer does not request either that (i) the City levy assessments for the first phase of development or (ii) issue the initial series of PID Bonds on or before December 31, 2027, 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, if a PID has been created, 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 assignable, in whole or in part, by the Developer, with the prior written consent of the City. The City’s consent to such assignment shall not be unreasonably withheld. Notwithstanding the foregoing, the Developer has the right from time to time, without the consent of but with written notice to the City, to assign this Agreement in whole or in part to (i) any person or entity that is or will become an owner of any portion of the Property, (ii) any entity formed in which the Developer or any principal of the Developer retains COX TRACT DEVELOPMENT AGREEMENT PAGE 29 an ownership interest of at least fifty-one percent (51%), any subsidiary of the Developer, or any entity that is under common control with or controlled by the Developer, (iii) or any lien holder on the Property. An assignee shall be considered a “Party” for the purposes of this Agreement. Each assignment shall be in writing executed by the 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 the Developer shall release the Developer from any liability that resulted from an act or omission by the Developer that occurred prior to the effective date of the assignment unless the City approves the release in writing. The Developer shall maintain written records of all assignments made by the 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. 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 GENERAL PROVISIONS 11.1 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 COX TRACT DEVELOPMENT AGREEMENT PAGE 30 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. 11.2 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; (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. 11.3 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 Fully Developed and Improved Lot. 11.4 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. COX TRACT DEVELOPMENT AGREEMENT PAGE 31 11.5 Consideration. This Agreement is executed by the Parties hereto without coercion or duress and for substantial consideration, the sufficiency of which is hereby acknowledged. 11.6 Term. Unless otherwise extended by mutual agreement of the Parties, the term of this Agreement shall be until the later of (i) thirty (30) years from the Effective Date or (ii) the final maturity of PID Bonds sold in accordance with this Agreement (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. 11.7 INDEMNIFICATION and HOLD HARMLESS. THE 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 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. 11.8 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 COX TRACT DEVELOPMENT AGREEMENT PAGE 32 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. 11.9 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: Rockhill Contracts I, LLC 9550 John W. Elliott Drive, Suite 106 Frisco, Texas 75033 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. 11.10 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 (i) if delivered via a method other than e-mail, 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 or (ii) if delivered via e-mail, upon the earlier of receipt of a “delivery receipt” or on the next Business Day after being sent (as recorded on the device from which the sender sent the email) unless the sender receives an automated message that the email has not been delivered. Any such notice shall be addressed as follows: To the City: City of Anna, Texas Attn: City Manager 120 W. 7th Street Anna, Texas 75409 E-mail: gpeters@annatexas.gov With a copy to: Wolfe, Tidwell & McCoy, LLP Attn: Clark McCoy 2591 Dallas Parkway, Suite 300 Frisco, Texas 75034 E-mail: cmccoy@wtmlaw.net And to: McCall, Parkhurst & Horton L.L.P. Attn: Rodolfo Segura Jr 717 North Harwood, Suite 900 Dallas, TX 75201 E-mail: rsegura@mphlegal.com COX TRACT DEVELOPMENT AGREEMENT PAGE 33 To Developer: Rockhill Contracts I, LLC 9550 John W. Elliott Drive, Suite 106 Frisco, Texas 75033 E-mail: nheckel@rockhillinvestments.com With a copy to: Locke Lord LLP Attn: Drew Slone 2200 Ross Ave., Suite 2800 Dallas, Texas 75201 E-mail: dslone@lockelord.com And to: T. Wilson & Associates Attn: Roy Magno 1800 Valley View Ln., Suite 321 Farmers Branch, TX 75234 Email: roy@twilson.com 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. 11.11 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. 11.12 Interpretation. Each Party 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. 11.13 Time. In this Agreement, time is of the essence and compliance with the times for performance herein is required. 11.14 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 Party 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. COX TRACT DEVELOPMENT AGREEMENT PAGE 34 11.15 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 Party to this Agreement. 11.16 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. 11.17 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. 11.18 Non Waiver. Any failure by a Party to insist upon performance by the other Party of any material provision of this Agreement shall not be deemed a waiver thereof, and the Party 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. 11.19 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. 11.20 Exhibits. The following exhibits are attached to this Agreement and are incorporated herein for all purposes: Exhibit A-1 Metes and Bounds Description of the Property Exhibit A-2 Metes and Bounds Description of Eligible Additional Property Exhibit B Depiction of the Property Exhibit C PD Exhibit D Authorized Improvements and Budgeted Costs Exhibit E Off-Site Roadway Improvements Exhibit F Open Space and Trail Improvements COX TRACT DEVELOPMENT AGREEMENT PAGE 35 Exhibit G PID Financial Summary 11.21 Force Majeure. 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. 11.22 Statutory Verifications. The Developer makes the following representations and covenants pursuant to Chapters 2252, 2271, 2274, and 2276, Texas Government Code, as heretofore amended (the “Government Code”), in entering into this Agreement. As used in such verifications, “affiliate” means an entity that controls, is controlled by, or is under common control with the Developer within the meaning of SEC Rule 405, 17 C.F.R. § 230.405, and exists to make a profit. Notwithstanding anything in this Agreement to the contrary, the representations and covenants contained in this Section 11.22 shall survive termination of this Agreement until the statute of limitations has run. a. Not a Sanctioned Company. The Developer represents that neither it nor any of its parent company, wholly- or majority-owned subsidiaries, and other affiliates is a company identified on a list prepared and maintained by the Texas Comptroller of Public Accounts under Section 2252.153 or Section 2270.0201, Government Code. The foregoing representation excludes the Developer and each of its parent company, wholly- or majority- owned subsidiaries, and other affiliates, if any, that the United States government has affirmatively declared to be excluded from its federal sanctions regime relating to Sudan or Iran or any federal sanctions regime relating to a foreign terrorist organization. b. No Boycott of Israel. The Developer hereby verifies that it and its parent company, wholly- or majority-owned subsidiaries, and other affiliates, if any, do not boycott Israel and will not boycott Israel during the term of this Agreement. As used in the foregoing verification, “boycott Israel” has the meaning provided in Section 2271.001, Government Code. c. No