Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
Res 2025-05-1782 Development Agreement with OPP-Oak Ridge, LP (Oak Ridge) RECORDED
RESOLUTION NO. Zoz5 -0.57 - 179 P- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS APPROVING THE OAK RIDGE DEVELOPMENT AGREEMENT WITH OPP-OAK RIDGE, LP WHEREAS, approximately 808 acres of real property located in the municipal boundaries of the ETJ of the City of Anna, in Collin County, Texas is intended to be developed as a planned development (the "Property") and, WHEREAS, the City intends that the property be developed in accordance with the Oak Ridge Development Agreement, attached hereto as Exhibit 1; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS, THAT: SECTION 1. The recitals are incorporated herein as if set forth in full for all purposes. SECTION 2. The City Council hereby approves the Oak Ridge Development Agreement attached hereto as Exhibit 1, and authorizes the Mayor's or City Manager's execution of 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. CONSIDERED, PASSED AND ADOPTED by the City Council of the City of Anna at a regular meeting on the 27th day of May 2025. APPROVED: _Pete Cain, Mayor ATTEST: Carrie L. Land, City Secretary OAK RIDGE DEVELOPMENT AGREEMENT This Oak Ridge Development Agreement (this "Agreement") is entered into by and between the CITY OF ANNA, TEXAS, a Texas home -rule municipality (the "City") and OPP- OAK RIDGE, LP, a Texas limited partnership and its successors and assigns (the "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, the Developer owns approximately 808.221 acres of real property, described by metes and bounds in Exhibit A (the "Propert "); and WHEREAS, the Property is located within the extraterritorial jurisdiction (the "BTJ") of the City; 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, commercial and other mixed -use development constructed over multiple phases and is to be known and referred to as "Oak Ridge" (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 WHEREAS, the Illustrative Layout is intended to comply with the vision of the 2050 Comprehensive Plan; and WHEREAS, the Developer intends to file a voluntary petition for annexation of the 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 the Developer's 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 one or more public improvement districts encompassing the Property to provide financing arrangements that will enable the 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 OAK RIDGE DEVELOPMENT AGREEMENT PAGE 1 707676078v10 reimbursement will be installment payments from Assessments within the PID, provided that such reimbursements shall be subordinate to the payment of PID Bonds and Administrative Expenses; and WHEREAS, in consideration of the Developer's agreements and promises contained herein, as allowed by law, the City agrees to exercise its powers under the TIRZ Act to create the TIRZ and to dedicate funds from the TIRZ as provided 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 on the portions of the Property designated for commercial development; WHEREAS, the Parties desire and intend for the design, funding, 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 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 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 PID Projects and approved by the City 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 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 understands and acknowledges that the obligations undertaken under this Agreement are primarily for the benefit of the Property; and WHEREAS, the 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 development of the Property; and WHEREAS, the City and the Developer agree and acknowledge that the Property may be developed and used in accordance with the Agreed Development Plan (as defined herein) set forth in this Agreement; and OAK RIDGE DEVELOPMENT AGREEMENT PAGE 2 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 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 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 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 and the TIRZ. 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 on a Phase -by -Phase basis, under one or more Assessment Ordinances adopted on a Phase - by -Phase basis to reimburse the Developer on a Phase -by -Phase basis 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). OAK RIDGE DEVELOPMENT AGREEMENT PAGE 3 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 the applicable 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 Improvements) shall have the meaning provided in Chapter 395, Texas Local Government Code. Capital Improvement Costs means costs incurred by the Developer for the 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 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 by the City pursuant to a Chapter 380 Agreement as described in this Agreement. Chapter 395 means Chapter 395, Texas Locat 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. OAK RIDGE DEVELOPMENT AGREEMENT PAGE 4 City Engineer means the person or entity acting as the City Engineer. City Manager means the current or acting City Manager of the City 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 the Developer to the City in accordance with the established City PID Policy and in accordance with Section 5.21 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 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 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, if and only to the extent waived, on the Property in accordance with this Agreement. 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 the Developer executed contemporaneously with the issuance and sale of a series of PID Bonds. Developer Improvement Account means each construction fund account created under an Indenture, if any, funded by the Developer, and used to pay for portions of the acquisition, design, and construction of the PID Projects for a particular Phase of the Project attributable to a Developer, the need for which account shall be determined on a Phase -by -Phase basis. Development Standards mean the design specifications and construction standards identified in Section 5.13 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 or POA. OAK RIDGE DEVELOPMENT AGREEMENT PAGE 5 ETJ shall have the meaning given to it in the Recitals. Fire Station Site means a tract of land of up to a maximum of five (5) acres (or such size as agreed to by the Developer and the City at the time of dedication). 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 one or more homeowners associations formed with respect to any single- family residential portion of 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 Lam means the intended plan for the development of the Project as depicted on Exhibit C. Impact Fees means those fees assessed and charged against the Project in accordance with Chapter 395 and as defined therein. Impact Fee Reimbursements means payments made by the City to the Developer to reimburse the Developer for Capital Improvement Costs included in the Capital Improvements Plan. 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 each trust indenture by and between the City and a trustee bank under which PID Bonds are issued and funds are held and disbursed with respect to the particular Phase for which such PID Bonds are issued. 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 OAK RIDGE DEVELOPMENT AGREEMENT PAGE 6 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. Institutional Investor shall mean an entity or individual that purchases more than five (5) detached single-family lots within the Project with the plan, intent or desire to construct or cause to be constructed homes owned by such entity or individual thereon to be owned for rental or leasing purposes. Local Improvements means PID Projects that benefit one or more Phases of the property in a PID but not the entire PID. Major Improvements means those PID Projects that benefit all property within a PID. Notice means any notice required by or described in 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 Property which are being developed concurrently as finished lots. PID means one or more public improvement districts encompassing all or a portion of the 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 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, but not limited to, collectively, each PID Resolution, the SAP, and the Assessment Ordinance(s). PID Financial Summary means the document attached to this Agreement as Exhibit L, which summarizes financial data related to each PID. PID Projects means all water, wastewater/sewer, drainage, roadway, park, trail, landscape, irrigation, hardscape, rights -of -way, and other improvements allowable under the PID Act and benefitting and necessary to serve the Project and which shall be owned by the City and/or dedicated to the City by plat, deed, or easement and maintained by the City (unless the City requires another entity to maintain projects such as trails, parks or landscaping as provided in OAK RIDGE DEVELOPMENT AGREEMENT PAGE 7 Section 5.6 herein), 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 any PID. PID Resolution means a resolution adopted by the Council creating a PID in accordance herewith, as recorded in the real property records of Collin County, Texas. POA means one or more property owners associations that may be formed with respect to the commercial and multifamily portions of the Project. Project and Finance Plan means a final TIRZ Project and Finance Plan approved and adopted by the City in accordance with this Agreement as such plan may be amended from time to time. Public Infrastructure means all water, wastewater/sewer, detention and drainage, roadway, park and trail, and other infrastructure, including rights -of -way, necessary to serve the full development of the Project and/or to be constructed by the Developer and dedicated to the City under this Agreement; provided, however, that the term shall not drainage detention facilities to the extent that such facilities are to be owned and maintained by an HOA or POA under this Agreement. The term includes the PID Projects. Real Property Records means the official land recordings of the Collin County Clerk's Office. Reimbursement Agreement means an agreement by and between the City and the Developer by which the Parties establish the terms by which the 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 respective PID, to be adopted and updated 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. 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. OAK RIDGE DEVELOPMENT AGREEMENT PAGE 8 TIRZ Revenue means the tax increment received by the City from the City property taxes levied against the Property and to be deposited into the TIRZ Fund(s) in accordance with the TIRZ Act. SECTION 3 PUBLIC IMPROVEMENT DISTRICT 3.1 Creation of the PID; Levy of Assessments. The City shall approve all necessary documents, resolutions and ordinances, including without limitation the PID Documents, required to effectuate this Agreement, to create one or more PIDs encompassing the Property, and to levy the Assessments. For each Phase of development, the City will prepare and approve a preliminary Service and Assessment Plan (or amended Service and Assessment Plan) providing for the levy of the Assessments for such Phase of the PID. Promptly following preparation and approval of a preliminary SAP acceptable to the City and the Developer for the portion of the Property being assessed 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 for the applicable Phase within the PID. The 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. Concurrent with the levy of the Assessment applicable to a particular Phase of the Project, the Developer shall: (a) approve and accept in writing the levy of the Assessment(s) on all land owned by the 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 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 final 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 Developer hereby acknowledges and accepts the Home Buyer Disclosure Program. 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 the Developer and the City and, if changed, shall be updated by the Developer and the City consistent with the Service and Assessment Plan and the RID Act. All approved final plats within the Property shall include those PID Projects located therein and the respective PID Projects Cost 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, the PID Projects Cost, 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 OAK RIDGE DEVELOPMENT AGREEMENT PAGE 9 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. The 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 Public Infrastructure, the Developer's engineer 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. Subject to Section 5.20, the 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. (d) Operation and Maintenance. Upon inspection, approval, and acceptance of the Authorized Improvements, the City shall maintain and operate the accepted Authorized Improvements (except to the extent that an entity other than the City is required to maintain improvements in accordance with Section 5.4(c) or Section 5.6). (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, the Developer shall provide all Public Infrastructure necessary to serve the Project, including without limitation streets, utilities, drainage, sidewalks, parks, 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 Engineer or his/her designee. The Developer shall cause the installation of such improvements within all applicable time frames in accordance with the City Regulations unless otherwise approved herein. The Developer shall provide engineering studies, plan/profile sheets, and other construction documents OAK RIDGE DEVELOPMENT AGREEMENT PAGE 10 at the time of final platting as required by City Regulations. Such plans shall be approved by the 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 which includes such Public Infrastructure. 4.4 Maintenance Bonds. The 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 constructed by the Developer, arising from defective workmanship or materials used therein, for a full period of not more than two (2) 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 the 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. The 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 such 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 the Developer, a contractor, subcontractor, material man, or otherwise. Coverage must be on a "per occurrence" basis. All such insurance shall be issued by a carrier which is rated "A- I" 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, the 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 thirty (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 OAK RIDGE DEVELOPMENT AGREEMENT PAGE 11 5.1 Wastewater/Sanitary Sewer Facilities. (a) Developer Obligations. Developer is responsible for the design, installation, and construction of the wastewater/sanitary sewer improvements necessary to serve the Property as generally depicted on Exhibit F (the "Major Sewer Improvements"), provided that the Developer and the City Engineer may mutually agree to modifications to the sizing and location of such improvements at the time of construction thereof. The design of all Major Sewer Improvements shall be approved by the City in advance of the construction of same. Subject to the City's obligations under Section 5.20, the Developer shall be responsible for the acquisition of any easements and other property acquisitions necessary for Major Sewer Improvements, the size and extent of each such easement or other property interest to be approved by the City. (b) Timing of Developer's Obligations. Except as otherwise provided herein, the 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 obtains approval for and executes an improvement agreement and provides adequate security therefor in accordance with the City's Subdivision Regulations. (c) Sewer Lines; City Obligations. The portion of the Project east of Trinity Falls Parkway will be served by the existing Hurricane Creek Sanitary Sewer Line B as shown on the City's Wastewater Master Plan. The remainder of the Project shall be served by the 54" line to be built in the east fork of Trinity River as shown on the City's Master Plan (the "54" Trinity Line"), or such other line capable of serving such Phases. The City shall construct the 54" Trinity Line at its expense, and such 54" Trinity Line shall be operational such that it can serve all portions of the Project west of Trinity Falls Parkway by January 1, 2029 (the "Trinity Completion Deadline"). The City anticipates completing the easement acquisition for the 54" Trinity Line by January 1, 2027, and the construction plan submittal and approval process for the 54" Trinity Line is anticipated to be completed by October 1, 2027. (d) If the City does not complete the 54" Trinity Line by the Trinity Completion Deadline, the City agrees to provide, at its sole cost, pump and haul service for sewage until such time as the 54" Trinity Line is complete, and the City shall approve plats and allow the issuance of building permits in the Development in accordance with Section 5.12 below; provided that the Developer may, at the Developer's sole discretion, acquire easements and install the 54" Trinity Line and the Developer shall be reimbursed for the cost of such line by the City. 5.2 Water Facilities. (a) Developer's General Obligations. Developer is responsible for the design, installation, and construction of the on -site water improvements necessary to serve the Property. Subject to the provisions of Section 5.2(c) hereof, the Developer is responsible for design, installation, and construction of certain major water lines as generally depicted in as generally depicted on Exhibit G (the "Major Water Improvements"). The design of water improvements shall be approved by the City in advance of the constriction of same. OAK RIDGE DEVELOPMENT AGREEMENT PAGE 12 (b) Timing of Developer's Obligations. Except as otherwise provided herein, the 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 obtains approval for and executes an improvement agreement and provides adequate security therefor in accordance with the City's Subdivision Regulations. (c) Major Water Improvements. The Developer will construct the Major Water Improvements each as depicted on Exhibit G; provided that the Developer shall not be required to install a secondary looped water system until construction of the third Phase of the Development. Subject to the City's obligations under Section 5.20, the Developer shall be responsible for the acquisition of any easements and other property acquisitions necessary for Major Water Improvements, the size and extent of each such easement or other property interest to be approved by the City. The Major Water Improvements shall be constructed in the size shown on Exhibit G. It is agreed that the necessary size of the water lines shown as Pod 1 Major 16" Water Line and Pod 3 Major 16" Water Line for the needs of the Development is 12" and the oversizing of such waterlines from 12" to 16", respectively, has been requested by the City and the cost of such oversizing shall be reimbursed by the City in accordance with Section 5.5 hereof. 