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Coppell Health-PR 881118
~J .~-. .~~ 1~ o~~~ ,~~ {~~ .. Jb \ UNIVEST DEVELOPMENT COMPANY November 18, 1988 r` <-=> ~--. ~- i . ~~~~~,~~ ~, rv~ ~~d rru~` -; N ,, {,~// { . t~lr. Jack Bailey President Metrocrest Hospital Professional Plaza I Suite 250 One Medical Parkway Farmers Branch, Texas 75234 Attn: Jack C. Bailey / ` r _~-``~ ~`~ ,;. .~- ,r Re: Hospital Site Proposal - Coppell Town Center Dear Jack: ~4 ~c ~ ' ~--,' The Parks of Coppell Joint Venture (PCJV) is pleased to present to the Metrocrest Hospital Authority (Metrocrest) the following proposal to locate your contemplated medical facilities in Coppell, Texas in the Coppell Town Center at the northeast corner of Denton Tap and Sandy Lake Read. On behalf of PCJV, please present this proposal to your board of directors and the other interested parties. iVe hope the tone and content of this proposal is successful in communicating to Metrocrest that we firmly believe the Coppell Town Center is the appropiate location for your planned facility, and that it is in the best interest of Metrocrest, the City of Copppell, and ourselves to consum3te this transaction. You should be aware that we have recently been involved in a series of meetings with the Town Center Sub-Cam<ciittee of a city council appointed citizens group known as "Coppell 2000" for the purpose of exploring long term plans and possibilities for the Town Center. The possible location of your facility in the Town Center was obviously discussed and the site plan which is enclosed with this proposal was reviewed with the caRmittee. The. Coppell 2000 cro~anittee was highly supportive and enthusiastic about the location of the medical facilities in the Town Center. I believe Metrocrest will find that both city government officials and influential citizens in Coppell will assist and encourage Metrocrest in every way possible to locate in the Town Center. The following proposal is part of our continuing attempt to make the Coppell dream becane a reality. You may find sane of the approaches in this proposal to be unusual, but it reflects the unique interests and orientations of the individual owners of the Coppell Town Center. The proposal may be easiest understood as falling into three segments: UNIVEST FINANCIAL CORP. • ALLEN EQUITIES INC. 1977(1 C' f11T Rf1 CI IITG 1915 . 1'1ot 14R TCVnc 7S9S~ ~+~ /~~~ cv-r, Mr, Jack Bailey November 18, 1988 Page 2 a. A donation of free and clear title conveyed to Metrocrest on or before conditions hereinafter described. to the Phase 1 site to be 12-31-88, subject to the b. A sr~ecific performance obligation from Metrocrest to purchase the phase 2 site on or before June 1, 1991. c. A series of three additional options to purchase Phases 3, 4, and S at varying dates between June of 1993 and June of 1999. PHASE 1 PCJV proposes to donate to Metrocrest on or before December 31, 1988 approximately 5.4 acres of land which is to be used for medical office and related proposes, together with the land for ingress and egress to the development site, and for various amenities related thereto. It is the hope of PCJV that the Phase 1 development by t4etrocrest will ultimately grow into a full service medical complex comprising one of the major elements of the Coppell Town Center. However we recognize that many things must still unfold in the future for the Coppell Town Center to be a reality for either Metrocrest or for PCJV. You have advised us of .your desire for Clanton Tap orientation. In order to try to give you the highest possible comfort level that your development will be a part of a well executed master plan, we have structured this proposal in such a way to put into your direct control the construction of the major access to taenton Tap from the Phase 1 property, together with any landscaping impravements and other amenities with may directly effect your initial development in the Coppell Town Center. In addition to donating to Metrocrest the actual building site, we also propose to donate the road right-of-way to provide your ingress and egress to both Denton Tap and Heartz road as well as additional land areas planned for greenbelt and lake improvements to bring under your control the. surrounding amenities which will enhance your Phase 1 development. We know of no stronger way to assure to Metrocrest that the Town Center well be a development which will enhance your property ownership. The attached exhibits contain a chart and site plans which identify the land area that is included in the Phase 1 donation. The Coppell Town Center is intended to be a "people place" and, we therefore have provided .,~".