Discrimination Against Firearm Entities. The Developer hereby verifies that it and its parent company, wholly- or majority-owned subsidiaries, and other affiliates, if any, do not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association and will not discriminate against a COX TRACT DEVELOPMENT AGREEMENT PAGE 36 firearm entity or firearm trade association during the term of this Agreement. As used in the foregoing verification, “discriminate against a firearm entity or firearm trade association” has the meaning provided in Section 2274.001(3), Government Code. d. No Boycott of Energy Companies. The Developer hereby verifies that it and its parent company, wholly- or majority-owned subsidiaries, and other affiliates, if any, do not boycott energy companies and will not boycott energy companies during the term of this Agreement. As used in the foregoing verification, “boycott energy companies” has the meaning provided in Section 2276.001(1), Government Code. 11.23 Form 1295. Submitted herewith is a completed Form 1295 in connection with the participation of the Developer for the purposes of Section 2252.908 of the Texas Government Code in the execution of this Agreement generated by the Texas Ethics Commission’s (the “TEC”) electronic filing application in accordance with the provisions of Section 2252.908 of the Texas Government Code and the rules promulgated by the TEC (the “Form 1295”). The City hereby confirms receipt of the Form 1295 from the Developer for the purposes of Section 2252.908 of the Texas Government Code, and the City agrees to acknowledge such form with the TEC through its electronic filing application not later than the 30th day after the receipt of such form. The Developer and the City understand and agree that, with the exception of information identifying the City and the contract identification number, neither the City nor its consultants are responsible for the information contained in the Form 1295; that the information contained in the Form 1295 has been provided solely by the Developer; and, neither the City nor its consultants have verified such information. [SIGNATURES PAGES AND EXHIBITS FOLLOW] Development Agreement Signature Page 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 § Before me, on this day personally appeared the foregoing individuals, known to me to be the persons whose names were subscribed in my presence to the foregoing instrument. [SEAL] _________________________________ Notary Public Commission Expires: _______________ Approved as to form: ___________________________ Clark McCoy, City Attorney EXHIBIT A-1 Legal Description BEING a tract of land situated in the J.C. Brantley Survey, Abstract No. 114, City of Anna, Collin County, Texas, and being a portion of the First Tract described in a deed to 3 Monkeys, LLC, as recorded in Instrument No. 2023000058344 of the Official Public Records of Collin County, Texas, and being more particularly described as follows: BEGINNING a 1/2 inch iron rod with plastic cap stamped “Pape Dawson” found for the southwest corner of said First Tract, common to the northwest corner of Shadowbend, Phase 2, according to the plat thereof recorded in Volume 2022, Pages 780-781 of the Plat Records of Collin County, Texas, same being on the easterly line of a called 58.637 acre tract of land described as Phase 4 in a deed to MCI Exchange Anacapri A Series Depositor, LLC, as recorded in Instrument No. 2023000111060 of the Official Public Records of Collin County, Texas, same being in the center of County Road 369, a variable width right of way; THENCE North 01°29'26" East, along the westerly line of said First Tract and the easterly line of said Phase 4, and, along the centerline of said County Road 369, a distance of 2,035.03 feet to a 5/8 inch iron rod with plastic cap stamped “KHA” set for the northwest corner of said First Tract, common to the northeast corner of said Phase 4, same being in the center of County Road 371, a variable width right of way and said County Road 369; THENCE South 88°23'21" East, along the northerly line of said First Tract and the centerline of said County Road 371, a distance of 2,813.90 feet to a 5/8 inch iron rod with plastic cap stamped “KHA” set for the northeast corner of said First Tract, common to the northwest corner of a called 0.7575 acre tract of land described in a deed to the State of Texas, as recorded in Instrument No. 20190508000513540 of the Official Public Records of Collin County, Texas, same being on the westerly right of way line of State Highway 5, a variable width right of way;; THENCE South 22°11'52" East, departing the centerline of said County Road 371, along the easterly line of said First Tract and the westerly right of way line of said State Highway 5, a distance of 49.19 feet to a 5/8 inch iron rod with plastic cap stamped “KHA” set for corner; THENCE departing the easterly line of said First Tract and the westerly right of way line of said State Highway 5, and crossing said First Tract, the following: North 88°23'21" West, a distance of 1,019.64 feet to a 5/8 inch iron rod with plastic cap stamped “KHA” set for corner; South 01°36'54" West, a distance of 1,174.12 feet to a 5/8 inch iron rod with plastic cap stamped “KHA” set on the southerly line of said First Tract and the northerly line of Meadow Ridge Estates, Phase Two, according to the plat thereof recorded in Cabinet R, Slide 196 of the Plat Records of Collin County, Texas; THENCE South 89°48'36" West, along the southerly line of said First Tract and the northerly line of said Meadow Ridge Estates, Phase Two a distance of 238.22 feet to a 3 inch metal post found for the northwest corner of said Meadow Ridge Estates, Phase Two, common to an ell corner of said First Tract; THENCE South 09°22'24" East, along the easterly line of said First Tract and the westerly line of said Meadow Ridge Estates, Phase Two, a distance of 816.23 feet to a 5/8 inch iron rod with plastic cap stamped “KHA” set for the southerly southeast corner of said First Tract, common to the southwest corner of said Meadow Ridge Estates, Phase Two, same being on the northerly line of Shadowbend, Phase 2, according to the plat thereof recorded in Volume 2022, Pages 780- 781 of the Plat Records of Collin County, Texas;; THENCE North 88°37'34" West, along the southerly line of said First Tract and the northerly line of said Shadowbend, Phase 2, a distance of 1,727.20 feet to the POINT OF BEGINNING and containing 82.567 acres (3,596,612 square feet) of land, more or less. . EXHIBIT A-2 Legal Description of Eligible Additional Property BEING a tract of land situated in the S.R. Roberts Survey, Abstract No. 786 and the J.C. Brantley Survey, Abstract No. 114, City of Anna, Collin County, Texas, and being a portion of the First Tract described in a deed to 3 Monkeys, LLC, as recorded in Instrument No. 2023000058344 of the Official Public Records of Collin County, Texas, and being more particularly described as follows: BEGINNING at a 5/8 inch iron rod with plastic cap stamped “TxDOT” found for the northerly southeast corner of said First Tract, common to the southwest corner of a called 0.7575 acre tract of land described in a deed to the State of Texas, as recorded in Instrument No. 20190508000513540 of the Official Public Records of Collin County, Texas, same being on the northerly line of Meadow Ridge Estates, Phase One, according to the plat thereof recorded in Cabinet P, Slide 63 of the Plat Records of Collin County, Texas, and on the westerly right of way line of State Highway 5, a variable width right of way; THENCE South 89°48'36" West, departing the westerly right of way line of said State Highway 5, along the southerly line of said First Tract, the northerly line of said Meadow Ridge Estates, Phase 