5.3 Water and Wastewater Services; Ownership of Water and Wastewater Infrastructure. (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 and reserves such capacity for the Project. The City agrees to provide a will -serve letter for water service upon written request of the Developer. (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 standard rates and charges as similar properties 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. The Developer is responsible for the design, installation, and construction of all on -site roadway facilities required to serve the Property. The Developer is also responsible for design, installation, and construction of certain major road improvements as generally depicted on Exhibit H (the "Major RoadwayImprovements"), except to the extent any such roadway is constructed and installed by the Texas Department of Transportation ("TxDOT"). The design of all roadway improvements shall be approved by the City in advance of the construction, except to the extent such roadways are constructed and installed by TxDOT. Subject to the City's obligations under Section 5.20, the Developer shall be OAK RIDGE DEVELOPMENT AGREEMENT PAGE 13 responsible for the acquisition of any easements and other property acquisitions necessary for Major Roadway Improvements, the size and extent of each such easement or other property interest to be approved by the City. (b) Timing, of General Obligations. Prior to the recordation of any final plat for any Phase of the Project, the Developer shall complete, in a good and workmanlike manner, 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 obtains approval for and 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. The 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, the 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 obtains approval for and 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 improvements for the Property; provided, however, that the HOA, POA, or other entity as applicable, will maintain and operate all drainage and detention facilities except to the extent expressly set forth to the contrary in this Agreement. 5.5 Infrastructure Oversizing. The 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 of such improvements attributable to the oversizing required by the City from sources other than PID Bond Proceeds, funds from the TIRZ that the City is obligated to utilize for this Project under Section 7, or Assessments. If the Developer is required by the City to construct or cause 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 none of the PID Bond Proceeds, the TIRZ Increment that the City is obligated to utilize for this Project under Section 7, or Assessments shall be utilized for financing the costs of Oversized Public Infrastructure that is attributable to the oversizing of the Oversized Public Infrastructure. 5.6 Mandatory HOA and POA. If a Phase includes single family residential lots, 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 HOA fees (annually, quarterly or monthly) from home owners within the PID in an amount calculated to maintain the open spaces, parks, common areas, hike and bike trails located in common areas, portions of which trails and parks 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. Common areas including but not limited to screening, OAK RIDGE DEVELOPMENT AGREEMENT PAGE 14 landscaping, gardens, 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. To the extent that a Phase includes commercial development with open space, common areas, and the like that are shared by more than one separately platted parcel, then, such common areas, open space and the like shall be maintained by a POA created for such commercial or multifamily development in the manner set forth in this paragraph or shall be maintained under a reciprocal easement agreement, declaration of covenants, conditions and restrictions, or other covenant regarding land use. 5.7 Illustrative Layout. 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. 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 ten percent (10%), the numbers of residential lots in each category shown on the Illustrative Layout does not increase by greater than ten percent (10%), and the amount of open space shown on the Illustrative Layout does not decrease by greater than ten percent (10%). 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 the Developer shall record a memorandum of the revised Illustrative Layout in the Real Property Records. 5.8 Community Amenities. The Developer will (or will cause) the design, construction, maintenance, and operation of certain amenities in the Project as described in (a) and (b) below. (a) The Developer shall be required to construct the following amenities: (1) An amenity center (the "Amenity Center # 1 ") on a minimum 2 -acre site containing an amenity center building of at least 4,000 air-conditioned square feet (which can be split between multiple buildings), a minimum 3,500 square -foot -size swimming pool (which can be split between multiple pools), bathrooms, a playground and an open recreation area, which Amenity Center #1 shall commence construction prior to issuance of the 250th building permit and shall be completed within twenty four (24) months of commencement of construction of Amenity Center #1; and (2) A second amenity center located generally as shown on Exhibit C containing an amenity center building or shaded structure, bathrooms, a playground and an open recreation area, construction of which shall commence prior to issuance of the 1,750th building permit and be completed within eighteen (18) months of commencement of the construction of said second amenity center. OAK RIDGE DEVELOPMENT AGREEMENT PAGE 15 (b) The Developer further will (or will cause) the design, construction, maintenance, and operation of certain additional amenities in the Project. The Developer shall be required to construct four (4) of the following nine (9) amenities (such four (4) amenities, together with the three required amenities in this section, collectively, the "Community Amenities"): (i) playground (2-5 years of age); (ii) playground (5-8 years of age); (iii) sand volleyball court or tennis court or pickleball court; (iv) basketball court; (v) the trails and open space described in Section 5.9; (vi) outdoor workout equipment along hike and bike trails; (vii) Three or more pocket parks at least 1 acre in size each; (viii) dog park; and (ix) park benches, trash cans, and pet stations along the trail and in the dog park. General depictions of a portion of the Community Amenities, which are provided as examples but are not binding on the Developer, are included on Exhibit I. To the extent that any Community Amenities may be included as PID Projects 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 applicable. 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. 5.9 Parkland Dedication Credit. The Developer shall timely construct trails and dedicate such trails as outlined in this Section 5.9, and the Developer shall dedicate open space in the final plat for each phase each as generally depicted on Exhibit J (collectively, 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 Property. To be considered timely for any given Phase, with respect to open space, the Developer shall dedicate the open space applicable to such Phase as shown on Exhibit J at the time of the filing of the final plat for such Phase, with respect to the trails applicable to such Phase, and complete construction of such trails within nine months of the recordation of the final plat for such Phase, subject to force majeure. For any Phase that is developed without Developer timely causing such Trails and Open Space Acreage to be constructed and dedicated as shown on Exhibit J, the City's otherwise applicable Park Fees shall apply and not be waived for such Phase. Any dedication of Trail and Open Space Acreage under this Section 5.9 may be by public access easement or fee dedication at the election of the Developer. For the avoidance of doubt, the Developer shall not be required to provide a public access easement or dedication of any amenity center described in Section 5.8. 5.10 Impact Fees, Generally; Reimbursements. OAK RIDGE DEVELOPMENT AGREEMENT PAGE 16 (a) Impact Fees shall be assessed and collected on the Project 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 "Impact Fee Account"). 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 Improvement Costs incurred by the Developer in accordance with this Agreement. Impact Fee Reimbursements shall be paid quarterly to the Developer. At the conclusion of each annual quarter (January 1, April 1, July 1, and October 1), Developer may request Impact Fee Reimbursements —which shall be solely funded from funds in the Impact Fee Account —upon submittal by Developer of documentation satisfactory to the City demonstrating the Capital Improvement Costs actually incurred and paid by the Developer. (b) CIP Projects. The City will consider the inclusion of the applicable projects eligible under Chapter 395 shown on Exhibit F, Exhibit G, and Exhibit H, to the extent such projects are not already on the City's CIP, and any future roadway alignment for Cowan Road, FM 455, and Trinity Falls Parkway (collectively, the "Eligible CIP Projects") in the CIP. If Developer incurs costs (such as and including, but without limitation, costs of construction, engineering, staking, material testing, geotechnical testing, inspections fees, and off -site easement acquisition) in connection with the Eligible CIP Projects before they are included in the CIP, and such costs would otherwise qualify as Capital Improvement Costs, Developer shall be entitled to Impact Fee Credits as described in Sections 5.10(a) and Q?J and direct reimbursement from the applicable Impact Fee Account for those costs as if the Eligible CIP Projects were Capital Improvements as of the date Developer incurred such costs. In the event the City fails to add the Eligible CIP Projects to the CIP, or if any of Developer's costs fail to qualify as Capital Improvement Costs, the City shall finance and/or reimburse Developer amounts up to the total cost of said facilities from sources other than those derived from PID Bonds, Assessments, or the TIRZ. 5.11 Dedication of Sites for Public Purposes. (a) Fire Station Site. When the final plat for the Phase in which the Fire Station Site is located is filed, the Developer shall convey or dedicate the Fire Station Site to the City. (b) School Site. At the request of Anna Independent School District, the Developer shall convey a site in a size and in the location requested by Anna Independent School District for use in the construction of a school within the development. 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 the applicable final plat is approved, the City approves the applicable maintenance bond(s) required under Section 4.4, and the City issues final written acceptance of any Public Infrastructure necessary to serve such applicable portion of the Property with utility, fire safety (i.e., paving complete and water system/hydrants installed, tested and pressurized) and roadway service; 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 the Developer has achieved fire safety. To assist in the determination as to whether building permits for any Phase of OAK RIDGE DEVELOPMENT AGREEMENT PAGE 17 development should be issued, the Developer shall include all Public Infrastructure necessary to serve such Phase with utility, fire safety, and roadway service 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 to provide utility and roadway service other than the 54" Trinity Line is complete and pump and haul service is being provided pursuant to Section 5.1(d) of this Agreement. 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) 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"); (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 5.15 in the event of conflicts) (the "Development Standards"); (c) 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. OAK RIDGE DEVELOPMENT AGREEMENT PAGE 18 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. 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 5.15 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 Development Standards and the Zoning Ordinance, Sign Ordinance, or Building Codes, the Development Standards shall control. In the event of a conflict between the Governing Regulations and the City Regulations, the Governing Regulations shall control. In the event of any conflict between this Agreement and any other ordinance, rule, regulation, standard, policy, order, guideline or other City -adopted or City - enforced requirement, whether existing on the Effective Date or hereinafter adopted, unless otherwise agreed by the Parties, this Agreement shall control. In the event of any conflict between the Illustrative Layout and the remainder of the Development Standards in Exhibit D, the remainder of the Development Standards in Exhibit D shall control. This Agreement shall govern all development and land use regarding the Property or any portion thereof, as applicable. 5.16 Phasing. The Property may be developed in phases and the 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. 5.17 Vested Rights. This Agreement shall constitute a "permit" (as defined in Chapter 245) that is deemed filed with the City on the Effective Date. 5.18 Approval of Plats/Plans. Approval by the City, the City Engineer, or other City employee or representative, of any plans, designs, or specifications submitted by the 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 the 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 the Developer or the Developer's engineers, or their respective officers, agents, servants or employees, it being the intent of the Parties that approval by the City Engineer or his/her designee signifies approval on only the general design concept of the improvements to be constructed. OAK RIDGE DEVELOPMENT AGREEMENT PAGE 19 5.19 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 for any Property within the PID until PID Bonds secured by Assessments levied in the applicable portion of 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. 5.20 Eminent Domain. To the extent required, the Developer agrees to use commercially reasonable efforts to obtain all third -party rights -of -way, consents, or easements, if any, required for any off -site Public Infrastructure being constructed by the Developer. To the extent required, the Developer agrees to use commercially reasonable efforts to obtain all third - party rights -of -way, consents, or easements, if any, required for any on -site Public Infrastructure being constructed by the Developer. If, however, the Developer 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 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 Developer's (if requested by the Developer) or the City's acquisition of such third -party rights -of -way, consents, or easements as described in the preceding two sentences, and the Developer shall pay the costs of such appraisal. The Developer shall be responsible for funding all reasonable and necessary legal proceeding/litigation costs, attorney's fees and related expenses, and appraiser and expert witness fees (collectively, "Eminent Domain Fees") actually incurred by the City in the exercise of its eminent domain powers that for any reason are not funded by the PID Bond Proceeds and shall escrow with a mutually agreed upon escrow agent the City's reasonably estimated Eminent Domain Fees both in advance of the initiation of each eminent domain proceeding and as funds 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 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 the 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. To the extent Eminent Domain Fees are paid by a 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. 5.21 Payment of City PID Fee. The Developer shall deposit or cause to be deposited the City PID Fee payable for a particular Phase of Development into an identifiable City -owned or controlled account as directed by the City no earlier than the date of levy of the Assessments levied to fund Local Improvements in such Phase and no later than the 30th day after the closing date of the PID Bonds issued to fund Local Improvements for such Phase and, after such deposit, the City may utilize such deposit of the City PID Fee for such Phase without restriction. The City OAK RIDGE DEVELOPMENT AGREEMENT rrwa w PID Fee applicable to each Phase for Local Improvements 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 for PID Bonds issued to fund Local Improvements. For the avoidance of doubt, the "single-family residential lot" shall include any townhome (whether attached or detached) located in the PID. The amount of the City PID Fee shall not increase and the City PID Fee shall not be reimbursable from Assessments, PID Bond Proceeds or the TIRZ. 5.22 Rental Property. It is a material breach of this Agreement if a Party knowingly sells —in any single transaction or combination of transactionsa total of more than five percent (5%) of the total number of single-family detached lots projected to be within the Project to one or more Institutional Investors. 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. The 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 the 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: (a) 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. (b) 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. (c) The adoption of a Service and Assessment Plan and an Assessment Ordinance levying assessments on all or any portion of the PID benefitted by such PID Projects in amounts sufficient to pay all costs related to such PID Bonds. (d) 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. (e) 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. OAK RIDGE DEVELOPMENT AGREEMENT PAGE 21 (f) The Developer is current on all taxes, assessments, fees and obligations to the City including without limitation payment of Assessments. (g) The Developer is not in material default under this Agreement or any other agreement with the City. (h) 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. (i) 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. 