* Mr. Jack Bailey November 18, 1988 Page 3 1.8 acres for the development of lakes and green belts. Included in the exhibits is preliminary concept site plan. Although this plan represents the current evolution of many generations of previous plans, cae realize you may desire a different configuration of the medical facilities within the approximately 18 acres ocmprising the "Onsite" development tract. PCJV is open to your suc,~gestions and we will work with you toward a mutually agreeable alternate plan if neccessary. The enclosed chart also includes preliriinary estimates of the costs associated with offsite roadways to access the Phase 1 property, and an estimate of the cost of the landscape and lake amenities associated with the development by t4etrocrest. Although these estimates are not based on engineering design at this time, we believe them to be close enough to illustrate the intent of this proposal. These oust estimates cb not take into consideration possible reductions fran goverznnental particigation, as discussed later in this propsal. FHaSE 2 Since the Phase 1 property is being donated to Metrocrest, PCJV proposes that tletrocrest give to PCJV a specific performance obligation to purchase the Phase 2 property on or before June 1, 1991. We are under the impression that 1+tetrocrest is relatively confident that the market will support a Phase 2 development, either of a professional office or elderly care nature. To offer Metrocrest the flexibility to respond to the appropriate market demand, Metrocrest would have the choice of either of two locations as the Phase II site. These two locations are indicated on the exhibits to be Tract ?A and 2B. Whichever site is chosen by Metrocrest to be the Phase 2 acquisition, would automatically indicate the other to be the Phase 3 tract under the proposal. The Phase Z site would be purchased at the base price indicated on the enclosed chart. Each tract purchased after Phase 1 would be purchased at a •price retermined by adding the base price indicated on the .chart and the price escalator to the date of the closing. The price escalator recognizes the time value of money and is described in detail later in this proposal. It is also proposed that ad valorem taxes will be prorated and reimbursed from June 1, 1989 (the "Conanencement Date") I am sure you will also note that this proposal requires no out of packet expenditures by Metrocrest to "carry" the land between closings. Mr. Jack Bailey November 18, 1988 Page 4 PHASES 3, 4, and S Provided Metrocrest has timely closed on the Phase 2 site, t4etrocrest shall have options on Phases 3, 4, and 5, which may be exercised on or before the dates indicated on the chart and at the base prices indicated on the chart. ROAD COi?STRUCTIC~[V The road cost indicated on the chart assume that Metrocrest constructs and ~:~-~ pays for the full width of the access and perimeter streets where indicated on the site plan as part of its construction df the medical facilities in that particular phase. The one exception to this is that no cost will be incurred for the construction of Heartz road since Heartz is being built by a third party pursuant to a contract obligation arising from another sale of land. Although the constructing party is not contractually obligated to co~¢nence Heartz road prior to June 1, 1989, it . is anticipated that construction will begin prior to that date. It is anticipated at this time that all streets constructed within the {-~ Town Center between Denton Ta a treats which shall be conveyed to the _ for maintenance upon completion. It is the belief of PC at this will result in greater planning flexibility for all of the cwner5 in the Town Center. PUP.CHASE SCHEDULE AND PRICE ESCATATOR This proposal offers the timing of acquisitions as indicated by the dates in the enclosed chart. we have attempted to follow the expressed timing perferences from your letter of [November 8. PCJV is interested in encourging Metrocrest to construct the most complete medical facility in the Coppell Town Center that the demographics in that area will support. We are however offering these terms as an accc~~modation. It is not our preference. Therefore ~ propose the following two elements to the option structure which we believe to be fair and reasonable under the circumstances: Mr. Jack Bailey Novem~~er 18, 1988 Page 5 a. Right To Sell To Third Parties -The overall option structure spans ten years at the request of Metrocrest. In consideration fcr this artangement, PCJV shall have the right, after the first five years, to receive contracts from third parties on parts of the land not yet purchased by Metrocrest. However PC.7V may only accept these contracts after providing to Metrocrest forty-five days written notification, during which time r?etrocrest may elect tee exercise its option to purchase the affected site ors or before the closing date called for in the ~r~'. party offer. Only if Metrocrest elects not to exercise its c;:tion would FCJV have the right to enter into the third party c.;ntract. b. Price Escalator -The Price Escalator which shall be included in t<".e purchase price of each tract acquired subsequent to' Phase 1 shall follow the prevailing prime interest rate franc time to time and shall be calculated fran the Caenencenent Date to the date of each closing. For all sites acquired on or before June. 1, 1991, the price esccalator will be computed at prime minus 2~. For all sites acquired between June 1, 1991 and June 1, 1993, the price escalator shall be eomruted at pricoe minus 1$. Fcr all sites acquired between June 1, 1993 and June 1, 1995, t".e price escalator shall be computed at prime. For all sites ac~sired after June 1, 1995 the price escalator shall be cc.