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Town Center L1B2-CN 821230CONTRACT OF SALE STATE OF TEXAS ) ) COUNTY OF DALLAS ) THIS CONTRACT OF SALE ('Agreement") is made by and between the PARKS OF COPPELL JOINT VENTURE II (hereinafter "Owner") and the CITY OF COPPELL, a municipal corporation and political subdivision of the State of Texas (hereinafter "City") upon the terms and conditions set forth herein. ARTICLE I DEFINITIONS The following terms shall hove the meaning set forth unless the context clearly requires otherwise: "Property" - The approximately 766 acres of land owned by Owner located within the City, as more particularly described in the attached Exhibit "A', which is incorporated herein by reference. "Municipal Center Site' - The approximately 8 acres of land located within the Property, as more particularly described in the attached Exhibit "B", which is incorporated herein by reference. "Park Site" - The approximately 164.9 acres of land located within the Property, as more particularly described in the attached Exhibit "C", which is incorporated herein by reference. "Zoning Plan" - The zoning for the Property, approved by the City Counci{ of the City on June 22, 1982, and evidenced by Ordinance No. 204-~-16, dated July 27, 1982, as more particularly set forth in the attached Exhibit "D", which is incorporated herein by reference. "Zoning Ordinance" - Ordinance No. 204, as amended, as adopted by the City of Coppell. "Sub-Division Ordinance" - Ordinance No. 185, as amended, as adopted by the City of Coppell. ARTICLE II PURCHASE AND SALE Owner hereby agrees to convey and City hereby agrees to purchase the Municipal Center Site and Phase I (hereinafter designated) of the Park Site, together with all and singular the rights and appurtenances pertainin9 thereto, in accordance with the terms of this Agreement, it being understood that Owner is simultaneously .granting to City options to purchase the balance of the Park Site (Phases II and III thereof hereinafter designated) under separate option agreements of even date herewith. ARTICLE III PURCHASE PRICE A. Municipal Center Site. The purchase price for the Municipal Center Site shall be Three Hundred Sixty-One Thousand Two Hundred Ninety-Two and No/100 Dollars ($361,292.00). The number of gross square feet has been determined by survey as provided in Article VI hereinafter. The purchase price for the Municipal Center Site shall be paid by City to Owner on the Closing Date, as hereinafter defined, in cash or by cashier's check payable to the order of Owner. B. Park Site Phase I. The purchase price for Phase I of the Park Site shall be Two Hundred Thirty-Three Thousand Seven Hundred Fifty and No/100 Dollars ($233,750.00) for the approximately 51.34 acres designated "Phase I" on Exhibit "C". The purchase price for Phase I of the Park Site shall be paid in cash or by cashier's check payable to the order of Owner. ARTICLE IV CONDITIONS PRECEDENT TO OBLIGATIONS BY OWNER The obligation of Owner to consummate this Agreement shall, at the option of Owner, be subject to the following conditions precedent, any or all of which may ~e waived in whole or in part by Owner in its sole discretion. It is agreed, however, that City shall perform any particular waived condition following Closing upon Owner's request, any such item being a covenant which shall survive closing. 1. The Zoning Plan shall be in full force and effect on the Closing Date. 2. The City Council of the City shall continue to agree that the prbper interpretation of the Sub-Division Ordinance with respect to the Property shall allow for the Property to be developed as follows, it being agreed that such interpretation and the resulting application of the Sub-Division Ordinance is the normal and reasonable course in light of all relevant circumstances: (a) No perimeter alleys shall be required between developments in different zoning classifications; (b) Residential lots may front on Moore, Deforest, Lodge, Heartz, Sandy lake and Denton Tap Roads and Parkway Boulevard, provided that rear access driveways are provided for such lots; (c) Moore, Deforest, Lodge and Heartz Roads and Parkway Boulevard shall have sixty foot (60') rights-of-way with forty-four foot (44') wide paving, provided that Parkway Boulevard shall be a divided thoroughfare from Denton Tap Road to Heartz ROad with two twenty-four foot (24') paving sections in seventy-four feet (74') of right-of-way; (d) On Moore, Deforest, Heartz an8 Lodge Roads and Parkway Boulevard, paving of onl~.,-twenty-four~f#t~ (24') in width shall be required until such time as..a~final' side of such road; (e) Denton Tap and Sandy Lake Roads shall have one hundred twenty foot (120') rights-of-way, provided neither Owner nor its successors or assigns shall be required to construct, grade, pave or provide drainage for, or be specially assessed for the construction, grading, paving or draining, of such roads; (f) Sidewalks shall not be required to be constructed until such time as a building permit is issued for a particular lot or parcel; at such time, the sidewalk may be constructed at the street curb line; (g) Funds normally escrowed or used for completion of perimeter streets upon approval of a final plat may be used to build other collector streets in the Property, provided that Owner enters into an agreement at the time to replace such funds when a subsequent tract within the Property obtains final plat approval. The deferral of the following perimeter street escrow or construction requirements and the following replacement substitution is acceptable to the City. Other deferrals and replacements requested by Owner will be reviewed by the City on an individual basis for approval, such approval to not be unreasonably withheld. (i) Deforest Road adjacent to the east side of Tract 17 - to be deferred at the platting of the approximate south one-half (1/2) of Tract 17 and to be replaced with the platting of the remainder of Tract 17. (ii) Lodge Road adjacent to the west side of Tract 11 - to.be deferred at the platting of Tract and to be replaced with the platting of Tract 9. (iii) Moore Road adjacent to the west side of Tract 17 - to be deferred at the platting of Tract 17 and to be replaced with the platting of Tract 10. (iv) Deforest Road adjacent to the east side of Tract 15 - to be deferred at the platting of Tract 15 and to be replaced at the platting of Tract 4 (except for Parkway Boulevard right-of-way). (v) Deforest Road adjacent to the east side of Tract 14 - to be deferred at the platting of Tract 14 and to be replaced with the platting of Tract 6 (except for Parkway Boulevard right-of-way). (vi) Owner may substitute other tracts within the Property for any 'replacement" tract provided Owner can reasonably demonstrate to the City that the substitute tract has equal or better development potential as the tract for which it is substituted. (h) Enclosed storm sewers shall be provided by Owner in all areas where the quantity of the accumulated storm runoff does not exceed the capacity of a inch (36") diameter reinforced concrete pipe on the maximum available slope, as determined by Owner's engineers; where be exceeded, open such capacity would .......