1 and the northerly line of Meadow Ridge Estates, Phase Two, according to the plat thereof recorded in Cabinet R, Slide 196 of the Plat Records of Collin County, Texas, a distance of 1,517.49 feet to a point for corner; THENCE North 01°36'54" East, departing the southerly line of said First Tract and the northerly line of said Meadow Ridge Estates, Phase Two, and crossing said First Tract, a distance of 1,174.12 feet to a point for corner; THENCE South 88°23'21" East, continuing across said First Tract, a distance of 1,019.64 feet to a point for corner on the easterly line of said First Tract and the westerly right of way line of said State Highway 5; THENCE South 22°11'52" East, along the easterly line of said First Tract and the westerly right of way line of said State Highway 5, a distance of 1,231.20 feet to the POINT OF BEGINNING and containing 33.624 acres (1,464,687 square feet) of land, more or less. Bearing system based on the Texas Coordinate System of 1983, North Central Zone (4202), North American Datum of 1983. Exhibit B Depiction of the Property Exhibit C PD (City of Anna Ordinance No. 1096-2024-03) AUTUMNTRLPARKER DRPENAFLORDRCOUNTYROAD426ZI M M E T D R ELM GROVE PARK AVE WOLFRUNPLANTATION DRP U R D U ERDWHITEROCKMARGARETLNEMMACTROUG LECTRANCHVIEWDRMEADOWGLENRDHORSE RUNTHOUSANDOAKSDRD E SCOS T INDIAN CREEKNUTMEGWAYYARBROUGH DRROSEMARYWAYLAMO N T R D DAKO T A D R LI A M D R COUNTY ROAD 371 PINEHURSTCTMELANIEDRGINGER AVEW A T ERHOUSELAKEDR C URTST MITCHELL LNGRANDVIEW AVE W ILLIE R AY ST B RIARCVMAGNOLIA ST TEAL STA C E V E S C T MCKEECTOHARA NASHCT MOSSYLAKELNBONNIE CT TWINPINECT HARBOR OAKS DRWE S T C R OS S I N GBLVDNHYATTLAKE LNWOODLAND S TTRISTONST HARDWICKDRATWOODDREMMA DR RHETT R D CI NNAMONWAYEM E R S O N D RASHLEYLNSKYVIEWDRJEANINE DRERLINDADRMEADOW DRROB IN S O N D RBRENTWO ODDRJENKINS DR PERKINS CTAARONST LEYLAND DR F A L LC TKYLEST SCARLET VIEWPHILLIPS STSA G E S T CHALK RDDUSTINTRLBOYERCTMILL ST C OUNTY ROAD 376BELLE P A R S LEYW AY N POWELL PKWYBASILAVESTEFANI ST COLLIN ST MEADOW LARK LN B R OO K S I DE D R CARAWAYCTORIOLE DR CALHOUNDRMEADOW VIEW LN WILKES C T MEADOW RIDGE DR LANGDONDROLIVIA LN TENNYSON ST LUPT O N S TCOUNTYROAD427 EROSAMOND PKWY CY R US ST R Y A N S T BRYANT FARM RDW ROSAMOND PKWYCOUNTYROAD 369Maxar, Microsoft, Copyright nearmap 2015 Subject Property 200' Notice Boundary City EXHIBIT A LEGAL DESCRIPTION BEING a tract of land situated in the S.R. Roberts Survey, Abstract No. 786 and the J.C. Brantley Survey, Abstract No. 114, City of Anna, Collin County, Texas, and being all of the First Tract described in a deed to 3 Monkeys, LLC, as recorded in Instrument No. 2023000058344 of the Official Public Records of Collin County, Texas, and being more particularly described as follows: BEGINNING at the northwest corner of said First Tract, common to the northeast corner of a called 58.637 acre tract of land described as Phase 4 in a deed to MCI Exchange Anacapri A Series Depositor, LLC, as recorded in Instrument No. 2023000111060 of the Official Public Records of Collin County, Texas, same being in the center of County Road 371, a variable width right of way; THENCE South 88°23'21" East, along the northerly line of said First Tract and the centerline of said County Road 371, a distance of 2,813.90 feet to the northeast corner of said First Tract, common to the northwest corner of a called 0.7575 acre tract of land described in a deed to the State of Texas, as recorded in Instrument No. 20190508000513540 of the Official Public Records of Collin County, Texas, same being on the westerly right of way line of State Highway 5, a variable width right of way; THENCE South 22°11'52" East, departing the centerline of said County Road 371, along the easterly line of said First Tract and the westerly right of way line of said State Highway 5, a distance of 1,280.39 feet to a 5/8 inch iron rod with plastic cap stamped “TxDOT” found for the northerly southeast corner of said First Tract, common to the southwest corner of said 0.7575 acre tract, same being on the northerly line of Meadow Ridge Estates, Phase One, according to the plat thereof recorded in Cabinet P, Slide 63 of the Plat Records of Collin County, Texas; THENCE South 89°48'36" West, departing the westerly right of way line of said State Highway 5, along the southerly line of said First Tract, the northerly line of said Meadow Ridge Estates, Phase 1 and the northerly line of Meadow Ridge Estates, Phase Two, according to the plat thereof recorded in Cabinet R, Slide 196 of the Plat Records of Collin County, Texas, a distance of 1,755.71 feet to a 3 inch metal post found for the northwest corner of said Meadow Ridge Estates, Phase Two, common to an ell corner of said First Tract; THENCE South 09°22'24" East, along the easterly line of said First Tract and the westerly line of said Meadow Ridge Estates, Phase Two, a distance of 816.23 feet to the southerly southeast corner of said First Tract, common to the southwest corner of said Meadow Ridge Estates, Phase Two, same being on the northerly line of Shadowbend, Phase 2, according to the plat thereof recorded in Volume 2022, Pages 780-781 of the Plat Records of Collin County, Texas; THENCE North 88°37'34" West, along the southerly line of said First Tract and the northerly line of said Shadowbend, Phase 2, a distance of 1,727.20 feet to a 1/2 inch iron rod with plastic cap stamped “Pape Dawson” found for the southwest corner of said First Tract, common to the northwest corner of said Shadowbend, Phase 2, same being on the easterly line of aforesaid Phase 4; THENCE North 01°29'26" East, along the westerly line of said First Tract and the easterly line of said Phase 4, a distance of 2,035.03 feet to the POINT OF BEGINNING and containing 116.191 acres 5,061,299 square feet) of land, more or less. Bearing system based on the Texas Coordinate System of 1983, North Central Zone (4202), North American Datum of 1983. Single-Family Summary: Product Units Type C +/- 50 Type B +/- 185 Type A +/- 101 Total +/- 336 Land Use Summary: Product Acres Units Multi-Family +/- 22.9 ac.+/- 500 max. @ 25 du./ac. Commercial +/- 9.8 ac.- Total +/- 32.7 ac.+/- 500 un. 10’ Hike & Bike Trail Vicinty Map Anna High School SlaterCreekMiddleSchool CityHall Joe KBryantElementary White St. W. Rosamond Pkwy. West Crossing Blvd.N.Powe l l Pkwy Hwy. 75N.Powell Pkwy.C.R. 371MitChell lN.Meadow GleN Rd. Multi-Family 22.9 gross ac. Open Space / Pipeline Esmt. 3. 5 ac.Commercial 9.8 gross ac.west CRoss i N G B l v d Open Space 1.4 ac.Open Space / Detention 2.8 ac.Open Space / Detention 2.1 ac.10’ Hike & Bike Trail 10’ Hike Bike Trail Scale 1”=200’0’ 200’400’This drawing is a pictorial representation for presentation purposes only and is subject to change without notice. Additionally, no warranty is made to the accuracy, completeness, or of the informationcontainedherein. February 22, 2024 KNAPP LAND SOLUTIONS Cox Tract - Anna, TX Conceptual Plan Most recent one COX TRACT City of Anna, Collin County, Texas J.C. Brantley Survey, Abstract Number 114 February 2024 EXHIBIT D - Concept Plan Approx. Acreage: ± 81.5 AC OWNER/DEVELOPER Howard Joseph Cox Jr & 3 Monkeys LLC 1125 WilmaStreetTyler, Texas75701Contact: HowardJosephCoxJr - coxhowardj@msn.com831) 917-929815' SANITARYSEWEREASEMENTVOL. 2022, PG. 780P.R.C.C.T.Notes:AllbearingsshownarebasedongridnorthoftheTexasCoordinateSystemof1983, NorthCentralZone (4202),NorthAmericanDatumof1983. Alldimensionsshownaregrounddistances. Toobtain a grid distance, multiplythe ground distance by the Project Combined Factor (PCF) of 0.999847313. PROJECT LOCATION SCALE: NTS VICINITY MAP NORTH 10' MIN.20' MIN.40' MIN.115' MIN.5' MIN. 5' MIN. 10' MIN. 20' MIN. 50' MIN.115' MIN.5' MIN.5' MIN. 10' MIN.20' RETAIL± 12,000 SF1 STORYBANK± 7, 000 SF1 STORYRESTAURANT± 5, 100SF1STORYSHOPPINGCENTER± 60,000SF1 STORYBUILDING 1± 140, 000SF4STORIES100 UNITSBUILDING2± 160, 000 SF4STORIES100UNITSBUILDING3± 136, 000SF4STORIES100UNITSBUILDING4± 145,000 SF4 STORIES100 UNITSDETENTION AREA± 1. 