<<ruted at prime plus 2~k. C~O~lF.c2ti ~:~'~TAL ASSISTANCE PCJV is hopeful that the City of Coppell will strongly encairge Metracrest. PCJV father believes that the City's interest in expediting the development of its Town Center may result in city assistance in various areas. The ideas listed below have not been discussed as yet with city cfficials, but need to be pointed out to Metrocrest and to be fully explored with the City: . _ a. T~:e lafce and landscaped areas in the Town Center are part of a linear park system that has been contemplated in the Parks of Co ;cell from its early stages. It is the belief of PCJV that the city should be eventually respons~,bble for its long-tsan..care and maintenance as part of their park system. Although there is no present agreement with the city to this effect, it is our tciief that one can be negotiated. c4r. Jack Bailey November 18, 1y88 Page 6 b. It is the belief of PCJV that city ma-y consider special ordinances, and or waivers of existing ordinances, to encourage Town Center 'development. A case in point would be possible variances in onsite parking requirements if your practical experience indicates the city ooctes are excessive. The city may also approve sane sharing of parking requirements between. adjacent uses where appropriate, therefore resulting in more efficient land use. As mentioned, private streets can increase efficiencies. c. t7e believe it would be in the best interest of Metrocrest and PCJV to explore the possibility of city funding ar loans far certain intrastructure items, e.o. public utilities, or Town- Center signage, possibly accelerating the time table for funding other civic facilities which are planned in the area'such as public libraries, performing arts center, etc. There may be same further possibilities through the city of special bond financing or_~nviornential development grants. d. At the present time the Coppell Town Center is in the Coppell Municipal Utility District (CMUD). For the construction of all the facilities which are not exempt from property taxes the Cf1UD will enter into a project agreement with the owner which will ultimately result in the refunding of 50$ of all utility costs expended, both onsite and offsite. USE OF PF.OPSRTY It is th~ Vu'~itent of this proposal that t~etrocrest would use the property acquired ,`for the construction of medical facilities to serve the City of Coppell.~ Metrocrest would agree that all such facilities and services offered by tietrocrest, or any affiliate or related party, within the Coppell area would be located on the subject property. In keeping with this intent, this agreement would not be assignable by Metrocrest to any other party without the approval of PCJV. - tietrocrest would have the obligation to oomtnence construction on any given site acquired within one year after acquisition and to complete the construction of the facilities within two years after acquisition. Any roadways or other facilities to be constructed across or adjacent to property still owned by PCJV ar its successors shall be constructed in accordence with plans and specifications which have been reviewed and ~~ Mr. Jack Bailey November 18, 1988 Page 7 approved by FCJV prior to ocmnencement of construction. All developanent within the Coppell Town Center shall be architecturally oompatable with traditional or classical styles. Examples of acceptable architectural styling, but not by way of limitation, would be the Copt~ell City Hall and the Town Oaks Shopping Center at the southeast corner of Denton Tap and Sandy Lake. PHA~F. 1 CLOSING It is important to FCJV that the Phase 1 closing occur by December 31, 1988. However we recongize that Metrocrest may still have feasibility and financing arrangements to complete. Should this be a problem,.we suggest the deed to the Phase 1 site contain a reverter clause which would cause the title to revert to FCJV if Metrocrest has not cccnnenced the Phase 1 construction by June 1, 1989. Should you have any ~estions regarding this proposal, please feel free to contact the undersigned. If this proposal is agreeable in concept to Metrocrest, please indicate by executing in the space provided below and returning one original copy. Both FCJV and Metrocrest acknowledge that this letter proposal is not binding on either party and is subject to further approvals and review of legal counsel for both parties. Yours very truly, PARKS OF COPPEL.L JOINT VENTURE C,~C~i~ By: Michael R. Allen ACCEPTED AND AGREED: hiETF~fJCRL'S'T HQSPITAL AUTHORITY Date BY ~'"~ ~ ~F~i oMN^~o M1IAN~N V Q H ifl 69 H V169 _ ...~ N y aocx ~ W O 0 Fop OQ~OMLA ~O ~ y W lA ~ lA U7 C~ tp F, o a r ;Ln Ln o N -- ~o .-aovvti ~ ~ i W OQ-aD~pM N N M In N ~ M1 y O W 69 69 69 69 ^ N W ~ p 69 69 I~ O C O O O O p V! V! O 69 O 49 69 O W ~ O O O ~ i ~~.. 0 0 0 Z W 0 NA ~ W a 6 9 6 69 F,,, ~ y J W i ~ ~ ° ° ° ° av uM1 i oouM1 ~LOUr ~ LM1 n r- l!7 ~O C~ M1 O ~p O~fN'~t~ M1 },. d N 69 w- 69 ~ LA y Q 69 69 69 69 W ~ p W O O~ O MLA ~O W v tr- - o to ~ ~ Ln ao Ln Ln a ~ a M M1 ~ ~ Ln 0 W •- - m N N l A 0 M1 O c~n ya ~, 69 6A N W m 69 69 M1~-M1'~~ M J y M-- M M N ' ~i' d W d' to N M M M1 N W M1 M1 M1~ M1 M1 y ~ ln~(~•-tA N W y~ X 0 0 0 0 M Li. V Li. ~ O O~OIAM1 ~D W y 0 T 'D ~-- ~D r- ~"' W N ~ M~NM~D m Z v O d W CZ ~ F~ i ( OONIAtJ') 0001M1M1 , ~W W H OM~-MM iI! 69 69 i9 bf! 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