0) 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. (k) The maximum maturity for each issuance of PID Bonds shall not exceed 30 fiscal years from the date of delivery thereof. (1) The final maturity for any PID Bonds shall be not later than 50 years from the Effective Date. (m) The City has determined that the PID Bonds meet all regulatory and legal requirements applicable to the issuance of the PID Bonds. (n) 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 greater than the difference between the PID Projects Costs and the PID Bond Proceeds available to fund such PID Projects Costs plus private costs to reach final lot completion or (iii) a completion agreement; 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 fiend the applicable PID Projects not otherwise funded through the applicable series of PID Bonds. OAK RIDGE DEVELOPMENT AGREEMENT PAGE 22 (o) 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. (p) The Developer agrees to provide periodic information and notices of material events regarding the Developer and the Developer's development of the applicable of the Project and any continuing disclosure agreements executed by the Developer in connection with the issuance of PID Bonds. (q) The Developer is not in default under a Developer Continuing Disclosure Agreement. (r) The gross tax equivalent rate for the annual installments of the Assessments shall be set at a tax rate equivalent as requested by the developer, provided, the maximum overlapping tax rate equivalent for parcels within the PID shall not exceed $3.09 per $100 assessed value when including all taxing entities at the time of the assessment of the Property based upon the estimated average home value as defined in the Service and Assessment Plan (the "Maximum Overlapping Tax Rate"), and after any applicable TIRZ offset, 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. (u) The City may not require the value to lien ratio for any PID Bonds to be higher than 2:1; provided that the value to lien ratio for any PID Bonds may be less than 2:1, in the discretion of the City in consultation with the City's financial advisor. The appraised value of the portion of the PID Property in the applicable Phase to the par amount of PID Bonds issued with respect to such Phase shall be confirmed by the retail lot value provided in an Independent Appraisal unless such requirement is waived by the City its sole discretion. Notwithstanding the foregoing, the value to lien ratio for Assessments shall be not less than 1:1. (v) The Developer and the City shall have entered into a Reimbursement Agreement with respect to the Phase primarily benefitted by such PID Bonds. (w) Amenity Center #1 shall be fully completed with the swimming pool having received all required approvals for operation and the building thereon having received a certificate of occupancy for any PID Bonds issued after the second series of PID Bonds; provided that the City Manager may grant a waiver or extension of this provision without a requirement to amend this Agreement. (x) Developer has submitted to the City a fully executed Written Request to Levy Assessments in the form attached hereto as Exhibit K (the "Lew Request") and the City Manager approves same in consultation with the City's financial advisor. 6.2 Disclosure Information. Prior to the issuance of PID Bonds by the City, the 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. The Developer agrees, represents, and warrants that any information OAK RIDGE DEVELOPMENT AGREEMENT PAGE 23 provided by the Developer for inclusion in a disclosure document for an issue of PID Bonds will not, to the 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 the 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 t e United States Inte—mal Revenue Code, the Developer agrees to provide, or cause to be provided, such facts and estimates as the City reasonably considers necessary to enable it to execute and deliver its Tax Certificate. The Developer represents that such facts and estimates will be based on its reasonable expectations on the date of issuance of the PID Bonds and will be, to the best of the knowledge of the officers of the Developer providing such facts and estimates, true, correct and complete as of such date. To the extent that it exercises control or direction over the use or investment of the PID Bond Proceeds, including, but not limited to, the use of the PID Projects, the Developer further agrees that it will not knowingly make, or permit to be made, any use or investment of such funds that would cause any of the covenants or agreements of the City contained in a Tax Certificate to be violated or that would otherwise have an adverse effect on the tax-exempt status of the interest payable on the PID Bonds for federal income tax purposes. SECTION 7 TAX INCREMENT REINVESTMENT ZONE; CHAPTER 380 GRANTS 7.1 Creation of Tax Increment Reinvestment Zone. Not later than the earlier of one year after the Effective Date of this Agreement and the date of the first levy of Assessments on any portion of the Property, the City will create a TIRZ coterminous with the boundaries of the Property, the term of which shall be forty-nine (49) years. 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 for property containing mixed use development, which mixed use development may include commercial, multi -family or retail development and the like (a "Commercial Subzone"). The base year of any subzone of the TIRZ shall be the year in which the Subzone is created. 7.2 TIRZ Project and Finance Plan. The City shall consider and adopt or approve the TIRZ Documents, including a Project and Finance Plan, that allows for up to 100% of the ad valorem tax increment generated by the TIRZ—subject to the percentage reduction and Developer's relinquishment of its rights as set forth in subsection (c), below —to be utilized for the purposes of (1) paying administrative Expenses of the TIRZ, (2) offsetting Assessments and (3) providing Chapter 380 Grants in accordance with the provisions set forth in this Section 7 and includes the provisions necessary to effectuate this Section 7. 7.3 Single -Family Subzone. (a) Prior to the levy of Assessments to fund Local Improvements in any Phase in the Single -Family Subzone, fiords generated from the TIRZ in such Phase in the Single Family OAK RIDGE DEVELOPMENT AGREEMENT PAGE 24 Subzone shall be used to provide a Chapter 380 Grant to the Developer of 100% of the ad valorem tax increment generated within such Phase of the Single -Family Subzone until the termination of the TIRZ; provided that no Chapter 380 Grant shall accrue and no payments of any Chapter 380 Grant in any Phase of the Single -Family Subzone shall be due to the Developer until such time as the Local Improvements for such Phase have been completed and accepted by the City. (b) The Developer shall submit a Levy Request for the levy of Assessments in each Phase not later than thirty (30) days after completion of the applicable Local Improvements in such Phase (which shall be determined by City acceptance of the applicable Local Improvements) (the "Local Improvements Levy Request Deadline"). For any Phase of development, if the Developer does not submit a Levy Request by the Local Improvements Levy Request Deadline, the Chapter 380 Grant from the Single -Family Subzone for the applicable Phase and any future Phase on which Assessments have not been levied shall be terminated and the TIRZ participation shall be reduced to 0%; provided that the Developer shall no longer be required to submit a Levy Request for any subsequent Phase of development if the Developer has submitted a Levy Request under which the City has not levied Assessments and the Developer has exercised its rights under Section 9.3 hereof. (c) After the levy of Assessments to fund Local Improvements in any Phase in the Single -Family Subzone, (1) the City TIRZ contribution with respect to such Phase will be reduced from 100% to 50%, which the City agrees to use within each Single -Family Subzone of the TIRZ (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 for Local Improvements on assessed parcels for the costs of Authorized Improvements that qualify as TIRZ Projects under the TIRZ Act for a period ending not earlier than 31 years from the date of the levy of Assessments for Local Improvements in such Single -Family Subzone and (2) the Developer shall relinquish its rights to the Chapter 380 Grant in the applicable Phase of the Single -Family Subzone for which assessments to fund Local Improvements have been levied by execution of an appropriate instrument evidencing the same. 7.4 Single -Family Subzone Chapter 380 Agreements. Concurrently with the creation of the TIRZ, the City will enter into any separate Chapter 380 Agreement with the Developer necessary to effectuate the Chapter 380 Grant in the Single -Family Subzone described in this Agreement upon terms consistent with this Agreement. No Chapter 380 Grant to be provided pursuant to Section 7.3 shall be subject to any performance requirements other than annexation of the Property. 7.5 Commercial Subzone. The City agrees to use fifty percent (50%) of the ad valorem tax increment generated within any Commercial Subzone (x) first, to pay the Administrative Expenses for the TIRZ, (y) second to, on a parcel -by -parcel basis, offset or pay a portion of any Assessment levied on assessed parcels in the Commercial Subzone for the costs of Authorized Improvements and (z) third, to the extent such property is not subject to Assessments or all Tax Increment generated by a particular parcel in the Commercial Subzone is not needed to offset Assessments, to pay to the Developer the remaining Tax Increment generated in the Commercial Subzone, in the form of a Chapter 380 Grant for costs of Authorized Improvements not otherwise reimbursed under the terms of this Agreement. The City will enter into a separate Chapter 380 OAK RIDGE DEVELOPMENT AGREEMENT PAGE 25 Agreement with the Developer for the Chapter 380 Grant related to the Commercial Subzone upon terms mutually agreeable to the Developer and the City and consistent with this Agreement. 7.6 TIRZ Funds. The tax increment obtained from each of the TIRZ subzones shall be placed into separate accounts as appropriate and shall be used as described above and such provisions shall be incorporated into the Project and Finance Plan. 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 the 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 and fiends 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"), the Developer shall be solely responsible for the Cost Overrun, except as provided in Section 8.4. 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 without amending the SAP. 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 SAP and the PID, funds available from an improvement category may be used as Cost Underruns and applied to another Improvement category without approval of the City. 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. SECTION 9 ANNEXATION AND POST -ANNEXATION MATTERS 9.1 Annexation. Not later than ninety (90) days after the Effective Date of this Agreement, the Developer shall submit a petition for voluntary annexation of the Property into the OAK RIDGE DEVELOPMENT AGREEMENT PAGE 26 City's corporate limits. If the City is unable to complete the annexation of the Property for any reason, including but not limited to procedural error or legal challenge, Developer shall execute another voluntary annexation petition for the Property within ten (10) days of being requested to do so along with additional documents reasonably necessary for the City complete the annexation.. Should the City fail to complete the annexation of the Property within one year from the date the initial petition for voluntary annexation is delivered to the City, Developer shall have the right to remove the Property from the City's ETJ and terminate this Agreement with notice to the City and, upon such termination, the Property shall remain outside of the City's ETJ regardless of any change of law. 9.2 Agreed Development Plan. 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 (collectively, the "Agreed Development Plan") and such rights to develop shall vest in the Property as of the Effective Date regardless of whether the City zones the Property. The Developer may amend the Illustrative Layout as provided in Section 5.7 hereof without amending this Agreement. The City shall not require the Developer to submit any application for zoning of the Property. Should the City Council, at any point in the future, approve zoning on any portion of the Property that is in any way more restrictive than the Agreed Development Plan without Developer consent, then Developer shall have the right to terminate this Agreement with respect to any portion of the Property not zoned in accordance with the Agreed Development Plan with notice to the City provided that such notice is provided in accordance with this Agreement within 60 days of such action by the City Council and, within 30 days following delivery of such termination notice, the City shall disannex the applicable Phase(s) of the Property from the City. 9.3 Consent to Creation of Municipal Utility District, Increase in TIRZ Contribution. In the event that the City fails to levy Assessments for any portion of the Property for which a Levy Request has been submitted within six (6) months of the Developer's delivery of the Levy Request as a result of any act or omission of the City, including the City's refusal to levy such Assessments, or as a result of any delay caused by a City -appointed consultant, and a period of sixty days to cure such non-occurrence has passed after the Developer provides written notice of such non-occurrence, then: (a) the City shall be deemed to have consented to the formation of 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 for which Assessments were not levied as described in this Section 9.3, as applicable, 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 or to effect the issuance of bonds by the MUD to the TCEQ, the Texas Attorney General or other agency or body with regulatory powers over the MUD; and (b) the City shall approve the inclusion of language indicating the MUD is expected to finance the applicable Authorized Improvements and Public Infrastructure on any OAK RIDGE DEVELOPMENT AGREEMENT PAGE 27 plat to be filed for the applicable Phase or Phases on which the MUD will be created. For the purposes of this Section 9.3, the City finds and determines that, in the event of any failure or default by the City under this Section 9.3, the services and function to be provided by the MUD cannot be performed by the City, and that the existence of the MUD is in the best interests of the residents and property in the City and in the MUD. 9.4 Issuance of Bonds by Third-Pagy Issuer. In the event that the Developer has delivered to the City a written request to issue PID Bonds for any portion of the PID Property for which Assessments have previously been levied pursuant to a Levy Request, and 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 (g), (q), (v), (w) and (x) set forth under Section 6.1, have been satisfied by the Developer and the City fails to adopt an ordinance approving the issuance of such requested PID Bonds within six (6) months of the Developer's delivery of the written request to issue PID Bonds, then the Developer may assign its reimbursement rights under a Reimbursement Agreement to a third -party issuer to facilitate the issuance of bonds to finance the applicable PID Projects for which the applicable Assessments have been levied. In the event that the Developer utilizes a third -party issuer to issue bonds secured by the Developer's rights under a Reimbursement Agreement, the Developer shall pay or reimburse the City for the costs incurred by the City from the reasonable hourly fees of the City's financial advisor, bond counsel, Administrator, and City Attorney (which costs shall be evidenced by an invoice reflecting the hourly charges and the work performed) charged in connection with the levy of the applicable Assessments. However, for the avoidance of doubt, no City PID Fee shall be due with respect to any portion of the property for which bonds are issued by a third -party issuer to finance PID Projects. 9.5 Survival. In the event the Developer terminates this Agreement with respect to a portion of the Property in accordance with this Section 9, the Developer's rights and remedies under this section, including disannexation and the applicable portion of the Property's immunity to future involuntary annexation, shall survive such termination. 9.6 Agreement for Services. Pursuant to Section 43.0672, Texas Local Government Code, this Agreement shall constitute an agreement for the provision of services to and service plan for the Property and 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, but not limited to, water, sewer, police, fire, animal control, trash collection, and any other services currently provided by the City, and any other services which may be offered by the City in the future, without discrimination and at the same standard rates and charges as similar properties located within the City. The Developer is not required to enter into this Agreement and do so in reliance upon the representations and covenants of the City herein. The annexation procedures described in plain language in this Agreement require the Developer's consent. The Parties acknowledge and agree that —prior to the Effective Date —the City fully satisfied the written disclosure requirements under Section 212.172(b-1) of the Texas Local Government Code. SECTION 10 EVENTS OF DEFAULT; REMEDIES OAK RIDGE DEVELOPMENT AGREEMENT PAGE 28 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. Except for the remedies set forth in Sections 9.1, 9.2, 9.3 and 9.4, which shall apply as provided in such sections, 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 the Developer does not deliver the Levy Request for the first levy of Assessments to fund PID Projects on or before December 31, 2030, 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 and a PID has been created, the owner of the Property must within thirty (30) days of such termination file or caused to be filed with the City an irrevocable petition by the owner of the applicable Property to dissolve the PID and shall thereafter promptly undertake any and all reasonable and necessary actions to facilitate the dissolution of the PID. If this Agreement is terminated under this Section 10.3 and a TIRZ has been created, the City may, at sole its discretion, dissolve the TIRZ and retain and use the TIRZ Revenue and TIRZ Funds for any lawful purpose notwithstanding any provision of this Agreement. Notwithstanding any provision of this Agreement, the obligations of any owner of 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 the Developer with the prior written consent of the City. The City's consent to such assignment shall not be unreasonably shall not be unreasonably withheld, conditioned, or delayed. Under no circumstances shall any part of this Agreement be assigned to an Institutional Investor. Notwithstanding the foregoing, the Developer 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 (or portion thereof), (ii) any entity formed in which the Developer or any principal of the Developer retains 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 OAK RIDGE DEVELOPMENT AGREEMENT PAGE Z9 the Developer, or (iii) any lien holder on the Property. Each assignment shall be in writing executed by the Developer, and except for a collateral assignment for the purpose of a lending arrangement, shall be signed by 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 such Party 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, respectively, 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 other than a collateral assignee 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, and (d) the Developer (which shall have the obligations described herein), 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 a Developer with respect to such part of the Property 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 the 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) the Developer 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 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. 