30ACN89° 48'36" E1517.5' N22°11'52"W1280. 4'N88°23' 21"W999.8' S1° 36' 55" W1219.1' AMENITY CENTER± 20,000SF1STORYBUILDING5± 150, 000 SF4STORIES100 UNITSFUTURECOXTRACTSINGLEFAMILYMEADOWGLENRD.N. POWELLPARKWAYSTATEHIGHWAY5(VARIABLEWIDTHR.O. W.)50' CROSSTEXNORTHTEXASPIPELINE, LPINST. NO. 20070112000260720, O.P.R.C.C. 1LaurenMecke From:MistyMcWhorter Sent:Monday, March4, 202411:38AM To:LaurenMecke Subject:[EXTERNAL]: ZoningResponse (SWcornerCR371 & NPowe llParkway) CAUTION: Thisemailoriginatedfromoutsideofthe organization. Donotclicklinksoropenattachmentsunlessyou recognizethesenderandknowthecontentissafe. Ifyouare stillunsure, pleasereportthisemailviathe PhishNotifybutton. Lauren, IamOpposedtotherequestregarding therequesttorezonetheSWcorner CR37 1 & NPowellParkway. Ihavethe followingconcerns: 1. IncreasedtrafficonCR371 & Hwy5. a). CR371- isatwolaneroadwithnoshoulderandnoturn lanes. It can'thandlethecurrenttraffic (e speciallyduringdropoff/pickupforschoolatJKB) b). Letsnotforget, we willhavetrafficfromth e Lagoondevelopment. 2. Impactontheschooldistrict. 3. I haveconcernsonthe 'commercial" portion. What kindofregulationswouldbeputin place? a). Forexamplewouldthebusinessestablishmentberequiredto close atacertain time? Keepnoisetoacertainlevel?, parking, etc.? 4. Lastly, I don'twanttoseeanapartmentcomplexwhenIwalkout myback door. I Page 1 of 10 CITY OF ANNA Planning & Zoning Commission March 4, 2024 Zoning: Cox Tract Applicant: Howard Joseph Cox/3Monkeys LLC & Eleanor K. Cunningham DESCRIPTION: Conduct a Public Hearing/Consider/Discuss/Action on a request to rezone from Agricultural (AG) District to Planned Development for a single family, detached subdivision, multi-family lot & commercial development on 116± acres located at the southwest corner of County Road 371 & N. Powell Parkway. REMARKS: The Mixed-Density Residential (MD) district provides medium-density residential development with diversified housing choices. This district encourages a mix of single- family and two-family residential uses and incentivizes community amenities to form compact, accessible, and walkable neighborhoods. The Multi-Family Residential (MF) district provides for high-density residential development, targeting well-designed multi-family uses serving as a transition between medium-density residential development and commercial nodes. This district encourages multi-family uses with site development characteristics that accommodate open space and access to light and air. The Regional Commercial (C-2) district provides for medium- to large-scale development of retail, service, entertainment, and office necessary for a regional market. This district primarily facilitates commercial development, like big box and anchor retailers and intensive shopping strip centers that are automobile oriented and generate high traffic counts. A Concept Plan, Cox Tract, accompanies this request as Exhibit A & Exhibit B. Surrounding Land Uses and Zoning North Across CR 371, Single-Family dwellings zoned Planned Development (Tara Farms, Phases 4 & 5; Ord. No. 2000-05) and vacant land zoned Local Commercial (C-1) East Across N. Powell Pkwy, vacant land zoned AG Page 2 of 10 South Single-family dwellings zoned Planned Development (Shadowbend, Phase 2; 797-2018) and Planned Development (Meadow Ridge; Ord. No. 2001-08) West Vacant land zoned Planned Development (Anacapri, Phase 4; Ord. No. 887-2020) Conformance with the Anna 2050 Comprehensive Plan The Anna 2050 Future Land Use Plan identifies this area as Ranching & Agricultural place type. The Ranching Agricultural place type states that Cluster Residential may be appropriate when preservation of open space is included. The Preferred Scenario Diagram identifies this property as Estate Residential and Suburban Living. On the following pages are the pages from the Comprehensive Plan for each place type. The proposed zoning districts are not in conformance with the Ranching and Agricultural place type. PROPOSED STIPULATIONS: The applicant is requesting the following variances from the Zoning Ordinance and Subdivision Regulations: Single-Family Residential Portion: o Declaring that only one common area lot is considered a neighborhood amenity that requires parking as outlined in Sec. 9.02.131. Sec. 9.02.131 A minimum of five (5) parking spaces will be required at major, neighborhood focal points that are for public use (such as but not limited to pools, amenity centers, parks, and playgrounds). If the major features are adjacent to each other, they can share a parking lot with a minimum of eight (8) parking spaces instead of ten (10). The frontage of the common area lot with HOA amenities exceeds five parking spaces and the regulation does not explicitly require the parking to be off-street. The other common area lots are not Page 3 of 10 proposing improvements and will be part of the required drainage and detention of the neighborhood. Commercial and Multi-family Portion: o Modifying the open space requirement to be 15% of the lot. Sec. 9.04.029 Each lot or parcel of land that is used for a Multi-Family Dwelling shall provide on the same lot or parcel of land usable open space, per Table 20: Multi-Family Dwelling Open Space below. Table 20: Multi-Family Dwelling Open Space Number of Bedrooms Size 1 or less 600 square feet Each additional bedroom over 1 300 square feet Similar requests for 20% open space have been approved for The Quinn [One Anna Two Addition] (Ord. No. 846-2020 & 911- 2021) and Villages of Waters Creek (Ord. No. 861-2020 & 978- 2022) The applicant is proposing the following stipulations to enhance the Planned Development beyond requirements of the Zoning Ordinance : Single-Family Residential Portion: o Requiring Single-family, attached dwellings and two-family dwellings to be permitted by specific use permit rather than by right. o Restricting the total number of single-family dwellings to 375 units. o Requiring a 10’ wide Hike & Bike Trail along CR 371. Commercial and Multi-family Portion: o Restricting the total number of dwelling units to 500 units. o Prohibiting uses that could be considered undesirable. o Increasing the landscape buffer between the multi-family dwellings and single-family dwellings from 10-feet to 20-feet. Page 4 of 10 Page 5 of 10 Page 6 of 10 Page 7 of 10 Page 8 of 10 SUMMARY: Request to rezone from Agricultural (AG) District to Planned Development for a single family, detached subdivision, multi-family lot & commercial development on 116± acres located at the southwest corner of County Road 371 & N. Powell Parkway. The request for MF District and C-2 District zoning is not in conformance with the Anna 2050 Future Land Use Plan. Two of the three proposed lot types in the MD district are in line with the Cluster Residential place type of the Anna 2050 Future Land Use Plan. RECOMMENDATION: The Planning & Zoning Commission shall make a recommendation to City Council: i) To approve the rezoning, or ii) To deny the rezoning, or iii) To approve the rezoning with conditions. If the Planning & Zoning Commission votes in favor of the request, below are recommended restrictions of the applicants’ zoning request: 1. Single-Family Residential Portion: All zoning regulations, standards, uses, requirements, and processes for the Mixed Density Residential (MD) District of the City of Anna Zoning Ordinance adopted on 8/22/23 as it exists or may be amended shall apply to the Planned Development except as follows: a. Approximately 82 acres of the tract shall make up the Single-Family Residential Portion as shown on the Concept Plan. b. The maximum number of single-family dwellings permitted shall be 375. i. Type A: 40’ lot width – Maximum of 115 lots ii. Type B: 50’ lot width – Minimum of 170 lots iii. Type C: 60’ or greater lot width – Minimum of 50 lots c. Single-family, attached and two-family dwellings shall require approval of a specific use permit. e. Park areas and common areas are to be maintained by the Homeowners Association (HOA). Page 9 of 10 f. The northern common area at the primary entrance shall be the only common area defined as a Major Focal Point. On-street parking shall be utilized to meet the minimum of five (5) parking spaces required. No additional parking will be required. g. Street intersections shall be within 10° of perpendicular. h. A 10’ Hike and Bike Trail will be required along West Crossing Boulevard and County Road 371. 