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HomeMy WebLinkAboutRes 2008-05-09 Amended and Restated Facilities Agreement for UDF NorthpointeCITY OF ANNA RESOLUTION NO. 2008-05-09 A RESOLUTION AUTHORIZING THE CITY MANAGER TO EXECUTE THE AMENDED AND RESTATED FACILITIES AGREEMENT BETWEEN THE CITY OF ANNA AND UDF NORTHPOINTE, LLC WHEREAS, the City of Anna, Texas ("the City"), has negotiated with UDF Northpointe, LLC ("Developer) regarding a certain Amended and Restated Facilities Agreement ("Agreement's; and WHEREAS, the City Manager has concluded said negotiations with Developer and a proposed written drafted of the Agreement has been presented to and reviewed by the City of Anna, Texas City Council ("City Council"); and WHEREAS, the City Council has determined that the negotiated Agreement is in the best interests of the City and its citizens; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS, THAT: The City Manager is hereby authorized to execute the Agreement on behalf of the City, subject to approval of the Agreement by the City Attorney. PASSED AND APPROVED by the City Council of the City of Anna, Texas this the 27th day of May, 2008. ATTEST: /APPROVED: N�kison, City Secretary Kevin Anderson, Mayor Pro Tem Res. 2008-05-09 Nmthpom" Crossing Approving Restated& Amended Developer Agreemem.doc 1 05-27-08 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTD.POINTE, LLC -184.01 ACRE TRACT TIBS AMENDED AND RESTATED FACILITIES AGREEMENT (this "Agreement") is entered into as of the Effective Date (hereinafter defined) by and between the CITY OF ANNA, TEXAS, a municipal corporation, existing under the laws of the State of Texas (the "CCt " ), and UDF NORTH POINTE, LLC, a Texas limited liability company, and/or its assigns (collectively, "Developer"). RECITALS: A. Developer is the successor to Centurion American Development Group as the owner of the tract of land located within the City consisting of approximately 184.01 acres commonly known as the Northpointe Crossing subdivision (the `Pro "), which tract is illustrated on Exhibit A and described in Exhibit B (legal description). B. Developer desires to develop the Property to include an estimated 780 single-family lots (the "Develo me '). C. On September 28 2004, the City annexed the Property and, pursuant to Ordinance No. 157-2004, zoned it as Planned Development to include development rights that are consistent with the proposed Development. D. Development of the Property requires the construction of water, sanitary sewer, road, and railroad crossing improvements, including but not restricted to, the following off-site improvements (collectively, the "Off -Site Public Improvements"): (i) those water supply improvements shown as Exhibit C required to serve the Development (the "Off -Site Water Improvements"); (ii) those sanitary sewer service improvements shown on Exhibit D required to serve the Development (the "Off -Site Wastewater Improvements"); and (iii) those road and milroad-crossing improvements required to serve the Development and described in Exhibit E (the "Off -Site Road Improvements"l. E. Development of the Property entails the dedication and improvement of parks and park facilities, including but not limited to an eight (8) loot wide concrete walking trail and associated amenities, within the area shown on Exhibit I as the park and greenbelt area (the "Park Improvements"). F. Developer and the City desire to set forth their respective obligations with respect to development of the Property and design and construction of all public improvements related thereto, including the obligation of Developer to construct the Off -Site Public Improvements, and the right of Developer to be reimbursed for certain of its costs of providing the said Off -Site Public Improvements, and the obligation of Developer to dedicate and construct Park Page 1 of20 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT Improvements and the right of Developer to be reimbursed for certain of its costs to construct Park Improvements. G. Developer acknowledges that the obligations undertaken under this Agreement, including but not limited to the payment of any required fees, the construction of Off -Site Public Improvements and the dedication of property, are not exactions or concessions demanded by the City but rather are of Developer's voluntary design to ensure consistency, quality, and adequate infrastructure that will benefit its development. Developer also acknowledges that the obligations undertaken under this Agreement are primarily for the benefit of the Property. NOW, THEREFORE, in consideration of the premises and the mutual covenants contained in this Agreement, the City and Developer agree as follows: 1. ROADWAY AND RAILROAD CROSSING IMPROVEMENTS. Developer