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 OAK RIDGE DEVELOPMENT AGREEMENT PAGE 30 becomes necessary to interpret any provision of this Agreement, the intent of the Parties, as evidenced by the recitals, shall be taken into consideration and, to the maximum extent possible, given full effect. The Parties have relied upon the recitals as part of the consideration for entering into this Agreement and, but for the intent of the Parties reflected by the recitals, would not have entered into this Agreement. 12.2 Acknowledgments. rents. In negotiating and entering into this Agreement, the Parties respectively acknowledge and understand that: (a) The 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 the Developers 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 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 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. OAK RIDGE DEVELOPMENT AGREEMENT PAGE 31 12.4 Complete Agreement. This Agreement embodies the entire Agreement between the Parties and cannot be varied or tenninated except as set forth in this Agreement, or by written agreement of the Parties expressly amending the terms of this Agreement. 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, INCLUDING ITS 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 THE DEVELOPER, INCLUDING THE NEGLIGENCE OF ITS 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. THE 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 THE DEVELOPER AND THE CITY, THE DEVELOPER'S INDEMNITY OBLIGATION WILL BE LIMITED TO A FRACTION OF THE TOTAL CLAIMS EQUIVALENT TO THE DEVELOPER'S OWN PERCENTAGE OF RESPONSIBILITY. THE DEVELOPER INCLUDING ITS SUCCESSORS AND ASSIGNS, FURTHER COVENANT AND AGREE TO RELEASE, DEFEND, HOLD HARMLESS, AND INDEMNIFY, THE CITY AGAINST ANY AND ALL CLAIMS BY ANY PERSON CLAIMING AN OWNERSHIP INTEREST IN THE PROPERTY, 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 OAK RIDGE DEVELOPMENT AGREEMEN'r PAGE 32 CITY'S APPROVAL OF ANY TYPE OF DEVELOPMENT APPLICATION OR SUBMISSION WITH RESPECT TO THE PROPERTY. 12.8 Status of Parties. At no time shall the City have any control over or charge/supervision of the 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 the 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. 7"' Street Anna, Texas 75409 E-mail: rhenderson@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, Texas 75201 E-mail: rsegura@mphlegal.com OAK RIDGE DEVELOPMENT AGREEMENT PAGE 33 To the Developer: OPP-Oak Ridge, LP Attn: Teague Griffin 1061 N. Coleman Street, Suite 90 Prosper, Texas 75078 E-mail: teague@bgrea.com With copies to: Greenberg Traurig, LLP Attn: Drew Slone 2200 Ross Ave., Suite 5200 Dallas, Texas 75201 E-mail: drew.stone@gtlaw.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. 12.11 Estoppel Certificates. From time to time, upon written request of the 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 the Developer 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 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 represents and warrants that this Agreement has been approved by appropriate action of the Developer, and that each individual executing this Agreement on behalf of the 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. 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 OAK RIDGE DEVELOPMENT AGREEMENT PAGE 34 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. 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) OAK RIDGE DEVELOPMENT AGREEMENT PAGE 35 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 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. 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, 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 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 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 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 OAK RIDGE DEVELOPMENT AGREEMENT PAGE 36 confirms receipt of the Form 1295 from the Developer to the extent that each 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 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. 12.22 Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and constitute one and the same instrument. 12.23 Exhibits. The following exhibits are attached to this Agreement and are incorporated herein for all purposes: Exhibit A Metes and Bounds Description of the Property Exhibit B Depiction of the Property Exhibit C Illustrative Layout Exhibit D Development Standards Exhibit E Authorized Improvements and Budgeted Costs Exhibit F Major Sewer Improvements Exhibit G Major Water Improvements Exhibit H Major Roadway Improvements Exhibit I Conceptual Amenity Depictions Exhibit J Trail and Open Space Improvements Exhibit K Form of Written Request to Levy Assess U- `- Exhibit L PID Bond Financial Summary [SIGNATURES PAGES AND EXHIBITS FOLLOW] OAK RIDGE DEVELOPMENT AGREEMENT PAGE 37 EXECUTED BY THE PARTIES TO BE EFFECTIVE ON THE EFFECTIVE DATE: CITY OF ANNA, TEXAS By:� _� Name: Pete Cain Title: Mayor Date: CY STATE OF TEXAS COUNTY OF COLLIN This instrument was acknowledged before me on thisday of 2025, by Pete Cain, Mayor of the City of Anna, Texas, on behalf of said City. CARRIF L. LAND =Notary Public, State of Texas Comm. Ex Tres 02-04-201.7 Notary Public, State of Texas s +: P Notary ID 11419404 'gym n` [SEAL] Approved as to form: L Clark McCoy, City Attorney Development Agreement Signature Page DEVELOPER: OPP-OAK RIDGE, LP, a Texas limited partnership By: OPP-OR GP, LLC, a Texas limited liability company and gener;il partner of OPP- Oak Ridge, 1_11 f B Tatg c iftin, Aial a�cr STATE OF TEXAS COUNTY OF Cy It r� This instrument was acknowledged before me, on the this '�- i day of May, 2025 by Teague Griffin, manager of OPP-OR GP, LLC, in its capacity as general partner of OPP-Oak Ridge, LP, on behalf of said limited partnership. [S E `` '"" r� KIMBERLY LYNN JACKSON ��'- fir ,Notary Public. State of Texas Comm. Expires 02-12-2028 Notary ID 6304082 POW Notary Public, State of' Texas Development Agreement Signature Page Exhibit A Metes and Sounds Description of the Property A-1 EXHIBIT A - LEGAL DESCRIPTION TRACT 1 BEING a tract of land situated in the W. Garnett Survey, Abstract No. 355, the J. White Survey, Abstract No. 1015, the B. White Survey, Abstract No. 1016, R. Phalen Survey, Abstract No. 694, C. Bourland Survey, Abstract No. 39, and the J. Cahill Survey, Abstract No. 144, Collin County, Texas, and being all of a called 29.04 acre tract of land described in a deed to Daniel James Cahill and wife, Birgit Ortlepp Cahill, as recorded in Instrument No. 92-0075241 of the Official Public Records of Collin County, Texas, all of a called 14.803 acre tract of land described in a deed to Daniel James Cahill and Birgit O. Cahill, as recorded in Instrument No. 20060316000351960 of the Official Public Records of Collin County, Texas, all of a called 80.818 acre tract of land described in a deed to Annaland, Ltd., as recorded in Volume 5930, Page 1868 of the Deed Records of Collin County, Texas, all of a called 29.000 acre tract of land described in a deed to Annaland, Ltd., as recorded in Instrument No. 20060227000248840 of the Official Public Records of Collin County, Texas, remainder of a called 192.50 acre tract of land described in a deed to Annaland, Ltd., as recorded in Volume 5808, Page 1478 of the Deed Records of Collin County, Texas, all of a called 4.649 acre tract of land described in a deed to Annaland, Ltd., as recorded in Instrument No. 20090708000857040 of the Official Public Records of Collin County, Texas, and all of a called 187.62 acre tract of land described in a deed to Annaland, Ltd., as recorded in Volume 5806, Page 3203 of the Deed Records of Collin County, Texas, same being a portion of Lot 8 and all of Lots 6 and 7 of East Fork Estates, according to the plat thereof recorded in Cabinet C, Page 206 of the Plat Records of Collin County, Texas, and being more particularly described as follows: BEGINNING at a 1/2 inch iron rod found for the northwest corner of said 80.818 acre tract, common to the northeast corner of said East Fork Estates, same being on the southerly right of way line of F.M. Highway 455, an 80 foot wide right of way; THENCE South 88028'18" East, along the northerly line of said 80.818 acre tract and the southerly right of way line of said F.M. Highway 455, a distance of 515.28 feet to a 1/2 inch iron rod found for a northeast corner, of said 80.818 acre tract, common to the northwest corner of a called 0.830 acre tract of land described in a deed to James C. Welch, as recorded in Volume 5799, Page 2562 of the Deed Records of Collin County, Texas; THENCE South 01 053'27" East, departing the southerly right of way line of said F.M. Highway 455, continuing along the northerly line of said 80.818 acre tract and along the westerly line of said 0.830 acre tract, a distance of 91.34 feet to a 6 inch wooden fence post found for an ell corner of said 80.818 acre tract, common to the southwest corner of said 0.830 acre tract; THENCE South 89°59'54" East, continuing along the northerly line of said 80.818 acre tract and along the southerly line of said 0.830 acre tract, a distance of 326.61 feet to a 1/2 inch iron rod found for an ell corner of said 80.818 acre tract, common to the southeast corner of said 0.830 acre tract; THENCE North 15°04'51" East, continuing along the northerly line of said 80.818 acre tract and along the easterly line of said 0.830 acre tract, a distance of 130.66 feet to a 1/2 inch iron rod with plastic cap stamped "Metroplex 3689" found for a northwest comer of said 80.818 acre tract, common to the northeast corner of said 0.830 acre tract, same being on the southerly line of a called 47-1/3 acre tract of land described as "The Kelly Place" in a deed to MJLA Adams, Ltd., as recorded in Instrument No. 20110505000462590 of the Official Public Records of Collin County, Texas; THENCE South 88°44'32" East, continuing along the northerly line of said 80.818 acre tract and along the southerly line of said 47-1/3 acre tract, a distance of 240.00 feet to a 6 inch wooden post found for the northeast corner of said 80.818 acre tract, common to an ell corner of said 47-1/3 acre tract; THENCE South 00°42'04" West, along the easterly line of said 80.818 acre tract and the westerly line of said 47-1/3 acre tract, a distance of 941.62 feet to a 6 inch wood fence post found for an ell corner of said 80.818 acre tract, common to the southernmost southwest corner of said 47-1 /3 acre tract; THENCE South 88°25'45" East, along the northerly line of said 80.818 acre tract and the southerly line of said 47-1/3 acre tract, a distance of 1,184.32 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for the easternmost northeast corner of said 80.818 acre tract, common to the southeast corner of said 47-1/3 acre tract, same being on the westerly right of way line of aforesaid F.M. Highway 455, from which, a 1/2 inch iron rod found for witness bears South 84'10' East, 1.04 feet; THENCE South 02009'19" West, along the easterly line of said 80.818 acre tract and the westerly right of way line of said F.M. Highway 455, a distance of 604.27 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for the northernmost southeast corner of said 80.818 acre tract, common to the northeast the J.P. Harris Addition, according to the plat thereof recorded in Cabinet G, Page 65 of the Plat Records of Collin County, Texas; THENCE North 87°49'20" West, departing the westerly right of way line of said F.M. Highway 455, along the southerly line of said 80.818 acre tract and the northerly line of said J.P. Harris Addition, a distance of 599.72 feet to an ell corner of said 80.818 acre tract, common to the northwest corner of said J.P. Harris Addition, same being in the meanders of a small branch; THENCE along the easterly line of said 80.818 acre tract, the westerly line of said J.P. Harris Addition, and the meanders of said small branch, the following courses and distances: South 68°00'20" East, a distance of 61.00 feet to a point for corner; South 15°14'40" West, a distance of 177.00 feet to a point for corner; South 30°40'40" West, a distance of 199.90 feet to a point for corner; South 02°24'22" West, a distance of 92.08 feet to a point for corner; North 88°07'20" West, a distance of 78.00 feet to a point for corner; South 57°23'40" West, a distance of 79.00 feet to a point for corner; South 28°45'19" West, a distance of 190.85 feet to the southernmost southeast corner of said 80.818 acre tract, common to the southwest corner of said J.P. Harris Addition, same being on the northerly line of aforesaid 187.62 acre tract; THENCE South 88°27'14" East, along the northerly line of said 187.62 acre tract and the southerly line of said J.P. Harris Addition, a distance of 2.49 feet to a point for corner; THENCE South 89°17'06" East, continuing along the northerly line of said 187.62 acre tract and the southerly line of said J.P. Harris Addition, a distance of 667.60 feet to a 1/2 inch iron rod found for the northernmost northeast corner of said 187.62 acre tract, common to the northwest corner of a called 0.99 acre tract of land described in a deed to Brandon J. Perry and Marybeth Esther Jirasek, as recorded in Instrument No. 20191022001325990 of the Official Public Records of Collin County, Texas; THENCE South 02°25'50" West, departing the southerly line of said J.P. Harris Addition, along the easterly line of said 187.62 acre tract and the westerly line of said 0.99 acre tract, a distance of 187.18 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for an ell corner of said 187.62 acre tract, common to the southwest corner of said 0.99 acre tract; THENCE South 88'15'11" East, along the northerly line of said 187.62 acre tract and the southerly line of said 0.99 acre tract, a distance of 232.84 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for the southernmost northeast corner of said 187.62 acre tract, common to the southeast corner of said 0.99 acre tract, same being on the westerly right of way line of said F.M. Highway 455; THENCE along the easterly line of said 187.62 acre tract and the westerly right of way line of said F.M. Highway 455, the following courses and distances: South 02°13'19" West, a distance of 267.22 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" found for corner; South 02°17'19" West, a distance of 524.10 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" found for corner; South 02°48'19" West, a distance of 483.52 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" found at the beginning of a tangent curve to the left with a radius of 358.31 feet, a central angle of 02031'24", and a chord bearing and distance of South 01 °32'37" West, 15.78 feet; In a southerly direction, with said tangent curve to the left, an arc distance of 15.78 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner; THENCE South 01 °32'37" West, departing the westerly right of way line of said F.M. Highway 455 and continuing along the easterly line of said 187.62 acre tract, a distance of 329.61 feet to a 3/8 inch iron rod found for the southeast corner of said 187.62 acre tract, same being on the northerly line of aforesaid 29.000 acre tract; THENCE North 89°14'27" East, along the northerly line of said 29.000 acre tract, a distance of 34.72 feet to a 1/2 inch iron rod with plastic cap stamped "RPLS 5392" found for corner; THENCE North 52°56'53" East, continuing along the northerly line of said 29.000 acre tract, a distance of 109.43 feet to the northernmost corner of said 29.000 acre tract, same being on the southerly right of way line of said F.M. Highway 455, and at the beginning of a non -tangent curve to the left with a radius of 358.31 feet, a central angle of 42031'44", and a chord bearing and distance of South 68°05'49" East, 259.90 feet, from which, a 3/8 inch iron rod found for witness bears South 52056' West, 0.29 feet; THENCE in a southeasterly direction continuing along the northerly line of said 29.000 acre tract and along the southerly right of way line of said F.M. Highway 455, with said non -tangent curve to the left, an arc distance of 265.96 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner; THENCE South 89°21'41" East, continuing along the northerly line of said 29.000 acre tract and the southerly right of way line of said F.M. Highway 455, a distance of 374.40 feet to a 1/2 inch iron rod found at the beginning of a tangent curve to the right with a radius of 723.94 feet, a central angle of 18°39'00", and a chord bearing and distance of South 80°02'10" East, 234.61 feet; THENCE in a southeasterly direction continuing along the northerly line of said 29.000 acre tract and the southerly right of way line of said F.M. Highway 455, with said tangent curve to the right, an arc distance of 235.65 feet to a 1/2 inch iron rod found for the northeast corner of said 29.000 acre tract, same being on the westerly right of way line of County Road No. 828, a variable width right of way, no record found; THENCE South 01 °48'08" West, departing the southerly right of way line of said F.M. Highway 455, along the easterly line of said 29.000 acre tract and the westerly right of way line of said County Road No. 828, a distance of 563.66 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner; THENCE South 00°54'07" West, continuing along the easterly line of said 29.000 acre tract and the westerly right of way line of said County Road No. 828, a distance of 653.00 feet to a 1/2 inch iron rod found for the northernmost southeast corner of said 29.000 acre tract; THENCE South 49°46'47" West, along the southeasterly line of said 29.000 acre tract and continuing along the westerly right of way line of said County Road No. 828, a distance of 54.00 feet to a 1/2 inch iron rod found for the southernmost southeast comer of said 29.000 acre tract, same being on the northerly right of way line of County Road No. 827, a variable width right of way, no record found; THENCE South 89°34'47" West, along the southerly line of said 29.000 acre tract and the northerly right of way line of said County Road No. 827, a distance of 238.00 feet to a 1/2 inch iron rod found for corner; THENCE North 89031'13" West, continuing along the southerly line of said 29.000 acre tract and the northerly right of way line of said County Road No. 827, a distance of 325.00 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner; THENCE North 89°50'50" West, continuing along the southerly line of said 29.000 acre tract and the northerly right of way line of said County Road No. 827, a distance of 333.17 feet to a 1/2 inch iron rod with plastic cap stamped "RPLS 5392" found for corner; THENCE South 89°40'57" West, continuing along the southerly line of said 29.000 acre tract and the northerly right of way line of said County Road No. 827, along the southerly line of aforesaid 14.803 acre tract, a distance of 517.20 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for the southwest corner of said 14.803 acre tract, being on the easterly line of aforesaid 29.04 acre tract; THENCE South 01 006'30" West, departing the northerly right of way line of said County Road No. 827, along the easterly line of said 29.04 acre tract and crossing said County Road No. 827, a distance of 17.62 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for the southeast corner of said 29.04 acre tract, being in the centerline of said County Road No. 827 and the northerly line of aforesaid 214.121 acre tract; THENCE North 89°26'27" East, continuing along the northerly line of said 214.121 acre tract and said County Road No. 827, a distance of 1,693.18 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" found