2. Commercial and Multi-Family Portion: All zoning regulations, standards, uses, requirements, and processes for the Multi-Family (MF) District and the Regional Commercial (C-2) District of the City of Anna Zoning Ordinance adopted on 8/22/23 as it exists or may be amended shall apply to the Planned Development except as follows: a. Approximately 34 acres of the tract shall make up the Commercial and Multi - Family Portion as shown on the Concept Plan. b. The maximum density of the multifamily residential shall be 25 units per acre with a maximum of 500 units. c. Open Space: i. Location and dimensions of the open space depicted on the Concept Plan are conceptual and subject to change. Detention areas, landscape buffers, easements, and amenity centers shall count towards the minimum open space requirements. ii. The multi-family open space calculation will be based on a per acre basis with a minimum of fifteen (15) percent of the gross area to be utilized as open space. iii. Minimum twenty (20) foot landscape buffer shall be required when adjacent to single-family residential districts. d. Uses permitted within the commercial tract are those permitted within the Regional Commercial (C-2) District of the current Zoning Ordinance as it exists and as amended. e. Uses prohibited within the commercial tract are listed below. CBD store Hookah lounge Cemetery Gas metering station Wind energy conversion system Page 10 of 10 3. General Conditions and Restrictions: a. The residential land plan depicted on the Concept Plan is conceptual and subject to change. Revisions to the plan that do not change the general lot layout, or change the general street configuration and pattern, and which adhere in all aspects to the restrictions of the PD, shall not constitute an amendment of the PD, or require the submittal and approval of a revised plan prior to the submittal of a preliminary plat. b. The multi-family and commercial site plan depicted on the Concept Plan is conceptual and subject to change. Any revisions to the concept plan which adhere in all aspects to the restrictions of the PD, shall not constitute an amendment of the PD. c. Revisions to the boundary between the residential, multi-family, and commercial tracts within 10% of what is proposed in this PD will not constitute an amendment of the PD. d. Phasing of the development may occur, provided the subdivision rules and regulations are adhered to unless superseded by the PD or waived by the City Staff, Planning & Zoning Commission, and/or City Council, as applicable. kimley-horn.com 6160 Warren Parkway, Suite 210 Frisco, TX 75034 972 335 3580 March 1, 2024 City of Anna Planning and Development P.O. Box 776 Anna, Texas 75409 RE: Cox Tract Planned Development Justification Memo Single-Family, Base Zoning MD Variances Major Focal Point Parking o Request for the minimum of five (5) parking spaces required at a Major Focal Point to be obtained by on-street parking. o Justification: The northern common area is bordered by all residential streets with a 50’ right-of-way that allows for street parking. Approximately twenty-five (25) parking spaces could be obtained through street parking. By allowing the street parking to meet the parking requirements for the Major Focal Points, this common area will be able to maximize the dedicated open space that will be more desirable for the residents. Multi-Family, Base Zoning MF Variances: Open Space o Request for the minimum open space requirements to be 15% of the gross area. o Justification: The minimum open space requirement of 15% is requested to provide flexibility in the site plan for multi-family. Large regional detention area will provide significant open space. We believe this provides an appropriate density and is in conformance with the Comprehensive Plan’s Urban Living place type as is intended through the multi-family residential district zoning. Lexi B. Cassels, P.E. TBPE Registration No. F928 cc: Howard Joseph Cox Jr. & 3 Monkeys LLC Exhibit D Authorized Improvements and Budgeted Costs Exhibit E Off-Site Roadway Improvements Exhibit F Open Space and Trail Improvements Exhibit G PID Financial Summary City of Anna, Texas For illustration purposes only Cox Tract Public Improvement District PROPOSED DEVELOPMENT PLAN Expected Expected Expected Expected Finished Lot Build Out Finished Build Out Category No. of Units Unit Value Unit Value Lots Value Value SF 40'94 84,000$ 390,000$ 7,896,000$ 36,660,000$ SF 50'181 105,000 445,000 19,005,000 80,545,000 SF 60'48 126,000 505,000 6,048,000 24,240,000 323 32,949,000$ 141,445,000$ Single Family Unit Weighted Average…............................$102,009 $437,910 Notes: Information provided by the Developer on 5/1/2024. Subject to change. TOTAL COX TRACT PROJECT Hilltop Securities Inc.Page 1 of 4 5/8/2024 City of Anna, Texas For illustration purposes only Cox Tract Public Improvement District PROJECT DEBT CAPACITY SUMMARY PID BONDS SOURCES OF FUNDS Estimated Par Amount of Bonds 17,153,000$ Other Sources 7,362,810 Total Sources of Funds 24,515,810$ USES OF FUNDS Project Fund (Bond Proceeds PID Projects)14,295,000$ Other Project Funds (Non-Bond Proceeds PID Projects)7,362,810 Capitalized Interest Fund(1)- Debt Service Reserve Fund(2)1,321,999 Financing Costs & Admin Fees(3)1,536,001 Total Uses of Funds 24,515,810$ Expected Value-to-Lien per Parcel at Bond Issuance(4)1.92x Assumed Bond Interest Rate(5)6.27% Average Annual Installment as Tax Rate Equivalent $0.9896 Term of Bonds 30 years Number of Benefited Units 323 PID Assessment per Benefited Unit $53,105 Project Funds per Benefited Unit $44,257 City PID Fee per SF Unit ($3,400) Net Project Funds per Benefited Unit $40,857 Notes: (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 max annual debt service payment. Not to exceed 10% of par amount of bonds or 125% of average annual debt service payment. (3) For illustration and discussion purposes only; subject to change. (4) Assumes no appraisal discounts for illustration purposes only; subject to change. (5) For illustration purposes only; subject to change at any time. Hilltop Securities Inc.Page 2 of 4 5/8/2024 City of Anna, Texas For illustration purposes only Cox Tract Public Improvement District PROJECTED TAX STATEMENT Tax Tax Tax 2023 Levy on Levy on Levy on Tax $390,000 $445,000 $505,000 Rate 40' Home 50' Home 60' Home City of Anna $ 0.5107 1,991.80$ 2,272.69$ 2,579.12$ Collin County 0.1493 582.44 664.58 754.18 Collin County Community College District 0.0812 316.76 361.43 410.16 Anna Independent School District 1.2575 4,904.25 5,595.88 6,350.38 Total Tax Rate 1.9988$ 7,795.24$ 8,894.57$ 10,093.84$ GROSS Avg. Annual Installment as a Tax Rate Equivalent/Levy(1)0.9896$ 3,859.36$ 4,403.62$ 4,997.37$ Total GROSS Overlapping Tax Rate Equivalent/Levy plus Special Assessment 2.9884$ 11,654.60$ 13,298.19$ 15,091.21$ (1) Inclusive of principal, interest, additonal interest and admin