ST1002-CN111227 State of Texas §
§ First Amendment to Option Agreement
County of Dallas §
This Fir t Amendmen to Option Agreement ( "First Amendment ") is made and entered
into on this •day or , 2011, by and between CSE Commercial Real Estate, LP, a
Texas Limited Partnership (the "Company "), and the Coppell Economic Development
Foundation, Inc., a Texas nonprofit corporation (the "CEDF ") acting by and through their
authorized representatives.
RECITALS
WHEREAS, on or about November 29, 2010, Company and CEDF entered that certain
Option Agreement ( "the Option Agreement ") granting to Company an option to purchase certain
real property described in Exhibit "A -1 "of the Option Agreement (the "Option Land "); and
WHEREAS, Company and CEDF desire to make certain amendments to the Option
Agreement that the parties believe to be mutually advantageous;
NOW, THEREFORE, for and in consideration of the mutual covenants, conditions, and
promises made one to the other, Company and CEDF agree as follows:
1. The Option Agreement is hereby amended as follows:
A. The first recital shall be amended by changing "10.086" to "9.0 ".
B. Exhibit "A -1" shall be amended in its entirety as set forth in Attachment 1,
which is attached hereto and incorporated herein for all purposes.
C. The phrase "thirty -eight (38)" is deleted wherever it appears in the Option
Agreement.
D. The definition of "Inspection Period" as set forth in Article I shall be amended to
read in its entirety as follows:
"Inspection Period" shall mean the period beginning on the Effective
Date and ending at 5:00 p.m. on the later of (i) November 27, 2011, or (ii)
the 120 day following City's issuance of a notice to proceed to the
contractor engaged by City to construct the Infrastructure.
E. The definition of "Phase One" as set forth in Article I shall be amended to read in
its entirety as follows:
"Phase One" shall mean the first phase of the Project which shall
consist of at least (i) one retail service building on the west side of the
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Town Square, (ii) one cottage on the northwest side of the Town Square,
and (iii) the initial phase of 8 units of garden patio homes to be located on
Lot 1, Block F, Old Town Addition, together with the necessary electrical,
phone, water, sewer and other infrastructure not constructed by the City.
The retail service building fronting the west side of the Town Square
(consisting of approximately 20,000 square feet of space), the cottages
fronting the north side of the Town Square (consisting of approximately
8,000 square feet of space in the aggregate) shall be designed and
constructed such that at least forty percent (40 %) of the total cumulative
square feet available will be used for restaurant and retail uses that
produce regular daily foot traffic within the Project. No restaurants with
drive thru, drive up or drive -in service shall be permitted within the
Project; provided, however, such restriction shall not limit the right of a
restaurant to designate no more than two (2) parking spaces adjacent to the
restaurant for take -out customers.
F, The definition of "Private Infrastructure" as set forth in Article I shall be amended
by deleting the phrase "cable television ".
G. The definition of "Public Infrastructure" as set forth in Article I shall be amended
by adding the phrase "public parking identified as `1 and `P2' on the Concept Plan in
the Development Agreement;" before the word "water" where it first appears in said
definition.
H. The definition of "Purchase Price" as set forth in Article I shall be amended to
read as follows:
"Purchase Price" shall mean a total purchase price for the Option Land
of One Million Three Hundred Eighty -Four Thousand One Hundred
Seventy -One and 20/100 Dollars ($1,384,071.20). The Purchase Price for
each phase of the Option Land being purchased shall be the product found
by multiplying $3.533 by the Net Land Area of the tract of land being
purchased.
I. Section 2.1 shall be amended to read in its entirety as follows:
2.1 Option Fee. Except as otherwise provided in Sections 3.2(c) and
4.3(b) of this Agreement or in the Development Agreement, the Option
Fee is non - refundable. Company shall pay the Option Fee to CEDF in
installments as follows:
(a) $50,000.00 to be paid upon the Effective Date; and
(b) $200,000.00 to be paid not later than the earlier of:
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(1) Closing on the purchase of the Phase One Property;
and
(2) The third (3` business day following the end of the
Inspection Period.
Each installment of the Option Fee must be paid by certified or cashier's
check made payable to CEDF, or wired directly to an account designated
by CEDF at no cost to said Foundation.
J. Section 2.2(b)(3) shall be amended to read in its entirety as follows:
(3) the date of the proposed closing, which date shall be not
later than the date set forth in Section 3.7(a), below, but which shall in no
case be later than the Expiration Date;
K. Section 2.4 shall be amended to read in its entirety as follows:
2.4 Exercise of Option to Purchase Phase One Land:
Notwithstanding anything herein to the contrary, Company must exercise
the option to purchase the Phase One Land not later than the third (3rd)
business day following the end of the Inspection Period.
L. Section 3.6(a) shall be amended to read in its entirety as follows:
(a) Company and City having agreed upon the form of
Covenants that are to be recorded concurrent with the closing of the Phase
One Land; and
M. Section 3.7(a) shall be amended to read in its entirety as follows:
(a) Closing Date. Unless otherwise provided herein, the
closing and settlement of the purchase and sale of the Option Land
pursuant to any exercise of the Option ( "the Closing Date ") shall be:
(1) for the Phase One Land, not later than 240 days
after City issues a notice to proceed to the contractor engaged to
construct the Infrastructure; provided, however, if time for
construction of the Infrastructure is extended by change order to be
more than 360 days after City issues the notice to proceed to its
contractor, the Closing on the Phase One Land shall be extended
for a similar number of days; and
(2) for all portions of the Option Land other than the
Phase One Land, not later than the forty -fifth (45 day following
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delivery of the Option Notice to CEDF, but in no case later than
the Expiration Date.
2. Except as otherwise amended by this First Amendment, the Option Agreement remains in
full force and effect.
3. This First Amendment shall become effective on the date it is signed by all authorized
representatives of the parties hereto.
(Signatures on Following Page)
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SIGNED AND AGREED on this the I 1 4"" 1 "day o Uk , 2011.
Coppell Economic Development Foundation,
Inc.
• (VA"
s W. Walker, President
SIGNED AND AGREED on this the x3441 day of O. 'y , 2011.
CSE Commercial Real Estate, L.P.
By: Debco Partners, LLC, its general partner
By: O
Charles Cotten, Member
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ATTACHMENT 1
AMENDED EXHIBIT "A -1"
Lot 1, Block A, Lot 1, Block B, Lot 1, Block C, Lot 1, Block D, Lot 1, Block E, Lot 1, Block F,
and Lot 2, Block G, Old Town Addition, Addition to the City of Coppell, Dallas County, Texas,
according to the map or plat filed as Instrument No. 201100074924, Official Public Records,
Dallas County, Texas
I. Amended Net Land Area as of 12/05/11 per F & N Plat Drawing
Square Feet Acres
1. Lot 1, Block B Entry; Cottage 1 -4: 23,415 sq. ft.
2. Lot 1, Block C Cottage 5 -10: 31,032 sq. ft.
3. Lot 1, Block A Cottage 11 -13 + Park: 14,344 sq. ft.
4. Lot 1, Block D Retail 1 -5 /Svc 1 - 6: 123,858 sq. ft.
5. Lot 1, Block E Square Rest. F1 - F2: 30,100 sq. ft.
6. Lot 1, Block F TH 1W - 14W; 1 E - 14E: 115,064 sq. ft.
7. Lot 2, Block G TH 1S -10S: 54,281 sq. ft.
Total Developer Net Land Area: 392,094 sq. ft. = 9.001239669 acres
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