for the northeast corner of said 214.121 acre tract; THENCE South 01 °21'12" West, along the easterly line of said 214.121 acre tract and continuing along said County Road No. 827, a distance of 1,981.23 feet to a 1/2 inch iron rod found for the northernmost southeast corner of said 214.121 acre tract; THENCE South 89°50'46" West, along the southerly line of said 214.121 acre tract and continuing along said County Road No. 827, a distance of 509.07 feet to a 1/2 inch iron rod found for an ell corner of said 214.121 acre tract; THENCE South 01'12'43" West, along the easterly line of said 214.121 acre tract and continuing along said County Road No. 827, a distance of 1,820.15 feet to a 1/2 inch iron rod found for the southernmost southeast corner of said 214.121 acre tract; THENCE North 89°04'29" West, departing said County Road No. 827 and along the southerly line of said 214.121 acre tract , a distance of 2,380.17 feet to a 1/2 inch iron rod found for the southwest corner of said 214.121 acre tract, common to the northwest corner of a called 10.001 acre tract of land described as Tract One in a deed to Joan Ardon Williamson, as recorded in Volume 900, Page 53 of the Deed Records of Collin County, Texas, same being on the easterly line of a called 6.716 acre tract of land described in a deed to Scott Bourland and wife, Kim Bourland, as recorded in Instrument No. 20120622000745540 of the Official Public Records of Collin County, Texas; THENCE North 00'46'18" West, along the westerly line of said 214.121 acre tract and the easterly line of said 6.716 acre tract, passing at a distance of 579.75 feet a 1/2 inch iron rod found for the northeast corner of said 6.716 acre tract, common to the southeast corner of a called 5.568 acre tract of land described in a deed to Scott Bourland and Kim Bourland, as recorded in Volume 5909, Page 1057 of the Deed Records of Collin County, Texas, and continuing along the same course and along the easterly line of said 6.716 acre tract, the easterly line of said 50.92 acre tract of land described in a deed to Bryan Lee Brown and Tori Renee Brown, as recorded in Instrument No. 20181115001413260 of the Official Public Records of Collin County, Texas, and County Road No. 285, a variable width right of way, no record found, for a total distance of 1,820.01 feet to a 1/2 inch iron rod found for the southernmost northwest corner of said 214.121 acre tract, common to the northeast corner of said 50.92 acre tract, same being on the southerly line of a called 24.293 acre tract of land described in a deed to Wayne A. Jones and wife, Karen L. Jones, as recorded in Instrument No. 96-0028585 of the Land Records of Collin County, Texas; THENCE South 89°53'55" East, along the northerly line of said 214.121 acre tract, the southerly line of said 24.293 acre tract and continuing along said County Road No. 285, a distance of 444.85 feet to a rail road spike found for an ell comer of said 214.121 acre tract, common to the southeast corner of said 24.293 acre tract, from which, a 1/2 inch iron rod found for witness bears South 03°54' West, 9.27 feet; THENCE North 00°22'22" East, along the westerly line of said 214.121 acre tract, the easterly line of said 24.293 acre tract, the easterly line of a called 3.00 acre tract of land described in a deed to Teresa I. Davis, as recorded in Instrument No. 20110308000252990 of the Official Public Records of Collin County, Texas, the easterly line of a called 5.000 acre tract of land described in a deed to Margarita Rose Whitworth, as recorded in Instrument No. 94-0104190 of the Land Records of Collin County, Texas, the easterly line of a called 4.000 acre tract of land described in a deed to Fernando Encizo and wife, Joyce Encizo, as recorded in Volume 2854, Page 469 of the Deed Records of Collin County, Texas, the easterly line of a called 1.000 acre tract of land described in a deed to Tom Milligan and wife, Elizabeth J. Milligan, as recorded in Volume 1175, Page 481 of the Deed Records of Collin County, Texas, the easterly line of a called 1 acre tract of land described in a deed to Thomas Calvin Red and wife, Mary Frances Red, as recorded in Volume 1127, Page 251 of the Deed Records of Collin County, Texas, and continuing along said County Road No. 285, a distance of 1,273.04 feet to the northeast corner of said 1 acre tract, common to the southeast corner of a called 0.998 acre tract of land described in a deed to Thomas Calvin Red and wife, Mary Frances Red, as recorded in Volume 2381, Page 892 of the Deed Records of Collin County, Texas, from which, a 1/2 inch iron rod found for witness bears North 57°29' East, 0.25 feet; THENCE North 01 °42'37" East, along the easterly line of said 0.998 acre tract, the easterly line of a called 5.000 acre tract of land described in a deed to Calvin J. Red and Frances Red, as recorded in Volume 854, Page 296 of the Deed Records of Collin County, Texas, and continuing along the westerly line of said 214.121 acre tract and said County Road No. 285, a distance of 318.87 feet to a 1/2 inch iron rod bent found for the northeast corner of said 5.000 acre tract, common to the southeast corner of a called 2.23 acre tract of land described in a deed to Debra Ann Lacy, as recorded in Instrument No. 96-0064507 of the Land Records of Collin County, Texas; THENCE North 00°26'40" East, along the easterly line of said 2.23 acre tract, continuing along the westerly line of said 214.121 acre tract and said County Road No. 285, a distance of 340.76 feet to a 5/8 inch iron rod with illegible plastic cap found for the northwest corner of said 214.121 acre tract, common to the northeast corner of said 2.23 acre tract, and the intersection of said County Road No. 285 with County Road No. 827, a variable width right of way, no record found, same being on the southerly line of aforesaid 29.04 acre tract; THENCE North 89°44'45" West, departing said County Road No. 285, continuing along the southerly line of said 29.04 acre tract and along the northerly line of said 2.23 acre tract, a distance of 96.65 feet to a 1/2 inch iron rod with plastic cap stamped "Metroplex RPLS 3689" found for the southwest corner of said 29.04 acre tract, being on the easterly line of aforesaid 192.50 acre tract; THENCE South 00°40'25" West, along the easterly line of said 192.50 acre tract, a distance of 4.86 feet to a 1/2 inch iron rod with plastic cap stamped "Metroplex RPLS 3689" found for the northernmost southeast corner of said 192.50 acre tract; THENCE North 86025'28" West, departing said County Road No. 285, along the southerly line of said 192.50 acre tract, a distance of 83.80 feet to a concrete monument found for an ell corner of said 192.50 acre tract; THENCE along the southeasterly line of said 192.50 acre tract, the following courses and distances: South 34033'32" West, a distance of 704.40 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for corner; South 35°21'41" West, a distance of 350.93 feet to a concrete monument found for corner; North 78*48'13" West, a distance of 227.92 feet to a 1/2 inch iron rod with plastic cap stamped "Metroplex RPLS 3689" found for corner; South 28029'01" West, a distance of 1,262.87 feet to a 5/8 inch iron rod found for the southernmost southeast corner of said 192.50 acre tract, same being on the northerly line of a called 50.92 acre tract of land described in a deed to Bryan Lee Brown and Tori Renee Brown, as recorded in Instrument No. 20181115001413260 of the Official Public Records of Collin County, Texas; THENCE North 88°57'31" West, along the southerly line of said 192.50 acre tract and the northerly line of said 50.92 acre tract, a distance of 821.17 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for an ell corner of said 192.50 acre tract; THENCE South 00°27'46" West, continuing along the southerly line of said 192.50 acre tract, a distance of 37.76 feet to a 1/2 inch iron rod with plastic cap stamped "Metroplex RPLS 3689" found for a southeast corner of said 192.50 acre tract; THENCE North 88°52'39" West, continuing along the southerly line of said 192.50 acre tract, a distance of 360.18 feet to the southwest corner of said 192.50 acre tract, same being in the meanders of the East Fork of the Trinity River; THENCE along the westerly line of said 192.50 acre tract and the meanders of the East Fork of the Trinity River, the following courses and distances: North 18°33'49" West, a distance of 37.40 feet to a point for corner; North 51 °56'45" West, a distance of 46.74 feet to a point for corner; South 88'12'32" West, a distance of 255.64 feet to a point for corner; South 53°43'07" West, a distance of 118.33 feet to a point for corner; North 86'29'16" West, a distance of 52.73 feet to a point for corner; North 56°48'47" West, a distance of 41.44 feet to a point for corner; North 30057" 9" West, a distance of 209.46 feet to a point for comer; North 18°36'40" West, a distance of 87.13 feet to a point for corner; North 05'16'02" West, a distance of 50.25 feet to a point for corner; North 17'21'18" East, a distance of 53.30 feet to a point for corner; North 49°29'38" East, a distance of 151.36 feet to a point for corner; South 88'17'55" East, a distance of 56.37 feet to a point for corner; South 53°40'30" East, a distance of 158.58 feet to a point for corner; South 78'11'32" East, a distance of 93.43 feet to a point for corner; North 78°30'47" East, a distance of 69.23 feet to a point for corner; North 51 °35'54" East, a distance of 62.45 feet to a point for corner; North 22°36'23" East, a distance of 52.33 feet to a point for corner; North 23'13'30" West, a distance of 51.72 feet to a point for corner; North 67°56'56" West, a distance of 222.92 feet to a point for comer; North 37°28'49" West, a distance of 54.90 feet to a point for corner; North 15°36'39" East, a distance of 64.24 feet to a point for corner; North 72016'55" East, a distance of 46.16 feet to a point for corner; North 24048'35" East, a distance of 79.66 feet to a point for corner; North 00040'44" West, a distance of 173.91 feet to a point for comer; North 09005'03" West, a distance of 117.20 feet to a point for comer; North 05'16'09" East, a distance of 114.95 feet to a point for corner; North 62'57'13" East, a distance of 13.32 feet to a point for corner; North 03058'52" West, a distance of 27.84 feet to a point for corner; North 61'00'18" West, a distance of 71.20 feet to a point for corner; South 77°47'51" West, a distance of 49.68 feet to a point for corner; South 38023'00" West, a distance of 81.14 feet to a point for corner; South 58042'44" West, a distance of 135.79 feet to a point for corner; South 85°52'59" West, a distance of 33.73 feet to a point for corner; North 37°49'28" West, a distance of 106.02 feet to a point for comer; South 87°20'09" West, a distance of 53.35 feet to a point for corner; North 41 °01'42" West, a distance of 29.14 feet to a point for corner; North 15024'28" West, a distance of 188.88 feet to a point for comer; North 12°58'57" East, a distance of 87.22 feet to a point for corner; North 41031'15" East, a distance of 154.10 feet to a point for corner; North 12°59'53" West, a distance of 308.06 feet to a point for comer; North 54*50'19" West, a distance of 19.23 feet to a point for corner; THENCE departing the meanders of the East Fork of the Trinity River, continuing along the westerly line of said 192.50 acre tract and the along the meanders of a small branch, the following courses and distances: North 39022'46" East, a distance of 106.17 feet to a point for corner; North 83°1 TOY East, a distance of 193.12 feet to a point for corner; North 25°59'59" East, a distance of 35.85 feet to a point for corner; North 07012'47" East, a distance of 65.75 feet to a point for corner; North 26°42'38" West, a distance of 97.02 feet to a point for corner; North 34038'14" East, a distance of 34.70 feet to a point for corner; North 06°45'33" West, a distance of 13.52 feet to a point for corner; North 45°12'46" West, a distance of 27.57 feet to a point for corner; North 04°24'23" West, a distance of 20.14 feet to a point for corner; North 40°46'43" East, a distance of 43.45 feet to a point for corner; North 14'18'42" East, a distance of 19.67 feet to a point for corner; North 26019'30" West, a distance of 85.42 feet to a point for corner; North 10'42'35" West, a distance of 22.00 feet to a point for corner; North 01 °40'07" East, a distance of 28.06 feet to a point for corner; North 18°08'52" East, a distance of 15.57 feet to a point for corner; South 88°28'31" East, a distance of 28.14 feet to a point for corner; South 37029'18" East, a distance of 55.50 feet to a point for corner; North 45°12'50" East, a distance of 78.34 feet to a point for corner; North 20°40'46" East, a distance of 39.55 feet to a point for corner; North 28°54'33" West, a distance of 45.55 feet to a point for corner; North 55004'53" West, a distance of 73.65 feet to a point for corner; North 76°29'44" West, a distance of 62.30 feet to a point for corner; North 31 °56'55" West, a distance of 42.98 feet to a point for corner; North 34°37'17" East, a distance of 35.12 feet to a point for corner; South 77012'20" East, a distance of 17.47 feet to a point for corner; South 44023'15" East, a distance of 37.02 feet to a point for corner; North 73°22'40" East, a distance of 20.75 feet to a point for corner; North 25016'08" East, a distance of 71.84 feet to a point for corner; North 69039'07" East, a distance of 26.32 feet to a point for corner; North 35'04'13" East, a distance of 18.62 feet to a point for corner; North 18008'17" West, a distance of 59.18 feet to a point for corner; North 26°57'25" East, a distance of 30.65 feet to a point for corner; North 72°07'04" East, a distance of 17.13 feet to a point for corner; South 75°41'09" East, a distance of 35.03 feet to a point for corner; North 88013'19" East, a distance of 27.26 feet to a point for corner; North 18054'16" East, a distance of 62.23 feet to a point for corner; North 30°01'27" West, a distance of 65.30 feet to a point for corner; North 48015'58" East, a distance of 38.73 feet to a point for corner; North 18019'38" East, a distance of 40.53 feet to a point for corner; North 52°21'48" East, a distance of 50.90 feet to a point for corner; South 84059'05" East, a distance of 38.08 feet to a point for corner; South 08031'05" East, a distance of 41.98 feet to a point for corner; South 80046'24" East, a distance of 19.97 feet to a point for corner; North 63037'22" East, a distance of 69.27 feet to a point for corner; North 38020'01" East, a distance of 58.38 feet to a point for corner; North 72°42'38" East, a distance of 60.72 feet to a point for corner; South 10028'46" East, a distance of 20.70 feet to a point for corner; South 48027'16" West, a distance of 22.03 feet to a point for corner; South 03050'33" East, a distance of 36.62 feet to a point for corner; South 82003'56" East, a distance of 38.89 feet to a point for corner; South 22028'11" East, a distance of 52.32 feet to a point for corner; North 82050'30" East, a distance of 33.41 feet to a point for corner; South 61 °06'21" East, a distance of 22.80 feet to a point for corner; South 34°05'06" East, a distance of 20.86 feet to a point for corner; South 06°36'20" West, a distance of 36.84 feet to a point for corner; North 89°46'28" East, a distance of 50.48 feet to a point for corner; North 32°09'46" East, a distance of 43.30 feet to a point for corner; North 86°33'06" East, a distance of 16.09 feet to a point for corner; South 59°06'29" East, a distance of 43.15 feet to a point for corner; North 34°03'05" East, a distance of 66.70 feet to a point for corner; North 24°01'47" East, a distance of 49.56 feet to a point for corner; North 86'09'13" East, a distance of 112.44 feet to a point for corner; South 57°50'37" East, a distance of 33.63 feet to a point for corner; THENCE North 01 °49'43" East, departing the meanders of said small branch and continuing along the westerly line of said 192.50 acre tract, a distance of 124.35 feet to a 1/2 inch iron rod with plastic cap stamped "RPLS 4709" found for the southernmost southeast corner aforesaid 187.62 acre tract; THENCE North 88°41'50" West, departing the westerly line of said 192.50 acre tract, along the southerly line of said 187.62 acre tract and crossing County Road No. 210, a variable width right of way, a distance of 1,345.68 feet to the southwest corner of said 187.62 acre tract, same being in the meanders of the East Fork of the Trinity River; THENCE along the westerly line of said 187.62 acre tract and said meanders of the East Fork of the Trinity River, the following courses and distances: North 22°38'37" West, a distance of 269.84 feet to a point for comer; North 09'53'16" East, a distance of 98.56 feet to a point for corner; North 77°34'56" East, a distance of 196.81 feet to a point for corner; North 02'13'00" West, a distance of 77.82 feet to a point for corner; North 20°08'30" East, a distance of 213.55 feet to a point for corner; North 62°52'29" East, a distance of 218.73 feet to a point for corner; North 00°46'50" West, a distance of 61.19 feet to a point for corner; North 34019'31" West, a distance of 222.90 feet to a point for comer; North 28008'09" West, a distance of 149.58 feet to a point for comer; North 15053'51" West, a distance of 217.59 feet to a point for comer; North 03°12'11" West, a distance of 52.30 feet to the westernmost northwest corner of said 187.62 acre tract, same being on the southerly line of East Fork Estates, according to the plat thereof recorded in Cabinet C, Page 206 of the Plat Records of Collin County, Texas; THENCE South 88056'18" East, departing said meanders, along the northerly line of said 187.62 acre tract and the southerly line of said East Fork Estates, passing at a distance of 54.66 feet a 1/2 inch iron pipe found for corner, and continuing along the same course, for a total distance of 1,775.13 feet to a 1/2 inch iron rod with plastic cap stamped "RPLS 4709" found for an ell comer of said 187.62 acre tract; THENCE North 02039'53" East, departing the southerly line of said East Fork Estates, along the westerly line of said 187.62 acre tract and crossing aforesaid Lot 8, passing at a distance of 449.35 feet a 1/2 inch iron rod with plastic cap stamped RPLS 5686" found on the southerly line of a 60 foot wide Road and Utility Easement recorded in Cabinet C, Page 206 of the Plat Records of Collin County, Texas, and continuing along the same course, for a total distance of 479.35 feet to a northwest corner of said 187.62 acre tract, same being on the northerly line of said Lot 8, the southerly line of Lot 22 of said East Fork Estates; THENCE South 88009'27" East, along the northerly line of said 187.62 acre tract, the northerly line of said Lot 8, the northerly line of aforesaid Lot 7, the southerly line of said Lot 22 and the southerly line of Lot 21 of said East Fork Estates, a distance of 396.22 feet to the northeast corner of said Lot 7, common to the northwest corner of aforesaid Lot 6, from which, a mag nail with shiner found for witness bears South 80°48' West, 0.29 feet; THENCE North 67°37'28" East, along the northwesterly line of said 187.62 acre tract, the northwesterly line of said Lot 6, and the southeasterly line of said Lot 21, a distance of 72.10 feet to a point for corner, from which, a 1/2 inch iron rod found for witness bears North 79*18' East, 0.56 feet; THENCE North 33003'40" East, continuing along the northwesterly line of said 187.62 