levies. Not to exceed $0.99 per Development Agreement. Projected Tax Statement Hilltop Securities Inc.Page 3 of 4 5/8/2024 City of Anna, Texas For illustration purposes only Cox Tract Public Improvement District PID BONDS DEBT CAPACITY Total Levy Additional as Bond Interest Administrative TOTAL Tax Rate Year Principal Interest(1) Levy(2) Levy(3)LEVY Equivalent 1 199,000$ 1,075,493$ 85,765$ 40,000$ 1,400,258$ 0.9900$ 2 211,000 1,063,016 84,770 40,800 1,399,586 0.9895 3 225,000 1,049,786 83,715 41,616 1,400,117 0.9899 4 239,000 1,035,679 82,590 42,448 1,399,717 0.9896 5 254,000 1,020,693 81,395 43,297 1,399,386 0.9893 6 271,000 1,004,768 80,125 44,163 1,400,056 0.9898 7 288,000 987,776 78,770 45,046 1,399,592 0.9895 8 307,000 969,718 77,330 45,947 1,399,996 0.9898 9 327,000 950,469 75,795 46,866 1,400,131 0.9899 10 348,000 929,966 74,160 47,804 1,399,930 0.9897 11 370,000 908,147 72,420 48,760 1,399,327 0.9893 12 394,000 884,948 70,570 49,735 1,399,253 0.9893 13 420,000 860,244 68,600 50,730 1,399,574 0.9895 14 448,000 833,910 66,500 51,744 1,400,154 0.9899 15 477,000 805,820 64,260 52,779 1,399,860 0.9897 16 508,000 775,913 61,875 53,835 1,399,622 0.9895 17 541,000 744,061 59,335 54,911 1,399,307 0.9893 18 577,000 710,140 56,630 56,010 1,399,780 0.9896 19 615,000 673,962 53,745 57,130 1,399,837 0.9897 20 655,000 635,402 50,670 58,272 1,399,344 0.9893 21 699,000 594,333 47,395 59,438 1,400,166 0.9899 22 745,000 550,506 43,900 60,627 1,400,033 0.9898 23 794,000 503,795 40,175 61,839 1,399,809 0.9896 24 846,000 454,011 36,205 63,076 1,399,292 0.9893 25 902,000 400,967 31,975 64,337 1,399,279 0.9893 26 962,000 344,411 27,465 65,624 1,399,500 0.9894 27 1,026,000 284,094 22,655 66,937 1,399,685 0.9896 28 1,094,000 219,764 17,525 68,275 1,399,564 0.9895 29 1,167,000 151,170 12,055 69,641 1,399,866 0.9897 30 1,244,000 77,999 6,220 71,034 1,399,253 0.9893 17,153,000$ 21,500,959$ 1,714,590$ 1,622,723$ 41,991,272$ (1) Assumes an interest rate of 6.27% for discussion purposes only, subject to change. (2) Calculated at 0.5% of outstanding bonds. (3) For illustration purposes only, subject to change after input from PID Administrator. Assumes one improvement area only; subject to change. PID Bonds Hilltop Securities Inc.Page 4 of 4 5/8/2024 Item No. 6.f. City Council Agenda Staff Report Meeting Date: 5/14/2024 Staff Contact: Carrie Land AGENDA ITEM: Consider/Discuss/Action on Canvass of General and Special May 4, 2024 elections. (City Secretary Carrie Land) SUMMARY: A canvass is a mandatory, ministerial duty. City Council shall convene to conduct the local canvass not later than the 11th day after Election. Section 67.004 of the Election Code provides that the presiding officer of the canvassing authority shall note the completion of the canvass in the minutes or in the recording required by Section 551.021 of the Government Code: Mayor - Three Year Term Pete Cain 913 58.05% Randy Atchley 660 41.96% City Council, Place 1 - Three Year Term Bryan Heath 597 40.23% Kevin Toten 887 59.77% City Council, Place 2 - One Year Term Jody Bills 780 53.68% LaMarr Dillingham 133 9.15% Todd Engels 540 37.16% City Council Place 4 - One Year Term Tom Longmire 345 23.28% Kelly Herndon 657 44.33% Bruce Norwood 480 32.39% FINANCIAL IMPACT: This item has no financial impact. BACKGROUND: A general and special election was held on May 4, 2024. STRATEGIC CONNECTIONS: This item supports the City of Anna Strategic Plan, specifically advancing the strategic outcome area: Excellent. ATTACHMENTS: 1. Ord DRAFT Election Canvass 2024 1 CITY OF ANNA, TEXAS ORDINANCE NO. _____________ (May 4, 2024 Election Canvass) AN ORDINANCE OF THE CITY OF ANNA, TEXAS CANVASSING THE RETURNS OF A GENERAL ELECTION OF A MAYOR AND ONE CITY COUNCIL PLACE FOR THREE-YEAR TERMS EXPIRING MAY 2027 AND A SPECIAL ELECTION OF TWO CITY COUNCIL PLACES FOR UNEXPIRED ONE-YEAR TERMS EXPIRING MAY 2025. WHEREAS, a general election was held in the City of Anna, Texas (the “City”) on May 4, 2024 for the purpose of electing a mayor and one city council member, each for a three-year term and a special election was held for the purpose of electing two city council members, each for unexpired one-year term; and WHEREAS, the City Council of the City of Anna (the “Council”) has reviewed and investigated all matters pertaining to said general election and said special election and returns thereof; and WHEREAS, the Council hereby canvasses the returns of said general election and said special election, at which there was submitted to all resident, qualified electors of the City for their action thereupon, the election of a mayor and one city council member each for a three-year term and two city council members, each for unexpired one-year terms; and WHEREAS, the Council has diligently inquired into the poll lists and the official election returns which were duly and lawfully made to this Council by the judges, officials and clerks holding and conducting said general election and said special election, the poll lists and the official elections returns showing separately the votes cast in said elections; and WHEREAS, from the returns, this Council hereby finds that the following votes were cast in said general election and said special election by voters who were resident, qualified electors of the City; and WHEREAS, each of the candidates in said elections received the following votes: Candidate/or Proposition Votes Mayor Pete Cain 913 58.04% Randy Atchley 660 41.96% City Council, Place 1 (Concilio de Ciudad, Lugar 1) Bryan Heath 597 40.23% Kevin Toten 887 59.77% City Council, Place 2 (Concilio de Ciudad, Lugar 2) Jody Bills 780 53.68% LaMarr Dillingham 133 9.15% Todd Engels 540 37.16% City Council, Place 4 (Concilio de Ciudad, Lugar 4) Tom Longmire 345 23.28% 2 Kelly Herndon 657 44.33% Bruce Norwood 480 32.39% THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS: SECTION 1. The Council officially finds, determines, and declares that the election was duly and properly ordered, that proper legal notice of such election was duly given in the English language and the Spanish language, that proper election officers were duly appointed prior to the election, that the election was duly and legally held, that all resident, qualified electors of the City were permitted to vote at the election, and due returns of the results of the election had been made and delivered, and that the City of Anna has duly canvassed such returns, all in accordance with the laws of the State of Texas and of the United States of America and the Ordinance calling the election. SECTION 2.It is hereby certified that no candidate received a majority of the votes cast in the May 4, 2024 election for Place 4 of the City Council. A runoff election between Kelly Herndon and Bruce Norwood shall therefore be required. SECTION 3. Subject to being duly qualified and taking the oath of office as provided by the laws of the State of Texas and the City of Anna Home-Rule Charter, the following person is elected as Mayor of the City for a term of three (3) years: Pete Cain; Council Member, Place 1 of the City for a term of three (3) years: Kevin Toten; and Council Member, Place 2 of the City for an unexpired term of one (1) year: Jody Bills. ADOPTED AND APPROVED on this 14th day of May 2024. ATTEST: APPROVED: _____________________________ ___________________________ Carrie L. Land, City Secretary Nate Pike, Mayor Item No. 6.g. City Council Agenda Staff Report Meeting Date: 5/14/2024 Staff Contact: Carrie Land AGENDA ITEM: Consider/Discuss/Action on an Ordinance Ordering a Run-off Election for June 15, 2024. (City Secertary Carrie Land) SUMMARY: There will be a run-off election for Place 4. Voters will elect either Kelly Herndon or Bruce Norwood on June 15. The run-off election only includes