shall be responsible for the construction of all on-site roadway improvements required to serve the Property. As part of the Off -Site Road Improvements, Developer shall be responsible for constructing a two lane thoroughfare of twenty-five feet width from back of curb to back of curb along CR 376 from the intersection of North Powell Parkway (State Highway 5) eastward across the Dallas Area Rapid Transit (DART) railroad crossing to the most westerly entry into the Property as generally shown on Exhibit E (such section of Off -Site Roadway Improvements being hereinafter referred to as the "FhomughfaretRailroad Crossing Improvements"). Developer shall also be responsible for constructing a four lane divided roadway at the DART railroad crossing, said four lane roadway being 10 linear feet across the railroad crossing with each two lane section of the four lane roadway being twenty-five feet in width from back of curb to back of curb. Developer shall be responsible for constructing the remaining Off -Site Road Improvements along CR 376 as shown on Exhibit E prior to the issuance by City of building permits for homes within the Development, save and except building permits for model homes. Developer shall complete the Off -Site Road Improvements along CR 1106, as shown on Exhibit E, prior to the issuance by City of building permits for homes within Phase 3 of the Development, as such phase is shown on the Concept Plan for the Development (Exhibit F). Developer shall construct all on-site road improvements and all Offsite Road Improvements in conformance with the City's Subdivision Ordinance, Design Standards, and other relevant regulations and standards of the City; save and except the railroad crossing which shall be constructed in conformance with the standards promulgated by DART. Developer engaged Innovative Transportation Solutions, Inc. ("Innovative'), a traffic engineer, to conduct a Traffic Impact Analysis (T1A) conforming to requirements of the Texas Department of Transportation (TXDOI) to determine access requirements at the intersection of CR 376 and P.ge 2 f20 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT State Highway 5 (also known as North Powell Parkway). Innovative prepared a TIA dated July, 2007 (the "Innovative TIA"). City and Developer have reviewed and approved the Innovative "CIA. Pursuant to the recommendation of the Innovative T'IA, a -right turn deceleration lane along northbound State Highway 5 at CR 376 should be constructed after 125 homes are constructed and occupied in the southern portion of the development. Developer agrees to construct the right turn deceleration lane along northbound State Highway 5 at CR 376 after 125 homes are constructed and occupied in the southern portion of the development, provided, however, in the event the two south lanes of CR 376 at Highway 5 (which will ultimately be served by the right turn. lane) are not then constructed or under construction at the time 125 homes are constructed and occupied in the southern portion of the development, Developer will be allowed to tie the right turn deceleration lane into the two existing north lanes of CR 376 at Highway 5. City will apply for and attempt to obtain any permits or other approvals as the same relate to the construction of the Off -Site Road Improvements, provided that the City is required to obtain any such permits or approvals from the following entities: the City of Van Alstyne, Collin County, `IXDOT and/or DART. The costs associated with obtaining any such permits shall be home by Developer. 2. WATER (a) Developer Obligations. Developer will be responsible for all on-site water improvements required to serve the Property. Developer will be responsible for constructing all Off -Site Water Improvements as set forth on Exhibit C. City and Developer agree that the actual cost of all Off -Site Water Improvements is $81,324.93 (the "Water Improvements Costs') as detailed on Exhibit G attached hereto. The City shall collect from each Home Builder at the time of the issuance of a building permit a meter installation fee of $275.00. The City shall be responsible for meter installation. (b) City Obligations. The City agrees to provide potable water to serve the Property in an amount, quality, and quantity to meet Texas Commission on Environmental Quality ("TCEO') and Texas Department of Insurance standards. The City or water supplier to which the City assigns the right to supply water will be responsible for such water supply to the Development as long as the Property is part of the City. The City of Anna holds a Certificate of Convenience and Necessity to serve water to the Property. City will collect water impact fees from Home Builders on the Property and will remit 100% the water impact fees so collected to Developer on a calendar quarterly basis until the total remitted to Developer is equal to the Water Improvements Costs, after which time the City shall retain all water impact fees collected on the Project. Page 3 of20 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT 3. SANITARY SEWER. (a) Developer Obligations. Developer will be responsible for all on-site wastewater improvements required to serve the Property, subject to the obligation of the City to remit to Developer upon completion of the offsite wastewater improvements a portion of the costs therefore. On-site improvements include any lift stations and associated force mains designed specifically to serve the Property. Developer will be responsible for constructing the Off -Site Wastewater Improvements as set forth on Exhibit D. City and Developer agree that the actual cost of all Off -Site Wastewater Improvements is $602,000.51 (the "Wastewater Improvements Costs") as detailed on Exhibit H attached hereto. (b) City Obli atg ions. The City agrees to provide wastewater treatment facilities required to serve the Property in an amount, quality, and quantity to meet Texas Commission on Environmental Quality (`°fCE�") standards. The City or wastewater treatment provider to which the City assigns the right to provide wastewater treatment services will be responsible for such wastewater treatment services to the Development as long as the Property is part of the City. The City's obligation to provide wastewater treatment services does not include any pretreatment requirements which may become required by law or by future obligations associated with any existing or future interlocal agreements entered into by the City for wastewater treatment. The City of Anna holds a Certificate of Convenience and Necessity to provide sanitary sewer service to the Property. Notwithstanding the provisions in subparagraph (a) above, City will remit to Developer within ten (10) days from acceptance by City of the Wastewater Improvements Costs an amount of money equal to $286,000.51 (the "City Wastewater Contribution'), being difference between $602,000.51, the actual Wastewater Improvements Costs detailed on Exhibit H, and $316,000.00 (the "Initial Scope Costs"). City will collect sewer impact fees from Home Builders on the Property and will remit to Developer 52.49°/q being the percentage computed by dividing the Initial Scope Costs by 602,000.51, the actual Wastewater Improvements Costs detailed on Exhibit H, of the sewer impact fees collected from Home Builders on a calendar quarterly basis until the total remitted to Developer is equal to $316,000.00, the Initial Scope Costs, after which time, the City shall retain all sewer impact fees collected on the Project. 4. CONSTRUCTION OF PUBLIC IMPROVEMENTS. (a) Design and Construction. All Public Improvements -shall be designed and constructed consistent with the City's subdivision regulations and generally accepted engineering practices. Page 4 of 20 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT (b) Condemnation. Developer agrees to use reasonable efforts to obtain all third -party rights-of-way (west of the DART rail line), if any, required for the Public Improvements. If, however, Developer is unable to obtain such third -party rightof-way, the City agrees to secure such right-of-way through the use of the City's power of condemnation. Developer shall be responsible for all reasonable and direct costs and expenses paid or incurred by the City in the exercise of its condemnation powers, including attorney's fees, and shall escrow with a third parry the City's reasonable estimated costs and expenses as funds are needed by the City (but in no event later than the date the City initiates condemnation proceedings). Developer shall have the right, but not the obligation, to manage, onbehalf of the City, the expenditure of such escrowed funds including, but not limited to, the selection and payment of appraisers. The City will use all reasonable efforts to expedite such condemnation procedures so that the Public Improvements can be constructed as soon as possible. If the City's costs and expenses exceed the amount of escrowed funds, Developer shall deposit additional funds within ten (10) days after written notice from the City. Any unused escrow funds will be refunded to Developer within ten (10) days after any condemnation award becomes final and nonappealable. Nothing in this Section 4(b) 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 monitor and control all condemnation activities in accordance with the laws of the State of Texas. (c) City held harniless for Public Improvements undertaken by Developer and limitation of remedies It is expressly understood and agreed that the City shall have no right of control, supervision, or direction over the design or construction of any Public Improvement in the event Developer undertakes to assume control over that Public Improvement, nor the means, methods, sequences, procedures, and techniques utilized to complete the Project Improvements. There shall be no joint control over any Public Improvement. City shall exercise customary inspection and permitting functions, as required by City ordinances and regulations. Developer agrees to fully defend, indemnify and hold harmless the City from any claim, proceeding, cause of action, judgment, penalty, or any other cost or expense arising or growing out of or associated with all Public Improvements undertaken to be completed by the Developer, including without limitation attorney fees incurred in defending itself or in enforcing this Agreement. By entering into this Agreement, Developer waives all rights and remedies in law or in equity except to seek enforcement of specific performance of the obligations under this Agreement or damages for the amount of impact fees actually collected by City and not remitted to Developer. 5. PARK IMPROVEMENTS. (a) Eight Foot(8') Walking Trail. The Developer will he responsible for constructing an eight foot (8') walking trail through the greenbelt area in the location shown on Exhibit I starting at Bowen Drive and continuing through to Dumas Drive. The eight foot (8) walking trail shall be constructed within ninety (90) days Page 5 of 20 AMENDED AND RESTATED FACILITIES AGRF,EMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT after the completion of the next phase adjacent to the greenbelt area where the eight foot (8') walking trail is to be located following the completion of Phase 1 North and Phase I South. The Park Improvement Costs (as defined below) shall include all costs to construct the eight foot (8') walking trail and all associated costs such as grade work, irrigation, erosion control, and plantings. (b) Six Foot (6') Walking Pte. A six foot (6') walking trail shall be constructed by the single family home builders initially building homes on the lots along the west side of Grandview Avenue from County Road 376 to Jenkins Street in the location shown on Exhibit I. The six foot (6') walking trail shall be constructed in the right of way of Grandview Avenue one foot (1') inside the boundary of the right of way. The cost and construction of the six foot (6') walking trail shall be the sole responsibility of the single family builders constructing the trail. The completion of the six foot (6') walking trail on each lot must be completed to coincide with the receipt of final city acceptance of the home constructed on that lot. The requirement of the builders to construct the six foot (6`) walking trail will be included in the restrictive covenants for the Development that establishes the homeowners' association. (c) Greenbelts. The Developer shall dedicate an access easement to the City over the entire greenbelt area for the purposes of constructing and maintaining a walking trail and all associated improvements. The greenbelt area upon which the easement will be dedicated is shown on Exhibit I. The greenbelt areas west of Bowen Drive and east of Dumas Drive shown on Exhibit f are to he dedicated by the Developer for future development tie-ins by the City or other developers. The greenbelt area will be owned and maintained by the homeowners' association, but the City will have the right, but not the obligation, to maintain the greenbelt area. (d) Amenity Center(s). The Developer will be responsible for constructing a private amenity center for use by the members of the homeowners' association established for the Development within Phase 1 South that will be open on or before June, 2009. The Developer, upon the completion of the next phase of the Development following the completion of Phase I North and Phase I South, shall either (i) construct an additional amenity center within Phase I North, or (ii) construct those roads necessary for the Phase 1 North homeowners to have driving access within the community to the amenity center constructed in Phase I South. (e) Park Improvement Costs. Upon completion of the eight foot (8') walking trail, Developer shall submit documentation of the costs related thereto (the "Park Improvements Costs") to the City for review and approval, which review shall be performed in a timely manner and which approval shall not be Page 6 of20 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT unreasonably withheld. City will collect park impact fees from Flume Builders on the Property and, upon approval of the Park Improvement Costs, will remit the park impact fees so collected to Developer on a calendar quarterly basis until the total remitted to Developer is equal to the lesser of the Park Improvements Costs or $175,000.00, after which time, the City shall retain all park impact fees collected on the Project. 6. EFFECTIVE DATE. Notwithstanding anything to the contrary contained herein, this Agreement shall be effective only upon the approval of this Agreement by the City Council of the City such that it is the binding and enforceable obligation of the City. The date on which the last of the foregoing conditions is satisfied is called the "Effective Date". Developer shall advise the City as to the date of acquisition of the Property by Developer or its assignee. RELEASE. Upon the full and final satisfaction by the City acrd Developer of all their respective obligations and covenants under this Agreement, the City and Developer shall execute a release of this Agreement (in recordable form) terminating this Agreement as to the portion of the Property in question and fully releasing the City and Developer, their successors and assigns, from any further obligations or covenants hereunder relating to the portion of the Property being released. The release contemplated by this Section 7 shall, at Developer's request, be effective with respect to a specific phase of the Development, as applicable, upon final satisfaction by the City and Developer of their respective obligations with respect to such phase of the Property. SUCCESSORS AND ASSIGNS. All obligations and covenants of Developer under this Agreement shall constitute covenants running with the land, and shall bind Developer and each successive owner of all or any portion of the Property; provided, however, the terms of this Agreement shall (i) not be binding on the owner of any residence that is purchased by such owner from a homebuilder, and (ii) be subordinate to the lien of (and shall not be binding on) any mortgagee who finances or refinances residences constructed on the Property. Without limiting the generality of the foregoing: (a) Developer may assign this Agreement to the party to whom Developer assigns its rights as a purchaser under any contract for the sale of the Property, or any portion thereof; and (b) Developer as well as any successor owner of all or a portion of the Property who is bound by this Agreement (Developer or any such successor owner is referred to herein as the "Owner") may assign this Agreement either in its entirety (if the assignee is to own all of the Property) or in part (if the assignee is to own only a portion of the Property) and in such event (i) the Owner conveying such portion of the Property shall be automatically released from the obligations of "Developer" as to all or a portion of the Property (as applicable), and (ii) the assignee to whom this Agreement is so assigned in whole or in part shall be deemed to have assumed the obligations and rights of "Developer" as to the portion of the Property which is owned by such assignee. In the event of any partial assignment of this Agreement, then notwithstanding Paye 7 of20 AMENDED AND RESTATED FACILITIES AGREEMENT UDE NORTHPOINTE, LLC -184.01 ACRE TRACT anything to the contrary contained herein, the obligations and rights of Developer under this Agreement shall be the several (and not the joint and several) obligations and rights of each such Developer. The terms and provisions of this Agreement shall otherwise bind and inure to the benefit of the City, Developer, and their respective successors and assigns. Each person signing this Agreement represents and warrants that (i) he/she has the authority to enter into this Agreement on behalf of (and to bind) the party on whose behalf such person is signing this Agreement, and (ii) no further authorization or consent from anyone else is necessary to make this Agreement the binding obligation of the party on whose behalf such person is signing this Agreement. 9. COMPLETE AGREEMENT. This Agreement amends, restates, supersedes and wholly takes the place of that certain Facilities Agreement -Centurion American Development Group 184.01 Acre Tract by and between the City and Centurion American Development Group pertaining to the Property (the 'Prior Facilities Agreement"). The Prior Facilities Agreement is hereby terminated. This Agreement embodies the entire Agreement between the parties hereto and cannot be varied or terminated except by the written agreement of the parties. If any provision of this Agreement is illegal, invalid, or unenforceable, then the remainder of this Agreement shall not be affected, and there shall be added as a pari' of this Agreement a provision as similar in terms to such illegal, invalid, or unenforceable provision as may be possible and be legal, valid, and enforceable. 10. COUNTERPARTS AND EXHIBITS. This Agreement may be executed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one and the same instrument. Fach exhibit referenced in this Agreement is attached hereto and incorporated herein by reference. IN WITNESS WHEREOF, the City and Developer have executed this Agreement to be effective as of the Effective Date. UDE NORTH INT .L,C, a Texas limited liability company BY Mollis Greenlaw, President CITY OF ANNA, TEXAS By: Karn �nrieth Pelham Page 8 of 20 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT Title: Mayor Attachments Exhibit A - Property Illustration Exhibit B - Legal Description Exhibit C - Off -Site Water Improvements Exhibit DOff-Site Wastewater Improvements Exhibit E - Off -Site Road Improvements Exhibit F - Concept Plan Exhibit O - Water Improvements Costs Exhibit H - Wastewater Improvements Costs Exhibit I - Location of Park Improvements Paye 9 of 20 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT PROPERTY ILLUSTRATION - MQUIRIT A 11 S � NORT7iPOlNT6 CROSSING Page 10 of20 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT LEGAL DESCRIPTION - EXHIBIT B NORTHPOINT CROSSING ANNA, TX I. I.G -KIMM All that certain tract or parcel of land, being a part of the SAMUEL MOORE SURVEY, ABSTRACT NO. 627, and the ROBERT WHITAKER SURVEY, ABSTRACT NO. 1011, and being part of that called 188.971 acre tract described in Deed dated May 16, 1973, from 1. L. Leslie, Karl Leslie, Billie Stimson DeArman and husband, Wilson 1. DeArman to Kerry E. Burleson and Kenneth S. Burleson as recorded in Volume 866, Page 810, of the Deed Records of Collin County, Texas and being more particularly described by metes and bounds as follows: BEGINNING at a 1/2 inch iron rod set at the Northwest corner of said called 188.971 acre tract, and being in the center of County Road No. 1106, said point also being the Northeast comer of a called 34.81 acre tract described in Deed from Naomi Morris to Milton Lentz as recorded in Volume 798, Page 269, of said Deed Records; THENCE South 87 degrees 38 minutes 33 seconds East, with the North boundary line of said called 188.971 acre tract, and the center of said County Road No. 1106, a distance of 1699.44 feet to a 1/2 inch iron rod set for corner at the Northeast corner of said tract, said point being the Northwest comer of the Collin County Estates, an unrecorded addition as shown on Slide 4533, of the Plat Records of Collin County, Texas; THENCE South 02 degrees 47 minutes 34 seconds West, with the East boundary line of said called 188.971 acre tract, and the West boundary line of said Collin County Estates, passing at 30.21 feet a 1/2 inch iron rod with yellow plastic cap Stamped "EC&D RPLS 4084" found, and in all a distance of 4283.53 feet to a 1/2 inch iron rod found for corner, said point being the Northeast comer of a called 5.00 acre tract described in Clerk's File No. 97-0002873, said Deed Records; THENCE North 86 degrees 56 minutes 47 seconds West, with the North boundary line of said 5.00 acre tract, a distance of 466.64 feet to a 1/2 inch iron rod found for corner; THENCE South 02 degrees 54 minutes 05 seconds West, with the West boundary line of said 5.00 acre tract, passing a 1/2 inch iron rod found at a distance of 436.97 feet, and continuing for a total distance of 469.25 feet to a point for comer in the center of County Road No. 376; Page 11 of29 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT THENCE North 87 degrees 15 minutes 40 seconds West, along the center of said road, and the South boundary line of said called 188.971 acre tract, a distance of 710.18 feet to a point for corner at the Southwest comer of said called 188.971 acre tract, and in the East right- of-way line of the Union Pacific Railroad (100 foot right-of-way); THENCE North 21 degrees 00 minutes 32 seconds West, with said East right-of-way, passing a 1/2 inch iron rod found at distance of 30.13 feet, and continuing for a total distance of 2927.06 feet to a 1/2 inch iron rod found for comer, said point being the most Westerly comer of this tract; THENCE South 86 degrees 58 minutes 07 seconds East, along the south boundary line of said 34.81 acre tract, a distance of 654.