acre tract, the northwesterly line of said Lot 6, and the southeasterly line of said Lot 21, a distance of 60.00 feet to a mag nail found for corner; THENCE North 00'27'10" East, along the westerly line of said 187.62 acre tract, the westerly line of said Lot 6 and the easterly line of said Lot 21, a distance of 136.90 feet to a northwest corner of said 187.62 acre tract, the northwest corner of said Lot 6, common to the southwest corner of Lot 5 of said East Fork Estates, from which, a 1/2 inch iron rod found for witness bears North 81'20' East, 0.57 feet; THENCE South 88°22'07" East, along the northerly line of said 187.62 acre tract, the northerly line of said Lot 6, and the southerly line of said 5, passing at a distance of 30.00 feet a 1/2 inch iron rod found for corner on the easterly line of said 60 foot wide Road and Utility Easement, and continuing along the same course, for a total distance of 381.99 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for the northeast corner of said Lot 6, common to the southeast corner of said Lot 5, and an ell corner of said 187.62 acre tract, from which, a 1/2 inch iron rod found for witness bears North 83*22' West, 0.94 feet and a 112 inch iron rod found for witness bears South 89'18' West, 1.80 feet; THENCE North 02°17'35" East, along the westerly line of said 187.62 acre tract and along the easterly line of said East Fork Estates, a distance of 344.92 feet to a 1/2 inch iron rod with plastic cap stamped "Metroplex RPLS 3689" found for corner; THENCE North 03°13'26" East, continuing along the westerly line of said 187.62 acre tract and along the easterly line of said East Fork Estates, a distance of 312.50 feet to a 1/2 inch iron rod with plastic cap stamped "Metroplex RPLS 3689" found for corner; THENCE North 02°50'31" East, continuing along the westerly line of said 187.62 acre tract and along the easterly line of said East Fork Estates, a distance of 451.70 feet to a 1/2 inch iron rod found for corner; THENCE North 03°08'55" East, continuing along the westerly line of said 187.62 acre tract and along the easterly line of said East Fork Estates, a distance of 278.52 feet to a 1/2 inch iron rod with plastic cap stamped "Metroplex RPLS 3689" found for corner; THENCE North 02°24'40" East, continuing along the westerly line of said 187.62 acre tract and along the easterly line of said East Fork Estates, a distance of 729.57 feet to the POINT OF BEGINNING and containing 748.676 acres (32,612,334 square feet) of land, more or less. TRACT 2 BEING a tract of land situated in the R. Phalen Survey, Abstract No. 694 and the J.M. Kincade Survey, Abstract No. 510, Collin County, Texas, and being all of a called 59.536 acre tract of land described in a deed to Annaland, Ltd., as recorded in Volume 5930, Page 1861 of the Deed Records of Collin County, Texas, and being more particularly described as follows: BEGINNING at the westernmost northwest corner of said 59.536 acre tract, common to the southwest corner of a called 3.988 acre tract of land described in a deed to MMD Wallace, LLC, as recorded in Instrument No. 20220325000481190 of the Official Public Records of Collin County, Texas, being on the easterly right of way line of F.M. Highway 455, an 80 foot wide right of way, from which, a 1/2 inch iron rod found for witness bears North 89*08' West, 0.30 feet; THENCE South 88°34'25" East, departing the easterly right of way line of said F.M. Highway 455, along the northerly line of said 59.536 acre tract, the southerly line of said 3.988 acre tract, and the southerly line of a called 1.00 acre tract of land described in a deed to Mary C. Rollins, as recorded in Instrument No. 20090519000609560 of the Official Public Records of Collin County, Texas, a distance of 664.53 feet to a 6 inch wooden post found for an ell corner of said 59.536 acre tract, common to the southeast corner of a called 1.00 acre tract of land described in a deed to Mary C. Rollins, as recorded in Instrument No. 20090519000609560 of the Official Public Records of Collin County, Texas; THENCE North 02032'31" East, along the westerly line of said 59.536 acre tract and the easterly line of said 1.00 acre tract, a distance of 308.62 feet to a 1/2 inch iron rod with plastic cap stamped "Metroplex 3689" found for the northernmost northwest corner of said 59.536 acre tract, common to the northeast corner of said 1.00 acre tract, being on the southerly right of way line of County Road No. 288, a variable width right of way, no record found; THENCE South 88*45'13" East, along the northerly line of said 59.536 acre tract and the southerly right of way line of said County Road No. 288, a distance of 511.72 feet to a point for corner, from which, a 1/2 inch bent iron rod found for witness bears South 01 °52" East, 0.64 feet; THENCE North 85°54'47" East, continuing along the northerly line of said 59.536 acre tract and the southerly right of way line of said County Road No. 288, a distance of 200.00 feet to a 1/2 inch iron rod found for corner; THENCE North 89021'31" East, continuing along the northerly line of said 59.536 acre tract and the southerly right of way line of said County Road No. 288, a distance of 660.45 feet to a 1/2 inch iron rod found for the northeast corner of said 59.536 acre tract, common to the northwest corner of a called 17.229 acre tract of land described in a deed to Gero Atilla Temesvary and Kristin Rae Temesvary, as recorded in Instrument No. 20200123000098610 of the Official Public Records of Collin County, Texas; THENCE South 00°46'45" East, departing the southerly right of way line of said County Road No. 288, along the easterly line of said 59.536 acre tract and the westerly line of said 17.229 acre tract, a distance of 463.90 feet to a 1/2 inch iron rod found for corner; THENCE South 15057'46" East, continuing along the easterly line of said 59.536 acre tract and the westerly line of said 17.229 acre tract, a distance of 526.58 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for the northernmost southeast corner of said 59.536 acre tract; THENCE along the southerly line of said 59.536 acre tract, the following courses and distances: North 88°28'51" West, a distance of 321.99 feet to a 1/2 inch iron rod found for corner; North 89°27'46" West, a distance of 189.98 feet to a 1/2 inch iron rod with plastic cap stamped "Metroplex 3689" found for corner; North 88°09'30" West, a distance of 279.41 feet to a 1/2 inch iron rod found for corner; North 83°59'34" West, a distance of 198.41 feet to a 1/2 inch iron rod found for corner; North 89°37'20" West, a distance of 130.06 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for an ell corner of said 59.536 acre tract; THENCE South 01 °15'52" West, along the easterly line of said 59.536 acre tract, a distance of 833.23 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set for the southernmost southeast corner of said 59.536 acre tract; THENCE North 88'32'11" West, along the southerly line of said 59.536 acre tract, a distance of 131.97 feet to a point for corner on the northerly right of way line of aforesaid F.M. Highway 455, and at the beginning of a non -tangent curve to the left with a radius of 803.94 feet, a central angle of 24'19'02", and a chord bearing and distance of North 77'12'09" West, 338.65 feet, from which, a 1/2 inch iron rod with plastic cap stamped "Metroplex 3689" found for witness bears North 87°29' East, 0.75 feet; THENCE in a northwesterly direction along the southerly line of said 59.536 acre tract and the northerly right of way line of said F.M. Highway 455, with said non -tangent curve to the left, an arc distance of 341.21 feet to a 1/2 inch iron rod found for corner; THENCE North 89°21'41" West, continuing along the southerly line of said 59.536 acre tract and the northerly right of way line of said F.M. Highway 455, a distance of 374.40 feet to a 5/8 inch iron rod with plastic cap stamped "KHA" set at the beginning of a tangent curve to the right with a radius of 278.31 feet, a central angle of 92'10'00", and a chord bearing and distance of North 43'16'41" West, 400.96 feet; THENCE in a northwesterly direction along the curving southwesterly line of said 59.536 acre tract and the curving northeasterly right of way line of said F.M. Highway 455, with said tangent curve to the right, an arc distance of 447.69 feet to a point for corner, from which, a 1/2 inch iron rod found for witness bears South 24°42' East, 0.39 feet; THENCE North 02'48'19" East, along the westerly line of said 59.536 acre tract and the easterly right of way line of said F.M. Highway 455, a distance of 483.88 feet to a point for comer, from which, a 1/2 inch iron rod laid over found for witness bears South 65'15' West, 0.24 feet; THENCE North 02'17'19" East, continuing along the westerly line of said 59.536 acre tract and the easterly right of way line of said F.M. Highway 455, a distance of 524.50 feet to a 1/2 inch iron rod found for corner; THENCE North 02'13'19" East, continuing along the westerly line of said 59.536 acre tract and the easterly right of way line of said F.M. Highway 455, a distance of 78.15 feet to the POINT OF BEGINNING and containing 59.545 acres (2,593,774 square feet) of land, more or less. Exhibit B Depiction of the Property M. CW 11 La DEPICTION OF PROPERTY Oak Ridge Collin County, Texas >)) Horn illy Exhibit C Illustrative Layout -mu 0 •® m c c a a 0 i v E E v E O o C u 00 v 3 .o o c �� a r * E o v v c ° �a =O a LL ['n @ C Ln O CO v c c (U N a a)t!1 E _0 vi Z <t c v J O Q —^ c N i i tT...,� J .� mu c R o - O ti r� Exhibit D Development Standards EXHIRIT n DEVELOPMENT REGULATIONS FOR OAK RIDGE The permitted uses and standards for development of the Property shall be in accordance with the Single - Family Residential District (SF-10.5), 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), Local Commercial District (C-1), and Regional Commercial District (C-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. 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. 3. 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 Agreement, the Development Agreement shall control. 4. Allowable land uses are identified on Exhibit A — "Zoning District Map" of the Development Standards. 5. Maximum number of residential units (combined total of SF-10.5, SF-8.4, SF-7.2, SF-6.0, and MD): 3,000 units. A. Maximum number of Single -Family and MD units 100% i. Maximum number of MD units 20% ii. Maximum number of SF-6.0 units 45% iii. Minimum number of SF-7.2 units 15% iv. Minimum number of SF-8.4 units 10% V. Minimum number of SF-10.5 units 5% Lot sizes may be mixed within each area to provide additional options and character to the project. 6. Fencing: A. All fences backing or siding onto Cowan Road and FM 455 shall be solid masonry construction. B. All fences backing or siding on to creek corridors (greenbelts), linear park areas, pocket parks, or open space areas shall be ornamental metal fences, such as wrought iron or tubular steel. C. All wood privacy fencing between residences shall be at least six feet in height. D. Wood fencing shall be stained and sealed. Plastic and chain link fencing is prohibited. E. All fences backing or siding to common areas and the project perimeter shall be uniform wood (board on board) construction measuring at least six feet in height. F. Allowable fencing materials are further identified on Exhibit C — "Fence Exhibit" of these Development Standards. 7. A minimum 20-foot-wide common area tract to be owned and maintained by the homeowners' association will be required along both sides of Cowan Road and FM 455 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 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. 8. 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 Exhibit J; 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 2 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. 9, 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. The Developer will receive credit against Park Development and Park Dedication Fees for these areas as set forth in the Development Agreement. 10. Infrastructure Improvements: As shown on the Illustrative Layout, Cowan Road shall be dedicated with a 120' R.O.W. as a 6-lane divided principal arterial; FM 455 shall be dedicated with a 120' R.O.W. as a 6-lane divided principal arterial; Trinity Falls Parkway south of Cowan Road shall be dedicated with a 120' R.O.W. as a 6-lane divided principal arterial. Where adjacent to property owned by others, Oak Ridge will dedicate 60' of the total 120'. When development occurs adjacent to Trinity Falls Parkway and Cowan Road, 4 lanes of the ultimate 6 lane arterial will be constructed. The city shall construct the final two lanes when traffic warrants. FM 455 pavement expansion will be constructed by TxDOT. The realignment of FM 455 is under consideration by TxDOT and could alter these requirements; revisions, if any, to the alignments wi 11 be addressed in the Concept Plan. ARTICLE 9.02 SUBDIVISION REGULATIONS 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 5 feet (2) Construction standards for sidewalks shall be as set forth in the City's design standards. (3) Concrete trail widths vary and generally follow locations shown on Exhibit E. ARTICLE 9.03 DESIGN STANDARDS 1. Sec.2 Streets Table 2.1 GEOMETRIC DESIGN STANDARDS Design Principal Minor Minor Major Minor Local Element Arterial Arterial Arterial Collector Collector Divided Divided Undivided Undivided Undivided Number of 6 4 4 4 2 2 Traffic Lanes Maximum 12 12 12 11 ll+ 15 Lane Width Feet Minimum RW 120 90 80 80 60 50 Width Feet Design Speed 45 40 40 40 35 25 (MPH) Stopping Sight 400 325 325 325 325 325 distance Feet Median Width 16 14 14 - _ _ ** (Feet) Minimum 6 Lateral Clearance (feet) Parking No No No No Com. Some / Res. Yes Permitted Res. Yes Minimum 1200 850 850 Com.700 Com.500 Res.200 Horizontal Centerline Res. 600 Res. 350 Elbow 50' Curvature Feet + nri.rrm � �vna-yr-vvHI nZ%4U1xG1nE1'NIN FUK MAIN; HIGHWAY AND/OR THE PROVISION OF RIGHT TURN LANES OR OTHER INTERSECITON IMPROVEMENTS MAY EXCEED THIS MINIMUM RW STANDARDS. ** LARGER MEDIANS MAY BE REQUIRED TO PROVDE FOR MULTIPLE TURN LANES. *** LOCAL RESIDENTIAL CUL-DE-SACS SHALL HAVE A MINIMUM RW RADIUS OF FIFTY FEET (50'). ARTICLE 9.04 ZONING ORDINANCE 1. Sec. 9.04.013 Single -Family Residential (SF-10.5) District Table 7: Single -Family Residential (SF-10.5) District Dimensional Standards Single -Family Residential SF-10.5 District Dimensional Standards Lot Re uirements A Lot Area min. 10,500 square feet' B Lot Width min. 80 feet C Lot Depth min. 120 feet' D Lot Coverage max. 60%' Setback Requirements E Front Yard min. 20 feet F Rear Yard min. 20 feet 2 G Side Yard min. 5 feet H Comer Side Yard min.) 15 feet Building Re uirements I Building Height max.) 135 feet Additional Applicable Requirements within the Zoning Ordinance Sec. 9.04.041 — Dimensional Regulations See. 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 ' For lots located in cul-de-sacs or at knuckles, lot depth shall be reduced to 100 feet, and lot coverage shall be increased to 65%. 2 Covered, non -enclosed patios may encroach up to 8'. 2. 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 Re uirements A Lot Area min. 8,400 square feet B Lot Width min. 70 feet C Lot Depth min. 120 feet D Lot Coverage max. 65%' Setback Requirements E Front Yard min. 20 feet F Rear Yard min. 20 feet Z G Side Yard min. 5 feet H Corner Side Yard min.) 15 feet Building Requirements I Building Height max.) 1 35 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 For lots located in cul-de-sacs or at knuckles, lot depth shall be reduced to 100 feet, and lot coverage shall be increased to 70%. 2 Covered, non -enclosed patios may encroachup to 8'. 3. 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 Re uirements A Lot Area min. 7,200 square feet B Lot Width min. 60 feet C Lot Depth min. 120 feet D Lot Coverage max.) 60% Setback Requirements E Front Yard min) 20 feet F Rear Yard min. 20 feet Z G Side Yard min. 5 feet H Corner Side Yard min.) 15 feet Building Requirements I Building Height max. 35 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 Sec. 9.04.047 Sec. 9.04.048 Sec. 0.04.049 — Screening and Fencing — Outdoor Lighting — Trash — Performance Standards ' For lots located in cul-de-sacs or at knuckles, lot depth shall be reduced to 100 feet, and lot coverage shall be increased to 70%. Z Covered, non -enclosed patios may encroach up to 8'. 4. 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 Re uirements A Lot Area min. 6,000 square feet B Lot Width min. 50 feet C Lot Depth min.) 120 feet t D Lot Coverage max. 65% 1 Setback Re uirements E Front Yard min. 20 feet F Rear Yard min. 20 feet 2 G Side Yard min. 5 feet H Corner Side Yard min.) 15 feet Building Requirements I Building Height max. 35 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 Sec. 9.04.047 Sec. 9.04.048 Sec. 0.04.049 — Screening and Fencing — Outdoor Lighting — Trash — Perfonnance Standards For lots located in cul-de-sacs or at knuckles, lot depth shall be reduced to 100 feet, and lot coverage shall be increased to 70%. 2 Covered, non -enclosed patios may encroach up to 8'. 5. 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 Horne Dimensional Standards Lot Re uirements A Lot Area min. 4,400 square feet B Lot Width min. 25 feet C Lot Depth min.) 80 feet D Lot Coverage max. 70% Setback Re uirements E Front Yard min. 20 feet Front Entry) 10 feet (Rear Entry) F Rear Yard (min.)' 10 feet (Front Entry) 20 feet (Rear Entry) G Side Yard (min.) 5 feet or 1 foot / 9 feet split (minimum 10 feet between buildings) H Corner Side Yard min. 15 feet Building Requirements I Building Height max. 35 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 Mixed -Density Residential (MD) District Single -Family Attached Dimensional Standards Lot Re uirements A Lot Area min. 1,750 square feet per unit B Lot Width min.) 25 feet C Lot Depth min. 70 feet D Lot Coverage max. 70% Setback Re uirements E Front Yard min. 20 feet (Front Entry) 10 feet Rear Entry) F Rear Yard min. 3 10 feet (Front Entry) 20 feet (Rear Ent ) G Side Yard min. 5 feet H Corner Side Yard min. 15 feet Building Requirements I Building Height max. 35 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 m Mixed -Density Residential (MD) District Duplex Dimensional Standards Lot Re uirements A Lot Area min.) 2,000 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. 20 feet (Front Entry) 10 feet (Rear Entry) F Rear Yard (min.)' 10 feet Front Entry) 20 feet Rear Entry) G Side Yard min. 5 feet H Comer Side Yard min. 15 feet Building Requirements I Building Height max.) 1 35 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 ' Covered, non -enclosed patios may encroach up to 8'. Sec. 9.04.028 Use Table Table 19: Use Table Land Use SF- SF8.4 SF- SF- MD C-1 C-2 10.5 7.2 6.0 Radio, TV, or P P P P P P P Microwave Operations, Commercial 6. 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. 11 (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 A minimum of 85 percent masonry is required for the entire first floor. The front and sides of each First Floor elevation must be masonry, with only the rear to have other materials. Rear masonry is required on any house that backs to Cowan Road and FM 455. 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. 12 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. (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 (I8) feet. (10) Screening and Placement (A) Mcchanical 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) Nonresidential. Standards (1) Building .Articulation (A) Single- and multi -tenant buildings < 50,000 square feet i. All buildings shall utilize fagade 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 fagade plane of at least 18 inches deep and 4 feet wide. 13 iii. The height of those offsets is equal to the building's height at the location of the offset. (B) Single- and multi -tenant buildings 50,000 square feet and larger iv. All buildings shall utilize either facade 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. V. 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 facade plane of at least 18 inches deep and 4 feet wide, color variations, alternative building materials, or other architectural treatments. vi. 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 application. (2) Roof Treatment (A) 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 facade, or other appropriate architectural elements. (B) Parapet roof lines shall feature a well-defined cornice treatment or another similar element to visually cap each building elevation. (3) 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. (4) Elements. All buildings or developments shall be required to provide at least two of the following elements: (A) 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 facade. (B) All building elevations shall feature at least at least two facade offsets (recess or projection) five feet in depth for every 50 feet of horizontal length. 14 (C) All building elevations shall feature at least two distinct roof lines or a roof parapet with cornice design or similar element. (D) 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. (E) 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 fagade plane of at least 18 inches deep and 4 feet wide, color variations, alternative building materials, or other architectural treatments. 7. Section 9.04.044 Loading (d) Standards. (5) 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. 8. Section 9.04.045 Landscaping (f) Minimum Landscaping Requirements. (2) Parking Lots. (A) Landscape areas within parking lots shall be at least 162 square feet in size with approximate dimensions of 9 feet wide by 18 feet deep. 15 (4) Residential Development Table 27: Residential Planting Requirements Trees required per lot (Include front yard tree requirement) Canopy / Ornamental Minimum Trees Required in Front yard Canopy / Ornamental SF10.5 3/5 2/2 SF8.4 3/4 2/1 or113 SF7.2 2/4 2/1or1/3 SF6.0 2/3 1 /2 MD 1/2 1/1 Note: 1 Street tree shall count as 1 required front yard tree (h) Tree Preservation. (1) Trees located with the tree preservation areas identified on Exhibit D - "Tree Preservation" 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 {measured at four feet above base of the tree) 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. 16 ARTICLE 9.05 SIGN ORDINANCE Section 9.05.018 Detached Signs (c) 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 f SF MD CM General Allowed? Y Y N Permit Required? Y Y -- Number per entrance (max.) 2 2 -- Dimensions Sign Area (max.) 200 sf 200 sf -- Sign Height (max). 15 ft 15 ft --- Setbacks From ROW loft loft -- 17 Features Electronic Message Center N N -- Changeable Copy N N -- Channel Letters Y Y -- Internal Illumination N N -- External Illumination Y Y -- Halo Illumination Y Y -- Additional Information Key Y = yes, a permit is required or the feature is allowed I N = no/ not allowed I NR = the sign type or characteristic is allowed for nonresidential uses only I sf = square feet I ft = feet "-" = the standard does not apply Sign District Summary SF = SF-10.5 - SF-6.0 districts I CM = C-1 and C-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. These signs shall be located on an HOA lot. (ii) Subdivision entrances from a right-of-way greater than 60 feet shall require signage. Secondary entrance connecting to other neighborhoods may be 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. W ARTICLE 9.07 TREE PRESERVATION The tree preservation ordinance is not applicable to this development. The existing trees in the areas highlighted in green and blue on Exhibit D — "Tree Preservation" shall be preserved except those needing to be removed for public infrastructure or floodplain valley storage. This preservation along with all new plantings shall fulfill all requirements for mitigation. The remainder of the existing trees may be removed without penalty and are not subject to mitigation. 19 t5 ly, C) 21 E 0 In l.i x In Ll- ai cu Lj ly tJ Z�,Ak i5l LU ALI r-04 � y 4-J Y Y c Y U p °1 Q u `v p_ 04 ° Lra ClpJ Zo o O m O vY� T a`r 0 O Y m d �. Q1 i s 0-Y c ` m ai - H 0 3 Y Y E Y o a°_ o v o v s m u � Y -E 3 v o E 'ro > ;; c a >1 a ru c `o L^ 0- Q) v^ o c o C m m c Y o E a � n ami a ac E �, ai Y ^ m vi j O Q a u Z q v —° m m c f6 a w m as m c r c � c �I I O v n�i a s Y J L J I Z o N x r� a. 00 �° L L VO V w .Q % U d 75 � 7 7 C v i LL N p� O � v O C v c v m ti SSC Wj t - o tir I� m x w w U z w U r m x LU N W*E S POD � F PRESERVED CANOPY REMOVED CANOPY PRESERVED CANOPY IN FLOODPLAIN REMOVED CANOPY IN FLOODPLAIN — - - — PROPERTY BOUNDARY POD BOUNDARY 100YR FLOODPLAIN (PRE -DEVELOPMENT) 100YR FLOODPLAIN (POST -DEVELOPMENT) POD 5 COMMERCIAL I "o EXHIBIT D TREE PRESERVATION Oak Ridge Collin County, Texas Kiml )))Horn ::P,�..0 APri12025 -� , � 1az FUTURE 12" (BY OTHERS) „s i l` FUTURE 12' ' (BY OTHERS) mm 1 ' 1 fl E \ Pod 3 t I 1f , t 11 6 \ e r Q r NOTE: 1) LAND PLAN IS CONCEPTUAL IN NATURE & SUBJECT TO CHANGE. 2) WATER LINE SIZES AND LOCATIONS ARE IN GENERAL COMPLIANCE WITH THE CITY OF ANNA'S WATER MASTER PLAN DATED 3/23/2022 161. ' uwra 1 a or rlena 12' 12" Pod 5 ' 9 COMMERCIAL i ;,,i _ !jOD -f Pod 4 Pod 2 12" EXHIBIT E OAK RIDGE MAJOR WATER Oak Ridge Collin County, Texas Kim )))Horn April2025 FUTURE 12" (BY OTHERS) ,P a� O N N p FUTURE 12" w = (BY OTHERS) j �- 10 T LL m I55 1 f Pod 1 Pod 5 ' �I COMMERCIAL i i 1 I AwflR . uturo a or rtona r \i i Y, I ftm mm 2" Li i ��. Pod 3 NOTE: 1) ON -SITE WATER LINE SIZES SHALL BE 8" UNLESS LISTED OTHERWISE. 2) LAND PLAN IS CONCEPTUAL IN NATURE $ SUBJECT TO CHANGE. 3) WATER LINE SIZES AND LOCATIONS ARE IN GENERAL COMPLIANCE WITH THE CITY OF ANNA'S WATER MASTER PLAN DATED 3/2312022 EXHIBIT F OAK RIDGE ON -SITE WATER Oak Ridge Collin County, Texas Kimlep)Horn Apri12025 m• Pod 5 ` COMMERCIAL a o'o uture a or nena - w 0 1 'I Pod 2 i F 1101) I Pod 4 NOTE: 1) LAND PLAN IS CONCEPTUAL IN NATURE & SUBJECT TO CHANGE. 2) OFFSITE SANITARY SEWER SIZES AND LOCATIONS ARE IN GENERAL COMPLIANCE WITH THE CITY OF ANNA'S WASTEWATER MASTER PLAN, 3) CITY OF ANNA SHALL CONSTRUCT 54" IN THE EAST FORK OF THE TRINITY RIVER. DEVELOPER AND CITY SHALL WORK TOGETHER TO ENSURE 54" iS AVAILABLE AT TIME OF WEST SIDE DEVELOPMENT. EXHIBIT G OAK RIDGE MAJOR SEWER Oak Ridge Collin County, Texas NM*Horn O.......... . 0, J COMMERCIAL 10" I=ORf,E MAIfJ Pod r L,P 6� O 1� Ss NOTE: 1) ON -SITE SEWER LINE SIZES SHALL BE 8" UNLESS LISTED OTHERWISE. 2) LAND PLAN IS CONCEPTUAL IN NATURE & SUBJECT TO CHANGE. 2) OFFSITE SANITARY SEWER SIZES AND LOCATIONS ARE IN GENERAL COMPLIANCE WITH THE CITY OF ANNA'S WASTEWATER MASTER PLAN. EXHIBIT H OAK RIDGE ONSITE SEWER Oak Ridge Collin County, Texas Kimley »Horn April2025 �t00YR RMA ROWPLAIN 1 �rr—r 1MA PEMA ROOOPWN� i two FLOODPI-AIN / POST-OEYfl.OPMENT ROOOPWN / RECIPAIATOV� FLOODPUIN 11 RECLAMAPON� 1 1 100YR ROODPLAIN 1 PoST-OEYELOPMEN! 1 / RECLAMATION 10— FLOOOPLAIN P05T-DEVELOPMENT NOTE: 1) LAND PLAN IS CONCEPTUAL IN NATURE & SUBJECT TO CHANGE. 2) FM 455 ALIGNMENT IS CURRENTLY BEING ANALYZED BY TXDOT AND MAY BE MODIFIED IN THE FUTURE. 3) IMPROVEMENTS TO FM 455 SHALL BE CONSTRUCTED BY TXDOT. V_ �--- Pod 5 1 COMMERCIAL t Po'vl I at 1 t 1 t 11 1 f I f t ^_POD f / \ 1— FEMA ROOOPLAIN� 1 1 1 `1DaYQ FEMA ROWPW� EXHIBIT I ONSITE/OFFSITE ROADWAY & DRAINAGE Oak Ridge Collin County, Texas Kimlev)))Horn �rN„� �ni 2o2s Exhibit E Authorized Improvements and Budgeted Costs H 0 U 0 W I— W M m W C J LO O N M O -0 N AW: M M Ln CV Il O N 0 0 J I— O� �o N O` f — r- I— Ln 0 0 0 0 0 0 0 0 N co N 10 N 0 a Q —Ooo O c— r- N O` co It M d I-- d O 00 00 d Ln N 0 �- a M Q CD CO N 00 r— M O T— O N 0 Ln O O 0 Ln CD Zt :I- O N �— a N N Ln Ln M .o cV Ln Cn Ln r- 0 O O 0 � � a 0 d' M 110 O cn O O O N r-- co �LO N 0 � � a cv O c— c— x co CN x N x 00 co c— x M x LL Z = Q N cn U Q O O O O O N f ct Ln �o I-- Qo z LL LL LL LL LL p p LL LL V- N 0 cB d Q) a 7 U C O C a) @ F- O U z O Q Q Z Z V Q O O U W Ln w Q N m O ly N = a aLL 0 ~O O Z z J O Q z � O Z z W a a TC) i C) r U C w-, L C 0 U C 7 E E O U a _E L C @ C O E 0 C @ U c L 0 a) 0 a) 0) cn m 0 7 On C @ U g" a. V) O a Vf a E c'a O O a L 0 d @ T W co c jU- E E o a w @ CL Q V) o U a) O p U �x _ F- m d V v7 CD E oc 0 O C N � N 0 @ @ 0 0_ @ C cn (U L U op CL 00 o M v) a CV M 4 7 Ln c � 'V @ Q >_ E N 72 4 M CO N U OU E VV) o @ O tm CI Vi E @ a _@ o N � C V) @ � c n c0 O 3 V) C C O 'O C a L V) U U @ O O Q 0 V) a E .0 .L. —O @ m co 3 o aai E co V - (n N m U O N U U m a)o _ V) _Q C 0 00 — c °� 3 CN 0_ 000 O T a) Q' a @ @ - U V) 3 = o o o 7 U L U O) 0 E E _ @ f cu C @ C 7 a U E g a d a a) C O 0 a Co V) @ a @ 0 m .T o N n 0 V) 3 A N O V C aci m `n E E a c m 0 E •X a) n L > m 0 o E @ ~ a) L Uin O w a t c^ o aai E o w (A a) o 0 O O O C v rn > 0 m. c = O @ L O Lo C)C O V� C) C @ L O c E aci U w O E '" Q) O O 7 E ° Z+ @ In d .O U @ O O T Q U C Q U E y c V) O V) (A@ c E cn in y c@ 3 0- N -6 O o, °o m w E @ 'nCD U n � o X oF- v)m a O 0 =) 1 O N r,h @ 00 (n 0" r- e- M e- %r LC) %C t V) T O o p C -0 ry C C a) N � 0b0 c )Un a C E m cCa N a) O- ai ° aa)i o m cv T O_ CV V) w a O .0 2 C N O a O L E N 3 p n Vi T N m @ E M h V) @ @ c L_ R U m ac Ln @ a LO Ln _ o F LL Q r w 0l o e- — N ai U @ a V) C 7 n @ 7 V1 VI @ T :0 C a) a a) E 0 L 0 O F- O� 00 M r 00 M W a vi Y) 0 T a) of @ U vi a) CQ U O V) N Q a c @ C O 2 T a) E Ne 0 a m U a) L a O L V) U a O 0 L O) C @ O) E V) c 0 .N a) O N N N C M� V O r O O0 W O C7 - in M O O M r Ln r r O, N r 0 00 V r P O O m V O P P r P eo 0 0 00 P r r v �_ v �. m r P m m N M_ N M N N P 0 C M 00 O O 171 co 4' o r P P P M co O M N P r O 'O O r r M Ln Ln In N M "t d' P � N (V Ln r- �2 r O r CDP Q N P �C r N ODLf) O O CO O M N r N N r O V CO LO 00 N Ln P VT LA T vT P CO r EA O` Lj C EA Ln ER N 12 64 EA 6q P 64 M ,p 64 64 t» s4 vi �» 64 to N in R M O O r M O C O O O V P m M O O NM N V M N V V O Zq 64 r co O r- to O 64 N ct M O O P N r N m r 00 co P P r O M O P O O N Ln P O c0 10 N QO r O N N d- V r 00 r �}' O V �O O r M lY CO r W CO M M Ln O N m m O co N O 64 10 M N 69 64 r Ln r �- O CO 'D v V ER 64 64 EA to 64 m 69 64 P r M N !A b4 64 ER fA N to 64 r �O r r O O M O O P O M O O O O O O P V Ln N O r 10 r 69 n n O Q Ln O Ln R 64 f3 n 69 64 r N co r l7D r U-) O0 M N V P 00 P CO Ln P 00 Uf1 Ln � Ln M d' O ,, P 10 .- CO Ln P C' N r �O Ln 10 r N Q al I-- N Ln O0 P CO m �o N 't N O N (V N M N 00 00 O d' r N d' (fT r m p. Ln M Q Ln LO N M 64 O` M 10 V P N 64 Q. iA 64 64 64 r' 64 64 fA 64 64 fA Efl 10 to 64 (R N O 00 O M 0 0 P m O Ln O O O 0 0 0 c- Ln r P It N r Ln O V 64 co O P O O r 64 b4 vi 64 64 64 r M 10 M N O O m r r P c- O_ Cl N O lO CO r P 00 L'i Ln .O_ M O M M M O U CT 'o m c 0 M .p Q O O �o r N N c- M O Ln Ln N r V �O Cl! w P O; O O r d' M M (y Q Q Ln N 10 M V N CO M 1A 69 ER to 64 H-T 64 'd' b4 EA b4 Ln C2, O m co o v v o o M o Ln o 0 0 0 0 0 v c r N In r bq 64 VH 6 + 64 _o O O M O M r Ln M O O P V Ln O N M N O N Ln Ln O 00 M r �O P '7 Ln M a,O P 0 .O V CO Ln 10 M P P M M N 10 M 00 r CO r P N N P m M 64 P P m 10 64 Q d- M N M O V lll� N - d' M `0 CL b4 EA 69 64 4» b4 64 EA EA m bq 64 64 64 64 r N r P 'IT O r O O O 00 m 'O M O O Ln r P 10 m P .O m O r N M O M 00 m m 10 N N In O 64 O co 'cY �O M co N P N Ln Ln 7 P m V N r N P O ", O O O N r N r r V 10 .O M r P m V r V 00 N V d' P M N 00 Cl) O V m O P M P M N m d' Ln Ln V m m r r CN N 10 N r Ln Ln ^ V Q P O Ln N N r P N M N_ N IA V b4 N P 64 co N Q V m �t M m M V 69 CO N V d' N O N k fA b4 64 64 64 fR 64 64 fR V4 64 Ln 64 64 64 64 V? c� z Ln -Fj U z w °' z O Q D z Q w v w z m O w I-- z z co � J w� H Z Qz °21 LLJ Q O H r F- Q LLJ F- p w = U of JLU OQz ZUnX ~ a QOOw¢ W Z x O > w?`Ldp LLJ x Ln > Q N N WZn V) w � W O Nw x Q a Z U LLJJ LLJ a O O LU w 0 O NwZ w w NO N 0> O Q z z z w cn a~w LL 0 QDa wz ¢a O �¢ i U -- OO LL w LLJ ¢ a 0� cn Q ! O O> O ¢ V)0000 m Q z NO Fw- Jaa L. Q ��� x x x x x 0 O O p F- �n dw Q L n V UwU N O m (Q a. N r D O, Ol Cl) �.. Ln Q` M pp O O - lb Q O` 'o Ln p lc Q` 00 LO C co (N M Q C n i - O ,p 6n N 60 LO O` O 10 r 10 M n cl Ic Lr) D c-- I N Cl) Q D` N 10 00 Q ll cl O. CL O r <t ry N ti 64 �- r V M IN 00 <Y 00 f`M Ol N N Q N O c7 O N M O. LO Q (V d' Ln N N N 10 M o bq .O O I, M Ln r O` N N O LO Q N N d p Q 'O 00 ,p N r LO i f 64 Ol LO Ln O` n 00 V r Ln Lf1 N v cN 10 Cl) Q 10 Ln O 00 10 (N M 10 Q N 116 r p n �O O Ln c 0 N L` r- O 'O M p Ln O n Q Ln D` ocQ. ry N N N CN (H ER ELT ul f/4 W a F- V) 0 U 00 Q D N W U U I J J m 0 m w D a a aLLJ � o 0 C� E� 0 F :�i I o a 1 1 H r a ❑ a ❑ O a o 0 a a U z 4 z z a p Q o a U- U O ~ VI z U O U �J w k- w Z (� W Q N m o m > U ° o a o z U_ d J O m a Q m z p M w 4' U U a i m > m i m Q Y O U W U mm p? Fti U O � e � U c a O Y � ¢ 2 W m _ � g 4 U 1 Q LQ S � r r 0 8 0 � j a ¢ ti a O h o 4 � ti 2 O S Q Q o - O 0 O _ m C 4 j a 0 0 52 rvS a O n o 00 o p 2 J a 0 Q 0 N c 4 � z a S o � ti 0 0 d 2 j a W g S o 4 J ~ j U a U a } U > U > V z w � z O w 2 W U O z = w Q O n > Q O o U Q O V i W U Z Z w m m 4 g U f7 w z z o C O d C z o 2' < w ? 4 z z K a ❑ r W z J U J a 00 0 Q O U U LL N Fw- 0 IQ O ry �i Q O m ti 25 0 25_ E g g o g o� 2S g m ti h O po 4 _ 2 O 0 8 S m 8 R O ti N ti 0 O S O h Z a 25 77 2255 EE Q O S O 0 0 4 0 � 2 0 o m ti n 0 N 0 0 4 0 0 0 O o 4 > ti ti 2 j 0 W o 0 0 a 0 8 0 0 0 8 0 S$ 0 0 8 0 8 o 8 c 8 o o o g ti J ti j w w w w w w w w w w N r N O V r N U W W N ✓� � w > r > a o z > 3 Z > N > > > ~ w x z a V z Z Z 2 w � � � x � ai �+' ❑ w r Z Z N O w Z S m m C C VI V, N O Z r a r s z>> x w O >>> a G in a r 3 3 3¢ a X r r X a 3 a >>¢ a a w>>>> O w z z> w 0 z z ❑ w Q m W O - ¢ - - w O V w V w r w r w r o m �^ z O r 0 T GI RImI; )l +1 7� :. ) < ° z \(( § < o § § u / K = y §(2\ 0 LLJ 0 § + 2 o § ) \ ƒ \ o L Q } .§! , ;;saa;;;aaa2aaa,a ( \ / [ „----- 00TI ,�__ § , I I I I ;;asaaa;gaaaaa;;; } \ \ `2§®§ ! CL - # g a.B!!@eaaaea@§s!! \\ -- 4 \ 5l55l,55!!!±l55!* / 62; m„ „ }}( /\\d\k&k:\9: z� / \\ ! � \ \\\ \\ \}\\\\\}\\\/ § e F O a O a O a ❑ a N ❑ O a V Z w o z Z LL U O D H in z U O U N W I— "� W Z m C7 W O m o_ O W x m Y > U ° o a z O — z U_ d J O a z z O W L U d' V a m O m O m O W W r Qy� 0. F ti T � u O U O Q � w m U d U � o g o- 0 - 0 g- g 0 g oIz g g' - o-I o o g 0 0 O j O 2255 P h O4 0 0 0 0 0 0 0 0 o ry ti d O � P 0 ti O po G > - 0 0 ti 2 J O 3 Ill 0_ 25 25 Q P 1 O M 0 pg � o o 0 0 0 0 0 a m 0 0 o ti S H O 4 a z a n ti 0 °o 2 0 tWi o ti j ti Z W W W W W W W W W W W W W W W W Nd d d d w a z U d p K W vWi o z Z j j � a � a � a w� a a J a¢ 3 p ti a a a a a a a a a m m m m u rt o w w o z o❑❑❑❑❑❑❑ z 3 a 3 a 3 a o w m w 3 w 3❑❑ w a "� a "� a w❑❑ x❑ x c� ° N F Vf C U U C U u U U u U u F 3 x 3 x 2 x x 2 x x x -- x x ❑ Z C7 w i= F❑ N z O d 6 F- O O - - - - - - O a C w w Z a N r O a � a y a N g' � O a a O a O Q y U Z o W b W z z Z Q 2 U p r H z U O O N W I— m W Z •� O WWc O a m O W = Y i U O O (x a o z U O m a z 0 O J W u u a is RI is R1 i 41 W � W ac w Et U U Et h 8 0*1 /\ Q ro U i ' Q W h U O � S � 4 U � Q h M N O ry Q � h O m G P oz j d b h • » d O v p N o - O O 2 C _ d h v w w �O y�i c 9i hb - a Q ~ r 2 o � m j N N d o M O 2 J b P ^ m h0 M Q ao _ o 2 j b - - � M N O r' Q Q 2 � v a 8� pry 88 8 8 8 8 8 8 0 8 8 8 8 8 8 8 88 8 8 p� OO h j 2 �o vyi o Oz r a W a w W yf w y1 a a a w w w a a a r w F � r z r z a a w W W a W < 7 Z d Q J a r Q O wR' V1 O R' C y� 'LA G 0 0 W d O •`�.• y y Q Z O Z 2 z tp i 3 w 2 X w 0 Z vri Z vri w w 2 �n W r W W y Z w W W w > O d UO z ul O H r w r U W W W w K =D �^ Z U_' W M U W M U z z O U' z K a (QY O a a R a w a w> w w v+ 0> a:Z 0w W a 2 a OU WoT�> d Q vri O O 7n N W H K ham- w O= O J l4 N M ti °4 O 2 d Oo ~ M Q Q Z j b 8 8 Q ry O Q d � n 2 0 N O Q 2 a o� 8 h hb Q O c o 2 I 8 8 Q Q 4 2 a 8 p O p 8 W U O O O Q h j h j w I U z w r z i z m z O n U W O M w r O w Z Z O p n O Oz U O rOr. Z O d r x 0 0 w O a Z p w W U l7 O Z n N ¢ W. O F 00 m a Qc� § g § § \ o § w z m �kw\ Aew= E#/§ b°ƒ§ § & � g m § & a / 0 � 2 b � �} � $\ � � ■} � �\\ !\\ � \(\ k& § :- [\ \ §; § 0 - o / � � 7 �� 2\ / §# § ,� y( \ §; § (\ \ \ ) !: ( \ Ln _ ) \ \\ \ \ \!§ § ul \ \ @:E \7 _ 2 o 5 \ \\\ \ e ] )§§ § \ \ }\kEj \ laaa § ( �8 \ #®k§ ■ \ \ IM ` ) uj 5 Ln � ,IT R. ) \§\ 6(- f u b / k / o w= a a. § ■ u § / \ \o Q ) IL \\� ( {} � |\ � &] � . � �\7 � !&\ \ � \(/ § 4(; ! 2 o \ as ; ; / �( § {( 2 ae; ) §°° 0 § § § ` < z , < - § \� k § ¥/g 2)Q Iq 7 }&\\/\\«§#2§}k\\ \ 2 [ ..__ „ .,..._,._. / , sa;aaa;;aaaaaasa a / [ § (( a aa@aaaalaaGla!! \ \ � } � 0 in ! w5))±&/ \ ` §\/)\/§\mot k § j e § H O 00 a 0 a 0 O a c � O a v O a LA O Q of ti C U Z d o z z Z O Q o 0 F LL U 0 7 z U O U N W Q (9 W o mo_2N he w X he� U LL O O (L - O z U o m } 0! a a a: z 0 Lil C U U a is m O is m O i m O W W U U r k ti � U _ � U c 0 ¢ Y+ W i � 2 � ~ O a U 1 8 8 8 N O - ti O ? ti ti 2 d h O O R > 2 d Q O O O M 0 0 O o 0 4 Z j d 0 0 0 0 0 w ti w w w w w w yr w n w w w w w w M 0 0 O o 0 0 0 0 4 > ti 2 J d N O ti h Q 0 4 0 0 0 0 0 2 d 0 N o m 2 0 8 8$$ S 8 oo 8. S. I 8 8 8 S Lo o ti 2 � r a o O ¢ a a w a m w � N O 0 W 2 w N ¢ ¢ F X W W o w 0 a w¢ o zz U J W w N > r r ¢ LL r S O O ¢ a F LL z w 0 ¢ 0 vU-i Oz X w w U Z Z a Z� d U LL O Z r U W r X ~ U W w 2fY J>¢¢ [C a O F- w¢ LL Z N H m x af- F x w O O ti 0 a O ti O ti 2 O a ti0 w O 4 2 O N ti 0 0 0 Oo h 2 J d 0 0 0 0 0 0 o O a � ti 2 d 0 0 ti w O ti 2 d 8 0 lV 0 � Z 2 O U 0 0 g = 'z ti jW U Z rW- Z � O J Z r O U O U vai O = Z H O Z O O W O r r r O F O O 4 0 x z F Z O z m w r N O O F r p b N O a o� a N ❑ a N 0 0. � O C Q C O Z W 0 2 z Z 0 Q � U W 7 Q' } f% ~ z U O U N W !— Q (g w O in 02 N m Ne Ne � U w C) c Q O d - O 'z v a zi O a a O J LL1 � U U a z is m W is m W U W j U U � I ti U U 2 W U m a U � Q J � ry H ti R ti Z j a $ 25 25 O » g b J ti Q p LL i j O 0 M 0 0 ti M o 0 O 2 a M ti O h 0 a � z j 0 O » 0 a 2 8 8 w $ 4 � j ti 2 w N U Q O VI a W F w z 7 o J Q � O W w � N_ _ uS 2 � � zz 6 j U a � N xF F W U O O u~ O cli r V O t� fV N N P O M cIt P N F. o cd � 4ppf 4 M C4 M a rn _ 0 25 25 n o 0 o°po o• VI n1 Q O a 25 c v ti O a Poi; a$"sg 0pp rv��a � gyp. 14 a N °o Q. N O 0 O a H $ o OZ v M O Y W W z W O U � ? ~ N z U z C7 z O U O H m N o O a z z Z CJ D z W � O O z w a ci J z O w W Q U O j w 7 a Q > w = 0 w W Z O ❑ K U C' J U w Z Z W ✓1 U O x w 3K F- OU N ul ❑ z (7 ZZ w N 0> w O = z (� z r z Q w p= g z v a g a �~g w> rn 1051RIO" a w o c.i 4 ai d o w d cn a u § E o J 4 k \§/d \�}� 2 § / j X 2 / � @ � : /% (\§ �. f\ � )\ O 2! Z � §\( � \ � ) ;- IQ \ IT 11 \ \ 2tml: § , §! } t\) � 0 ~ § - I § o J ( \ o Mq§q §=2G LLJ §\0 b°ƒ; k k o § g & a ) § § § CL }) �. � §\ � k) � � (ye ¥\y � !2® c § E ) � \\\ [ \ \/\\}\\\\\ \ ct »a4a§sa* ( \ ,5!!l:±:sa § 4\( 2 !Jk ! \ }/§ \ 2!! k k , ; _ s ) _ ) 0 k w /! f LL u o u / )qE® ace\ §\/) b°E§ k § / & 2 ( § I \� ()( �\ � )\ O \% Z /\\ � c=« � ) \\\ m 7;;§!§§\¥ # 8882 $ gct.0 k \ ((\\\\&\\ §\ZMC \ w § \0 0()(\(\;:) \ \ \/)) / 0 k 0 0 a 0 a O a O a O a H ~ Q O ° U Z O 2 O Q O O O P: LL U O H z U O m w W o m W a O < ir ° o a o z U a O m � a z U z w J m w m o a � 3 u (7 l m m m O O m O S U U H k F� Q �� lJ O � G U 0 C C OO V R z W m ti U g _ O � 2 m a U � S 0 o � ti 2 j O s O O 4 2 O 8 S Q O ti O O ti 2 j d O S O d ti 2 G ti O ti N 0 ti ti 0 ti o _ N 0 0 a� ti d S S S W U C Q j W = � 0 b R' W ~ O a V1 � � W� W O z w 3 W ti 2 Z w U N N a U a W N u n a 2 m n�. ) z § ( 0 \ LLJ o LLJ I#/g &°E; ■ § 2 g § § a ) § Ix § � }\ \\( {k � §\ O \) � i!a 3a � !4\ E \ � \(\ § � [ k / }\}!) `\ | � ZE (( \ \\ \ ( B j 0. \ \ \ :r\ - §:o )\\� -:=;«!K2/ \ \\\\\\\\\ ol J Q 0 a ❑ a OO a ❑ a po O a �i ti Ci Ci O O 2 Z 2 d O z F U Q Li H VI z O U W � m W VI N ~ ry Q LL �_ Z o W 2 m Y �E U a ¢ w a 0 Q z o_ a z a — 0 w m Q > z EL J W a p U 3 U' m m tiO m S m O S Ct U ti U o ro � 2 W U m All O_ O O O O O P � P H J Q O ti ti J U 0 w 0 0 0 0 0 0 ti �O h O O o 0 0 0 0 4 ti 2 O S S O O S o P N O ti O O O O n � ti 2 J U N O O o � o J O N M O ti ti 2 j G 0 ti o S O O N O O OO n > ti ti z Q U in ti 0 P 0 0 S o S o S o O _ 0 0 Oo 4 > S S 2 d S S S S S 8 S S O U S o S S 4 uS ti j ti a jQ V w O O O O O V a a a a a w w w w w a a a a a O = O O O O m Q U Z O O O O O O � a❑ z F F F- H F- � '� U X❑ z z O Z O z O Z O z O Q U lil 2 2 ❑ 7 7 ❑ O � Z W~ O O Z O O O O O w O Q O U K W21 2 21 2 H H S S e O p O �Q O ti 2 j G n 0 o 0 o a S w O h 0 o S o o S ti o 0 2 J d N ti O O O O O O O 2 G O O ti oo d m O w O 0 n > ti ti 2 j d O Q O 4 > ti o Q b O O pP °o n 2 j d S o g U og Q 8 o S � j ti x O Z D � w cu Z z = m J z= a F> T Z 0 3 a 3 W U x w? O w W z 0 R' (Y �' P2 V > > �' 7 ❑ U Z z VI ❑ 0 U 0 V a J 3 W a 0 0 m a w w z z a O F- N a H a O a Oo a a po a j h O u Ci ti f a vQ O Z Z O Z 2 Z U Q I LL O r V) } 2 F O U W m W F- N O m 0 Z N p LLl 2 d Y Lu U a0 W Q LL p 0 2 w o a z � IL O LLI Q a J w C o 7 d 3 n U > Co 0 > m o m a U V � v � E a U Q � W Q 2 W U m _ a U � o m N ti ti Z j O 0I o0 ti O h Oo 0 0 0 4 � 2 J d O h m O � R O a � 2 O 8 ti a M o a O a > F. 2 J d QQ ' ti o m O p N O a > ti 2 d ' 0 0 ti o c O Y Q a > ti ti 2 0 0 0 0 0 R ti J j O O O O a a O o w w z z 0 0 = _ r r M � ¢ Q N J w w J 3 w w w w U z U z U z U z z Z Z ti O O O O W a ci o 3 3 3 3 ck 0 O O ti � Z j d 0 O N O O o 0 a > ti 2 J d O O ti N Q a � z d IQ f O ~ M M ry o O O O a > � ti 2 J d 0 h O ti �+ N O a > ti 2 j d m o O N ti 2 J d S o W o a ti ti jw O O z z z z0 U w � 0� a Y O U w w a U w a U ? J a p J W 0 a W z o Z O ¢ ^ O U Z U 2 a 0 0 ZO O ti w U ❑ O in 0 4 z w E w U O W N O I f 0 0 0 0 0 0 0 0 0 m � P m O � - N N O d 0 0 0 0 o 0 0 0 O O 4 > ti 2 J d P O O p O O o o 0 0 m Y O O o: Q O 4 � ti z d 0 0 0 0 Q o 0 0 N ' Y O � N M O O O 4 � ti j b 0 0 o o cs o T d L6 4 n m O ri N O a > ti z a d m o o O 0 O 0 � 0 - N n O � N C) 0 4 > ti ti 2 b U O o o o a 0 o o o» 0 0 a 4 ti m O d O o 3 3 z � O Z U 2 a W w ❑ Z U V! a z 5 a w ,n U w z ¢ z w U ¢ z z z LL o o > a w 5 Z > z ? ] o vi w 2 s w a z a � > r w�� w w a in z❑ O O ¢ J t� w O O w¢ O F U z 3 Or ¢ a O ;- - co a r O O a O a O a O a 0 O a O 0 w ti Z � o z 2 O Z U Q � LL o r N } z O U W m ~ N o m W 2 W O 7 O < o z O a z g a — O W F" LY a > Z � a J W p a 3 m U i m O is m O i m O S U U � v ti pg, � E O i U ¢ � o m N W ¢ 2 w U m b 4 U 1 S ti O N ti 0 ti > ti ti 2 j b 0o I0 Q O O O 4 � o 0 0 2 j b S 8 8 Q m O O 4 4> ti Q O 8 Q � Q ti 2 J b O o O R > z d 0 0 0 0 N Q N °o 4 � ti 2 d S o o 8 0 0 W u Q ti j O O w 3 0 w a 3 w w U w w y(nj O Z w 7 G a ¢ m D 7 U_ OJ N uwi > w ¢ w z ¢ = ' � ZQ R Z O W R a U W � w o So 0 0 25 ¢ � a a O ti Y w ti O > ti ti 2 b o Q O h Oo o o o 4 > j b S 8 S S 8 N Q ti o O O 4 ti 2 J b aS S S 4 > ti o 0 ti 2 O e � m N �O 4 > z 0 8 S S ti °o 4 ti 2 b 8 8 8. 8 R ti 2 J ti j F F- 0 w = a w a a K w O O z x w � N v 7 W Q V O w z O w z z w c7 } w z = w w Im O O J N O 00 ° (\/ § !\> < § K �` ) 0 k ( u o ww�m cQ Z LLJ § § <� bA/§ k ( § w / » E (L }) /\( t\ O �\ ƒ\\ � o:= � � \ � \\\ § ) ( \21181.882 ) § � \ \\\ `\ 2 �\ \ mz \\ \ }\ j w y_ ) ( § § CL _ ! - ))2Fl k 0 - o j\\\\\\\ � / Exhibit F Major Sewer improvements 0 06 ,=_.. 1 I I o - i r--I Pod 1 �--- ` � �------- ; Pod 5 ti Commercial COMi.IERCIAL a1D I O � I olo _ I Ior ena w I � I l /, ♦ Pod 2 1 I , 1 JI r t , 1 , � 1 Pod 4 I� LEGEND a 1 I 1 � RJKJ _.. - POD BOUNDARY 1 — — — _ PROPERTY BOUNDARY POD 1 ZONE IS -SEWER LINE (BENE FITS PROJECT EAST OF TRINITY FALLS PARKWAY) POD 3 ZONE 21' SE'WER LINE (BENEFITS PROJECT WEST OF TRINITY FALLS PARKWAY) POD 3 ZONE 24- SEWER LINE (BENEFITS PROJECT WEST OF TRINITY FALLS PARK'JJAY) NOTE: 1) LAND PLAN IS CONCEPTUAL IN NATURE & SUBJECT TO CHANGE. 2) POD LINES ARE CONCEPTUAL IN NATURE & USED TO DERIVE QUANTITIES FOR MASTER INFRASTRUCTURE ONLY. 3) ALL SEWER LINES SHOWN ON THIS EXHIBIT ARE IMPACT FEE ELIGIBLE EXHIBIT F OAK RIDGE MAJOR SEWER Oak Ridge Collin County, Texas KimleylMorn May 2025 Exhibit G Major Water Improvements JSi FUTURE 12' I (BY OTHERS) 1 1 1 1 1 1 I 1 -1 Pod 1 I / Pod 5 1 Commercial___ — I 1 1 ulure a1Dr rang i I FUTURE 12" — (BY OTHERS) ._r Pod 3 I ' I ( � 1 1 t 1 s LEGEND _.. -. POD BOUNDARY PROPERTY BOUNDARY POD I MAJOR 12' WATER LINE POD I MAJOR 1V WATER LINE P002 MAJOR 12' WATER LINE POD 3 MAJOR 12' WATER LINE POD 4 MAIOR Ii WATER LINE NOTE: 1) WATER LINE SIZES WERE DERIVED FROM CITY OF ANNA'S MASTER WATER PLAN. 2) LAND PLAN IS CONCEPTUAL IN NATURE & SUBJECT TO CHANGE, 3) POD LINES ARE CONCEPTUAL IN NATURE & USED TO DERIVE QUANTITIES FOR MASTER INFRASTRUCTURE ONLY 4) ALL WATER LINES SHOWN ON THIS EXHIBIT ARE IMPACT FEE ELIGIBLE.. i :55 1 1 r�tic I s, Pod 2 ; 1 1 I 1 1 I 1 1 Pod 4 I 1 1 EXHIBIT G OAK RIDGE MAJOR WATER Oak Ridge Collin County, Texas KimleoMorn Exhibit H Major Roadway Improvements J I � 0 O o � T V ti C r � F O y _ fU1 N y N C C O1 � z a -j L.J T it r� Exhibit I Conceptual Amenity Depictions Mw L I V) z 0 u (2- LLJ C) LLJ LU u z 0 CD x LL) Exhibit J Trail and Open Space Improvements a w a c T C a�+ mQj - 3 Q a R O _T C 41 O E a v v rn u 1 v v`a J Exhibit K Form of Written Request to Levy Assessments The undersigned is an agent for OPP-Oak Ridge, LP ("Developer") and, pursuant to the Oak Ridge Development Agreement between the Developer and the City of Anna, Texas (the "City"), dated as of , 2025 (the "Agreement"), Developer hereby requests that the City levy Assessments upon property located in Phase #_ (the "Phase") to pay the PID Projects Cost and, if and when the Developer requests PID Bonds to be issued to pay (i) the costs of issuance of the associated series of PID Bonds (including funding any applicable reserves), (ii) the costs of capitalized interest attributable to said series of PID Bonds, if any, and (iii) any applicable PID formation costs. Unless otherwise defined, any capitalized terms used herein shall have the meanings ascribed to them in the Agreement. In connection with the above request, Developer acknowledges, agrees, represents and warrants to the City as follows: 1) The PID Projects to be financed have been or will be constructed according to the approved Development Standards imposed by the Agreement, including without limitation any applicable City Regulations. 2) The Developer is current on all taxes, assessments, fees and obligations to the City including without limitation payment of Assessments. 3) Developer is not in material default under the Agreement. 4) Attached hereto as Attachment I is an engineer's opinion of probable cost reflecting the improvements to be financed through the Assessments. 5) To the extent the Developer requests that the City issue PID Bonds, the Developer will not support the levy of Assessments or request the issuance of PID Bonds which do not meet the following standards set forth in Section 6.1 of the Development Agreement, and supporting material in connection with item (a), below, is set forth in the financial analysis attached hereto as Attachment I: (a) The overlapping tax rate on the Phase when taking into account the proposed Assessments and the current ad valorem tax rates for all taxing entities within the PID does not exceed the Maximum Total Overlapping Tax Rate. (b) The appraised value of the portion of the PID in the applicable Phase to the par amount of PID Bonds issued with respect to such Phase shall be confirmed by an Independent Appraisal unless such requirement is waived by the City its sole discretion. (c) If the applicable portion of PID Projects has not already been constructed and to the extent PID Bond Proceeds are insufficient to fund such Public Improvement Project Cost, the City may require the Developer to, at time of closing the PID Bonds, provide evidence of (a) available funds to the Developer or any corporate parent of the Developer and made available to the Developer, (b) 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 Lender for the purpose of development of the PID Projects, equal to or greater than the difference between the PID Projects Cost and the PID Bond Proceeds available to fund such PID Projects Cost or (c) 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 (a), (b) or (c) in the discretion of the Developer. 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. 6) The Developer understands and agrees that, if PID Bonds are being issued, it must enter into a continuing disclosure agreement in the form required by the Underwriter or by the purchasers of the PID Bonds, and Developer represents and warrants that Developer is currently in compliance with all past continuing disclosure obligations. OPP-OAK RIDGE, LP, a Texas limited partnership By: Name: Title: Exhibit L PID Financial Summary ++ u �L y � Z � Q E 4J � O Z CL W o E a M d '� O � a 0 Q 0 O � 4 � � O 00 a O O O O O O O O O O O O O O Ln Ln O Ln m m 00 N O m LD N 00 01 N 00 O N r- M LD m 00 rl 06 N rl w w m ct r, w c-i -�t N -i M. O O O O O O O O O O O O <0 w r� Ln O r� N cf N 00 d' LD -i v Ln Ln w m iD w m F Ln Ln N m LD an d N -+ m 00 I�t m -+ J: O O O O O O O O O O O O Ln O Ln Ln O Ln CY Ln cf m LD fV m t Ln Ln Lo r J: O O O O O O 0 0 0 0 0 0 m N 61 m O c-i (7 O CD Oi N cr Lfl m O m b 1© m N m m Ln N 00 r- m I-i w rl m r, lzzr N 00 N N O O O O O f LL I:T Ln LD n 00 L'I L.L. LL LL LL LL = VI Ln Ln VI VI Q O z v 00 C m t U O 41 U N 7 V) d' N O N \ O N Ln C O v Q O N O 0 v s T N 73 O a O CN C O C mm City of Anna, Texas For illustration purposes only Oak Ridge Public Improvement District PROJECT DEBT CAPACITYSUMMARY PID BONDS SOURCES OF FUNDS Estimated Par Amount of Bonds $ 188,191,000 Total Sources of Funds $ 188,191,000 USES OF FUNDS Project Fund (Bond Proceeds PID Projects) $ 156,671,972 Capitalized Interest Fund(1) - Debt Service Reserve Fund(2) 14,620,998 Financing Costs & Admin Fees(3) 16,898,030 Total Uses of Funds $ 188,191,000 Expected Value -to -Lien per Parcel at Bond Issuance(4) 1.22x Assumed Bond Interest Rate(s) 6.35% Average Annual Installment as Tax Rate Equivalent $1.3506 Less: TIRZ Adjustment as Tax Rate Equivalent(") ($0.2536) Net Average Annual Installment as Tax Rate Equivalent $1.0970 Term of Bonds 30 years City TIRZ Participation Rate as % of Tax Rate 50% Number of Benefited Units 2,112 PID Assessment per Benefited Unit $89,106 Project Funds per Benefited Unit $74,182 City PID Fee per SF Unit ($3,400) Net Project Funds per Benefited Unit $70,782 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. (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 5/21/2025 2 `0 O wm O-4 1l m 01 C ° E v o Lri m m o o I, m 1) x O m I- 00 V LD O M O Ln M m r" 01 O N 00' w N O 01 ~ J f\ O M c-1 0) � 01 qr I-i N of 00 N V) VY V1 J). V? V7• V} N LD In N w 01 ct O O M O N Ln to O m Ln 00 cY n LD rl C c E 1� Lri o v ni cri r� cv» ni o ° O O m >. O S 00 m 00 m Ol Ln N Ln rl -4 Q1 to O r lD cn m V N W Jo m 00 m c0 N c-1 O ^ r! N N t/} V} V} ih to V] lD .--1 rl N 1-4 00 01 m LO Ln C O W LO m O Cl L70 n LA M N V ° E o Ln LD v rZ LO V o v LD x LfO m S V 01 00 N O 00 V Ln 01 01 O O N to N Ln N L+1 J Ln C rn n CO N A LD O N a LD 00 O V' to (n O C O N n .--I N Lfl l0 T LO W n ti O mE N m N 4 r1 m Ln O eT M o fx0 > C S to r1 a m O r 00 � O Ln W Ln m O N 00 r1 N O) C N O ~ W O N lD OO r" N VF Ln V} Vf VT to t/T N t/? C O 0J L�i1 m N 'Y n LD Ct O E ° ° n m wO on �--� O1 m Ln x O > 'i S 00 N w lD N <D m LD 00 01 Ol O n O I-i m 01 V 01 J V C N Ln 00 LO N c-i N t/? ifl. to V1 VT in• tl? m m m r, N Ol 14 N 00 C OO N V N LO t\ V f\ LO O ° E r n a•i m Ln 01 Ln 00 LD r1 X o f0 T lD 2 Ln H 00 t\ Ln N m O 01 1l LD 00 Ln n W O r,' O 00 r a>i Try LD a ri V o n in rl rl V1 Vf i/T i/1' VT n V} N rn N N O lD LD to O O d' x 01 p V W LLn Om1 OLn a Lmn m rn Lp M Ln -! 0 N al m Pn I [V O O N I-- cc O 0 0 L--1 e-1 H rn O rn 11 t4 V1• V? VT V} V). V/ - C F- Ln N O N Ln m O m OD a 0. a a a1 m O 41 01 0) al 0) al m 131 01 0) C1 01 T Q1 01 W J b O O O O O O O O O O O O O O O O O O O O O O O O O O O O O O M '-1 H H H H H H- H H H -- H-- - H H H H I-1 H H H- a a0 lD M tD b H e-r O O h tD b n oo Vl N W m I-t o0 m m lD v m n m o _ - m w o m m O rlN n ID N et r e l-t N f` rel .-1 rt a m N o ID a v n m 00 po m N N v 6 V' m b m o Lo m cf lln- C' O O O m IO lD m rl.ti to N n b DL D I', I, I, a0 00 00 00 00 I, I, I, W N 00 CO 00 00 00 1� f� I� I� I� 00 N 00 00 00 I� W 1� I� I� C10 00 00 00 00 I'� I� 06 I� W 00 00 00 00 W I� W I� I'� 1, W 00 00 00 r, a0 N w _ i i11 to ul l!l ul In In l!1 Ill to In to V1 to M Ifl <n to N m Ln m lfi N <n Vl to l!1 II'1 M l0 Z Il J N N N N N N N N N N N N M N N N N N N N N N N N N N N N N N N .-1 I -I l-i e•l e•l rl 1-1 e-1 -1 a-1 r1 m n in w La b b b b ID w w w lD to b b b b lb b b to b b b b "nob Imow C O W M M M M M M M M M to of vl Vt v1 ul 4n +n I+e vl In N N N N N N N N N N M M M M M un wl Irl In of N N N N N M M M M M N u1 v1 vv�l N N N N N N M M M M M �1 u1 v1 1l'1 �+1 N N N N N M M M M M vtr�� u1 v1 tr1 u1 N N N N N y N p C, 0 0 0 C. 0 0 0 0 CO CI O O O C 0 0 0 0 0 CO In Ill to Ln to o m to Vn ✓1 M In o In M In to V1 to L, m m Vi m In ul N Ln Vl m O 0o m o0 0o eo 00 00 0o 0o 0 m m Dl Ol m O? m m m D; oo oo oo oo oo 01 m m m m m m o0 00 0o al 0� m Qrn m w o0 00 00 00 Ql m m 0i 00 oa oo ao 0o In lr a m m m In a �000g000gg�000000�ogoo 00000 m W m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m N - K U rV N N N N N N N N N N N N N' N N N N N N N N N N N N N N IN " r, v N m N tD lD In an m .1 .--I N 4 O N .-� r N r 'rW .-1 o Vr N O V1 m r� 00 N W N N O N m m O M N r-t V' o lD m 00 O N N 00 m N M m m �-i m t O I- r-1 r,ID N r` IliO - v m V r` In v m C' m lD V ID .-I lz c .-I o lr N rl rl vi VI wr� N N N N N N w N r� N r, N N N N N r- N N N m r- 00 N o6 N N r, w Q Q m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m N v v v v c v v v v v v v v v v v v v v �t v v v v v v v a v v m a -W-I Lr In Ln Ln In In In Ln to ui Ln Ln Ili m Ln Ln o vi Ili o m Ln to w to Ln Iri in ari Iri v V to v in yr 'a C e0 O > ID lD r` 00 m O10 .ti N M 'V' Ill O Ih o0 m O .-i rt N ci N 'i N M at Ln N N N N N tO r` 00 m O N N N N m y 1p Io ID IO 10 lD lD l0 IO In lz tD IO lD l0 to In l0 ID lD ID IO l0 ID t0 IO lD ID to y C O O O O O Q. Q.G O O G O O O O O O O O O O O O O O O O O O O w a In In In Ln to In In to In In M In In n In In In A to In In In vl In +n In In 1l In In M M M M M M M rn M M M M M M M M M M M M M M M M M M M M M M 0 O y H H H H I"1 H H H H H H H H H H H H H H H H- H H- H I-1 H H H o � � ti W In �} N m N 14 to to to Vl m I-1 '-1 N O N rl st n V v 00 N O l} N O m m lh N 00 t\ 00 N N O N m m O M N I m b m a0 O H N wIn N M m m rl m V of O r, M v m Q m lD V lD rr Q O I-t O Ill N n N F m m m m m m m m m m m m m m m m m m m m m m m m m m m m m m N J In o Ln 6 m m o to In m Ill' Lr Ili L'' W U1 m Yi Vi M In to 6 6 1n W In w to w ~ N 1.4 14 a q vi e4 ei 14 14 ei .-4 '-I H 'i rr. It � 4 ei ei eel l•l ei e••1 eel •i rl ei r4 d 14 iA 4f N O p N O r, r, v N In r, N In o I-t m l o n o N m ID 00 H m m ID In m b m ID > O S oD In O In o tel O ID M In m l0 n e-1 I-1 m V O N N o0 M N O m lD c� r, _ o .1 m o0 Vl m v ID r1 f\ r- O In M llID rl of 00 r-t llllzl� C o0 v S ID I-1 d• �^ Ln M N N N N N M M v In r o0 O N v r, m N tD 01 M r, rl ID '-1 ID N oo 00 >. rl oo m O .� N M v In O r` oo o. N M tD r` 00 o H m -o ID r,m o In vIn In In In In M o In In ID wb tD lD tD tD r\ r,r\ r . . n 00 'C C J W E rr Q IA. vt C f0 C n Ln m v tD m m , i r� m In 0) v ,o a o rn 06 tD M Doll m rn rn oo � C J C Q N N L C W N m r` N N O N lz tD l•i m v o m vl F y M o0 m O M oD m y In tVD m o0 t0 In rn O Ln 14 C -Soo p N O N In M O co u In m M m tD C ,..t N v In n O a a N N' N N N O O O O Irl O O O In In. C G In In In rlC m t\ m In r- N M oo o0 C M rlO m Ili Di ry v Lr Lr v .-+ ID o en m l-i od oo000bo a4i 0000 0000 n n r n ^O tn LD W IND Imn Ln m N m 0 m tD N o0 M n V' O o o ID M m r\ N .-t O O N .•i oo 1n m 00 o N N ry 'ITao v Hoo m N en m o b M tD N Ln Di oD N Di N N ID M tD Iri r, n 00 oo r, v O m n a0 r` v m H '-1 oo e-1 m n In m N 00 M N m l0 N m In O ri O O D O O m m m oo oo oo n n n H rl r-1 wi o g o O oo c o c o a 25 c 25 N v o0 r, ai w V N O m oo r` O O m v M M In 60 M O oo m .i In N N v oo m I t M In n O m In o0 N Vl m m r`r N M m m rn V C V v ul Vl In lD ID r` o g o u'I oil m Lna t"lD O INna �* mmN���'Ln o oo a/? 00 O O IO rl N Ill n N 00 tD r to M tD 00 t\ M W V m O ri N W l0 a' tD tD M m m M rl 4 C O m Ow Vi I, O N wIIDD , ttoo O V •. 00 e r wwr t0 IO Ln Ln I N oo��Oap� 0 o00 N M Oml I~-1 W R m ID .-t r� M In In M O o0 t` I-1 r` 00 00 Oi M O c-1 rl rl M 1 00 M7 co } r+ N M �' In iD t\ 00 m �.. O III N N N N N N N N N mm O m N m In C v Ln O §=/Q �cu a )\:2 {ka& Co �}�F }a®~ 2 ` ^ �E di k��%��. rJ7)§/ _G»Co\ ecl \7}W rq 2�m £ kR.0 > �t <U ;\7]\ 9[273go \)L9 0�}��� e},m ; $� ©— �E ®f720, rn /D � � CL IU }2 -or (� \k\® t� 777/\[ a » L\EN�4 CL- \7)£/ta .,—AA a® w Ca � w { e E moo k[2]«@ _ §G@-< ® .0D \0Lo CL-/ ;) �7 �k}\ �j\� )ca ))/\ }\\ tw0)\ <ca )§2ƒ \} \\ To City Council City Council meeting 6:00 pm, May 27,2025 Agenda Item 6c "Consider/discuss/Action on a resolution approving a Development Agreement with OPP-Oak Ridge, LP (Director of Economic Development Bernie Parker)". Please note the development plan presented does not conform to the Updated 2050 Comprehensive Plan approved by City Council on March 18, 2025. The Location of this discussion is west FM 455 west of Hurricane Creek. FM 455 turns sharply north. I am including a portion of 2050 Comprehensive Plan and the Development Plan that illustrates the glaring differences. The City staff, the various committee, the residents of Anna, and Kimley Horn spent many hours in the attempt to "get it Right. After many months of discussions and input, as well as many dollars, we felt like we made significant progress . Oak Ridge now presents their development concept plan that seems to ignore the updated comprehensive plan. The Development plan Uses the color red to indicate Neighborhood Commercial located on all 4 corners of the west of FM455, (fka Cowan Rd), east of FM455, South of FM 455 and North of FM 455 The updated 2050 Plan identifies the Community Commercial to be only on the south side of FM 455, thus reducing traffic congestion. The North, west, and east of FM 455 is coded single family on the 2050 Plan The second area of the Oak Ridge Plan are the Townhomes located just south of CR 288 and east of FM 455. ANNA HAS ENOUGH HIGH DENSITY MULTI FAMILY HOMES. This was definitely pointed out several times by the PnZ Committee. The 2050 plan does not include high density apartments or townhomes in this area, What Anna does not have are large homes on large lots (1 to 5 acres) PLEASE do not approve this Oak Ridge Development Plan as presented without exceptions. FIRST: Eliminate the high density Town homes. SECOND: Move all of the neighborhood commercial to the south side of FM 455. THIRD: Consider Large lots with large homes. LAST: THINK DIFFERENTLY! This acreage is beautiful. Create Urban Forests, Unique custom homes, attracting upscale homes. We don't need the same old suburban development Thank you for taking the time to read this. Janet Smith 10468 County Rd 288 Anna, Texas 75409 cou"TY ROAD 222 W In n a r L� ".WSTRATIVE LAYOUT _Ar