the candidates who received the top two vote totals. One other candidate also ran but will not appear on the ballot in the run-off election. The City of Anna City Council is required to order such a runoff election not later than the fifth day after the final canvass of the main election is completed. FINANCIAL IMPACT: Funding for this service was appropriated in the FY2024 City Secretary Department budget in the amount of $18,000.00. BACKGROUND: Under Texas law, if a candidate does not receive enough votes to be elected in an election requiring a majority vote, a runoff election is required for the candidates who receive the highest and second-highest number of votes. In accordance with Article 5, Section 5.04(a) of the Charter of the City of Anna, Texas, a runoff election is required if no candidate for a City elective office receives a majority of the votes cast. Saturday, June 15, 2024, from 7 a.m. to 7 p.m. Anna voters will elect a City Council member for Place 4. Important Dates Last day to register to vote: May 16 Early Voting: Monday, June 3 through Tuesday, June 11 (schedule) Last day to accept applications for ballot by mail: Tuesday, June 4 Election Day: Saturday, June 15 from 7 a.m. to 7 p.m. STRATEGIC CONNECTIONS: This item supports the City of Anna Strategic Plan, specifically advancing the strategic outcome area: Excellent. ATTACHMENTS: 1. Ord 2024 Runoff Election Order 2. 20240615_Joint Election_Early Voting Calendar (Exhibit A)_Revised 20240509 Page 1 of 4 ORDINANCE NO. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS, ORDERING A RUNOFF ELECTION TO BE HELD ON JUNE 15, 2024, FOR THE PURPOSE OF ELECTING ONE CITY COUNCIL MEMBER; DESIGNATING POLLING PLACES; ORDERING NOTICES OF ELECTION TO BE GIVEN; AUTHORIZING EXECUTION OF ELECTION CONTRACTS; PROVIDING A REPEALING CLAUSE; PROVIDING A SEVERABILITY CLAUSE; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, under Texas law, if a candidate does not receive enough votes to be elected in an election requiring a majority vote, a runoff election is required for the candidates who receive the highest and second highest number of votes; and WHEREAS, in accordance with Article 5, Section 5.04(a) of the Charter of the City of Anna, Texas (“City”), a runoff election is required if no candidate for a City elective office receives a majority of the votes cast; and WHEREAS, the City of Anna City Council (“Council”) is required to order such a runoff election not later than the fifth day after the final canvass of the main election is completed; and WHEREAS, based on unofficial results report from Collin County of the election held on May 4, 2024, it appears that no candidates for Place 4 on the Council received a majority of the votes cast; and WHEREAS, it is necessary that the Council order a runoff election to be held on the 15th day of June, 2024, from 7:00 a.m. to 7:00 p.m., for the purpose of electing one council member for Place 4; and WHEREAS, the election shall be held as a Runoff Election administered by the Collin County Elections Administrator in accordance with the provisions of the Texas Election Code, the Charter of the City of Anna, and a Contract for Election Services with the County of Collin; and WHEREAS, the Collin County Commissioner's Court has formally adopted the ExpressVote Universal Voting System; and WHEREAS, the ExpressVote Universal Voting System has been certified by both the Texas Secretary of State and the United States Election Assistance Commission; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS: Page 2 of 4 SECTION 1. ELECTION ORDER A runoff election is hereby ordered to be held by the City of Anna, Texas, on Saturday, June 15, 2024, for the purpose of electing a council member for Place 4. Polling locations for the election will be determined in the Contract for Election Services to be entered into with Collin County. The polling locations shall be open between the hours of 7:00 a.m. and 7:00 p.m. the date of the election. The election will be conducted in accordance with the Contract for Election Services, by and between the City and Collin County, and the Texas Election Code. SECTION 2. ELECTION NOTICE The City Secretary is hereby directed to cause notice of said election to be published at least once, not earlier than the 30th day nor later than the 10th day, before election day as provided in Section 2.026 and Section 4.003 of the Texas Election Code; and shall be posted on the bulletin board used for posting notices of the City Council meetings not later than the 15th day before election day. A copy of the published notice that contains the name of the newspaper and the date of publication shall be retained as a record of such notice, and the person posting the notice shall make a record at the time of posting stating the date and place of posting in accordance with Texas Election Code Section 4.005. The City Secretary is also directed to post the election notice on the Internet website of the City of Anna. SECTION 3. EARLY VOTING Early voting by personal appearance by any qualified Collin County resident shall be conducted at the following addresses, or at any of the other Collin County Vote Centers* established by the Collin County Elections Administrator and designated for use in this election. Early voting by personal appearance for the June 10, 2023,June 15, 2024 runoff election will be conducted by the Collin County Elections Administration. The dates and times for early voting by personal appearance are as follows: Mon June 3, 8 AM - 5 PM Mon June 10, 7 AM - 7 PM Tue June 4, 8 AM - 5 PM Tues June 11, 7 AM - 7 PM Wed June 5, 8 AM - 5 PM Weds June 12, No Voting Thu June 6, 8 AM - 5 PM Thurs June 13, No Voting Fri June 7, 8 AM - 5 PM Fri June 14, No Voting Sat June 8, 8 AM - 5 PM Sat June 15, Election Day, 7 AM - 7 PM Sun June 9, No Voting SECTION 4. ELECTION DAY POLLING PLACE Page 3 of 4 On June 15, 2024, Runoff Election Day, the polls shall be open from 7:00 a.m. to 7:00 p.m. and conducted at the Anna Municipal Complex, 120 E. 7th Street, Anna, Texas 75409 or at any of the other vote centers established by the Contract for Election Services. The Collin County Elections Administrator will conduct the run-off election to be held on June 15, 2024. SECTION 5. EARLY VOTING BY MAIL Applications for early voting ballot by mail shall be mailed to: Bruce Sherbet Elections Administrator, 2010 Redbud Blvd., Ste. 102, McKinney, Texas 75069. Applications for early voting ballot by mail must be received no later than the close of business on June 4, 2024. SECTION 6. ELECTRONIC VOTING EQUIPMENT That in accordance with Section 123.001 of the Texas Election Code, the ExpressVote Universal voting machines approved by the Secretary of State are hereby adopted for the election on June 15, 2024. SECTION 7. ADMINISTRATION AND PROCEDURES OF THE ELECTION The City Manager is hereby authorized and directed to enter into any agreements with Collin County Elections Administration, make any necessary supplements to said agreements, and to execute such election agreements for said election. SECTION 8. ELECTION OFFICIALS Pursuant to the Contract for Election Services, the Collin County Elections Administrator shall serve as Early Voting Clerk for the election. Presiding Election Judges and Alternate Presiding Election Judges appointed to serve at said polling places shall be those election officials furnished by Collin County Elections Administrator. SECTION 9. EARLY VOTING BALLOT BOARD An Early Voting Ballot Board shall be created to process early voting results in accordance with Section 87.001, et seq., of the Texas Election Code. The Early Voting Ballot Board shall be made up of members appointed in the manner stated in the Contract for Election Services and the Presiding