(A feet to a 1/2 inch iron rod found for corner, being the southeast comer of said called 34.81 acre tract; THENCE North 02 degrees 55 minutes 49 seconds East, with the West boundary line of said called 188.971 acre tract, and the East boundary line of said 34.81 acre tract, a distance of distance of 2063.04 feet to the POINT OF BEGINNING and containing 8,033,024 square feet or 184.41 acres of computed land. TRAGI TWO: All that certain tract or parcel of land, being a part of the Samuel Moore Survey, Abstract No. 627, and the Robert Whitaker Survey, Abstract No. 1011, and being that same called 5.010 acre tract described in Deed dated May 22, 1974, from Kerry E. Burleson, Incorporated to Kerry F. Burleson, as recorded in Volume 1896, Page 274, of the Deed Records of Collin County, Texas and being more particularly described by metes and bounds as follows: BEGINNING at a 1/2 inch iron rod set for corner at the Southeast comer of said called 5.010 acre tract, and being in the center of County Road No. 376, said point being in the west rigbt-of- way of the Union Pacific Railroad, (t 00 foot right-of-way); THENCE North 87 degrees 15 minutes 40 seconds West, with the South boundary line of said tract, and the center of said County Road No. 376, a distance of 81.93 feet to 1/2 inch iron rod set for comer, said point being in the Fast right-of-way of State Highway No. 5, (100 foot right-of-way); THENCE North 21 degrees 00 minutes 32 seconds West, with said Fast right-of-way, a distance of 2928.13 feet to a 1/2 inch iron rod set for corner, said point being the northwest corner of this tract; THENCE South 86 degrees 58 minutes 07 seconds East, with the North boundary line Page 12 of 20 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT of said 5.01 acre tract, a distance of 82.12 feet to a 1/2 inch iron rod set at the northeast comer of this tract, and being in said west right-of-way line of the Union Pacific Railroad (100 foot right- of-way); THENCE South 21 degrees 00 minutes 32 seconds East, with west right-of-way line of said Railroad right-of-way, a distance of 2927.67 feet to the POINT OF BEGINNING and containing 219,583 square feet or 5.04 acres of computed land. Page 13 of 20 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -I84.01 ACRE TRACT r�( 4��(_ 12" WATER ROVSNENTS O i FUTURE PHASES.' y� Page 14o1`20 -- NORTHPOIIYTE CROSSING AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTDPOINTE, LLC -184.01 ACRE. TRACT `S OPRSITE WASTEWATER INPROVEYERTS f l CROSSING TO-SAMfTARYSEWER FORCE MAIM TS' SANITARY SEWER WESTCR08SIN0 2T' SANITARY SEWER NOR77dPOINTE' CROSSING ftp 15 of20 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT DART DROSS/MO j4 LAMES OF Of jF:U7 RE IF: }y�4� rew"'wr�� P Page 16 of 20 111!41 1} NORTHPO7NTz CRO88ImG AMENDED AND RESTATED FACILITIES AGREEMENT I,TDF NORTHPOINTE, LLC -184.01 ACRE TRACT CONCEPT PLAN - EXN/BR F FT - 17 I IT I 9 \ `� 71 T _ 1 L 0, ftp NORTHPOlNTE CROSS/NG ftp 17.f20 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT WATER IMPROVEMENTS COSTS - EXHIBIT G Item Unit Unit Price Quantity Price 12" Main LF $29.00 1017 $29,493.00 12" Valve EA $1,350.00 3 $4,050.00 12" X 8" Tee EA $500.00 1 $500.00 12" X 10" Tee EA 5550.00 1 $550.00 12" End Cap EA $400,00 1 $400.00 12" to 6" connection EA $650.00 0 $0.00 12" to 10" connection EA $700.00 1 $700.00 Testing 1..5 $2.025.00 1 $2,025.00 Trench Safety IS $2,250.00 1 $2,250.00 Bore LF $200.00 205 $41,000.00 Fire Hydrants EA $2,000.00 0 50.00 Concrete Blocking EA $0.00 0 $0.00 Maintenance Bond LS $356.93 1 $356.93 TOTAL OFFSITE WATER PAID TO SITE $81,324.93 Page 18 or20 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT WASTEWATER 111,1IPROTEHERTS COSTS " EXHIBIT H Item Unit Unit Price Quantity Cost 18* sewer LF $31.00 2548 $78,988.00 15" sewer LF $28.50 3945 $112,432.50 21" sewer LF $49.00 4641 $227,4090.0 10" sewer LF $26.00 125 $3,250.00 10" force main i LF $23.00 425 $9,775.00 8" stubr uts 2 . Oevelo ers cost EA $2,000.00 5 $10,000.00 BORES: DART 10"I'M LF $300.54 125 $37,56750 TxDOT: 14" casing for 10" car LF $300.54 90 $27,048.60 TxDOT14" casing for 10" car 3 LF $300.54 20 $6,010.80 20' Casing for 15" carrier LF $341.76 84 $28,707.84 20" Casincl for 15" carrier b LF $341.76 19 $6,493.44 Concrete Encasement EA $30,00 20 $600.00 4'Dia. Manhole EA $1,450,00 23 $33,350.00 TV STestin LS $10,815.00 1 $10,815.00 Trench Safety LS S420.00 1 $420.00 Trench Safety 5 LS $400,00 1 $400.00 Clear and prub LS $8,000.00 1 $81000.00 Lower manholes HWY 5(11-50% EA $1.100.00 9 $4,950.00 Retest lines J12)-50% LF $0.85 1306 $555.05 Re Vac lest of manholes 12 -50°1 EA $100.00 0 $450.00 Maintenance Bond 8% 6 LS $597.222.73 0.008 S4,777.78 TOTAL $602,000.51 Amtn to be Reimbursed through impact fees $316,000.00 Ari to be Reimbursed at acceptance $286,000.51 I From (#mpertyline to in. prnni wheea gravity sar. 2 Stub outs an Sakes tract for hilure Ile ins 3 See change order #2 on invrare line 13 4. See change order #2 on invoice line 14 5 See change order 12 on invoice line 10 6..8%of total was pald for the maintenance bond when calcuilaed w1b lite new total ($597,22273) the total comes ail to $4,777 78 The total used to calculate the original arnmoui was $925051 25 which 89/o of equals $740041 Pagc 19 of 20 AMENDED AND RESTATED FACILITIES AGREEMENT UDF NORTHPOINTE, LLC -184.01 ACRE TRACT Ni I�UTXJF? FUrUME PMASES ' n ,J-❑ti�j'M-12 n�� IL 1 M-1 �Ll �- Fi 4 aaersivnc�rn \ ` IYORTHP07NTE CROSSING Page 20 of 20