Judge and Alternate Presiding Judge of the Early Voting Ballot Board shall be the election officials listed in the Contract for Election Services. SECTION 10. SAVINGS, SEVERABILITY AND REPEALING CLAUSES Should any word, sentence, paragraph, subdivision, clause, phrase or section of this resolution be adjudged or held to be void or unconstitutional, the same shall not affect the validity of the remaining portions of said resolution, which shall remain in full force and effect. Author -------------------------------------------- Still need confirmation from the County Page 4 of 4 SECTION 11. EFFECTIVE DATE This ordinance shall become effective immediately from and after its passage. APPROVED AND ADOPTED by the City Council of the City of Anna, Texas on this the 14th day of May 2024. ATTESTED: City Secretary Carrie L. Land APPROVED: Mayor Nate Pike Author -------------------------------------------- Can we call the election before the canvass? Author -------------------------------------------- The election code states that it must be ordered no later than the 5th day after the final canvassed. It does not say whether it can be ordered before the final canvass. The Texas Municipal Election Law Manual published by the Texas Municipal Clerks Association has the following commentary: “In a sense the ordering of the general election is a formality, since the date of the election and the offices to be filled for full terms are predetermined. In fact, the election code itself provides that failure to order a general election does not affect the validity of the election [EC §3.007].” Given this, I would advise that waiting until after the final canvass to order the election is not critical. In the highly unlikely event that a runoff becomes unnecessary the Council could amend or repeal this order on December 8, 2020. Revised May 9, 2024 Page 1 Exhibit A (Anexo A) Collin County (Condado de Collin) June 15, 2024 Joint General and Special Runoff Election - Early Voting Locations, Dates and Hours (15 de junio de 2024 Elección de segunda vuelta general y especial conjunta - Lugares de Votación Temprana, Fechas y Horas) Important Note: Eligible Collin County registered voters (with an effective date of registration on or before June 15, 2024) may vote at any Early Voting location. (Nota importante: Los votantes registrados elegibles del Condado de Collin (con una fecha efectiva de registro en o antes del 15 de junio de 2024 pueden votar en cualquier lugar de votación anticipada.) Sunday (Domingo) Monday (Lunes) Tuesday (Martes) Wednesday (Miércoles) Thursday (Jueves) Friday (Viernes) Saturday (Sábado) June 2 No Voting (2 de junio) (Sin votar) June 3 Early Voting (3 de junio) (Votación adelantada) 8 am – 5 pm June 4 Early Voting (4 de junio) (Votación adelantada) 8 am – 5 pm June 5 Early Voting (5 de junio) (Votación adelantada) 8 am – 5 pm June 6 Early Voting (6 de junio) (Votación adelantada) 8 am – 5 pm June 7 Early Voting (7 de junio) (Votación adelantada) 8 am – 5 pm June 8 Early Voting (8 de junio) (Votación adelantada) 8 am – 5 pm June 9 No Voting (9 de junio) (Sin votar) June 10 Early Voting (10 de junio) (Votación adelantada) 7am - 7pm June 11 Early Voting (11 de junio) (Votación adelantada) 7am - 7pm June 12 No Voting (12 de junio) (Sin votar) June 13 No Voting (13 de junio) (Sin votar) June 14 No Voting (14 de junio) (Sin votar) June 15 Election Day (15 de junio) (Día de elección) 7am - 7pm Polling Location (Lugar de Votación) Room Name (Nombre de la habitación) Address (Dirección) City (Ciudad) Zip Code (Código postal) Collin County Elections (Main Early Voting Location) Voting Room 2010 Redbud Blvd., Suite 102 McKinney 75069 Allen ISD Service Center Main Lobby 1451 N. Watters Rd. Allen 75002 Allen Municipal Courts Facility Community Room 301 Century Pkwy. Allen 75013 Anna Municipal Complex Lobby 120 W. 7th St. Anna 75409 *Polling locations are subject to change. For the most current list of locations, please visit the Elections webpage at www.collincountytx.gov/elections. (*Los lugares de votación están sujetos a cambios. Para obtener la lista más actualizada de ubicaciones, visite la página web de Elecciones en www.collincountytx.gov/elections.) Revised May 9, 2024 Page 2 Applications for ballot by mail may be mailed and must be received no later than the close of business on June 4, 2024, to: (Las solicitudes de boleta por correo pueden enviarse por correo y deben recibirse a más tardar el 4 de junio de 2024 para:) Bruce Sherbet, Early Voting Clerk 2010 Redbud Blvd. Suite 102 McKinney, Texas 75069 972-547-1900 www.collincountytx.gov Applications for ballot by mail may also be faxed or emailed and must be received no later than the close of business on June 4, 2024. For an application for ballot by mail submitted by telephonic facsimile machine or electronic transmission to be effective, the hard copy of the application must also be submitted by mail and be received by the early voting clerk not later than the fourth business day after the transmission by telephonic facsimile machine or electronic transmission is received. (Texas Election Code 84.007) (Las solicitudes de boleta por correo también pueden enviarse por fax o correo electrónico y deben recibirse antes del cierre de operaciones el 4 de junio de 2024. Para que una solicitud de boleta por correo enviada por máquina de fax o transmisión electrónica sea efectiva, la copia impresa de la solicitud también debe presentarse por correo y ser recibida por el secretario de votación anticipada a más tardar el cuarto día hábil posterior a la recepción de la transmisión por fax o máquina electrónica de fax. (Código Electoral de Texas 84.007).) Fax (Fax) – 972-547-1996 Email (Correo electrónico) – absenteemailballoting@collincountytx.gov Item No. 6.h. City Council Agenda Staff Report Meeting Date: 5/14/2024 Staff Contact: Carrie Land AGENDA ITEM: Consider/Discuss/Action on appointments to the 2024 Boards and Commissions Interview Committee. (City Secretary Carrie Land) SUMMARY: The Interview Committee consists of three Council Members to review Boards and Commissions appointments. They are to review applications, conduct interviews and bring appointment recommendations to the City Council. Members also recommend appointments throughout the year to fill vacancies. Interviews will be conducted on Saturday, May 25, 2024, beginning at 9:00 AM. FINANCIAL IMPACT: This item has no financial impact. BACKGROUND: The following board members terms expire in May 2024: Choya Morrison Board of Adjustment Jody L Bills Board of Adjustment VACANCY Michelle Y Clemens Planning and Zoning Commission Douglas J Hermann Planning and Zoning Commission David Nylec Planning and Zoning Commission Dallen Morgan Diversity and Inclusion Advisory Commission VACANCY Elijah Nelms Diversity and Inclusion Advisory Commission Yoshanda Sims Diversity and Inclusion Advisory Commission Ronald Kerr Economic Development Corporation: Community Development Corporation Boards Rocio Gonzalez Economic Development Corporation: Community Development Corporation Boards Bruce Norwood Economic Development Corporation: Community Development Corporation Boards Eirik A Hansen Parks Advisory Board VACANCY Jeff Reece Parks Advisory Board Andrew Michrina Parks Advisory Board The City Secretary's Office received 34 applications for various boards and commissions. STRATEGIC CONNECTIONS: This item supports the City of Anna Strategic Plan, specifically advancing the strategic outcome area: Neighborly. ATTACHMENTS: Item No. 7.d. City Council Agenda Staff Report Meeting Date: 5/14/2024 Staff Contact: AGENDA ITEM: Discuss or deliberate personnel matters (Tex. Gov’t Code §551.074). Boards and Commissions SUMMARY: FINANCIAL IMPACT: BACKGROUND: STRATEGIC CONNECTIONS: ATTACHMENTS: