ST9902-ES050728 BILLINGSLEY 121 COPPELL, LID., a Texas limited partnership (hereinafter
called "Grantor"), for and in consideration of the sum of 'Fen Dollars ($10.O0) cash and other
good and valuable considerations to it in hand paid by DALLAS COUNTY COMMUNITY
COLLEGE DISTRICT, a Texas political subdivision of higher education (hereinafter called
"Grante~"), the receipt and sufficiency of which are hereby acknowledged and confessed, has
G~'qTED, BARGAINED, SOLD and CONVEYED, and by these presents does GRANT,
BARGAIN, SELL and coNVEY unto Grantee, subiect to the Permitted Exceptions (defined
below) and the reservations hereinafter set forth, the land described on Exhibit A attached hereto
and made a part hereof for all proposes, together with (i) ail right, title and interest of Grantor in
and to all improvements thereon (said land and improvements are herein called the "Prouert'~"),
and (ii) all right, title and interest of Grantor in and to all and singular the rights, servitudes,
easements, and rights of way benefitting said land or appurtenant thereto.
Notwithstanding anything herein to the contrary, all Credits (as such term is
defined in the "Development Agreement" described below) payable or otherwise made available
by the City of Coppell (the "City") pursuant to that certain Development Agreement, dated as of
April 19, 2005, by and between the City and Grantor, recorded in Volume 2005096, Page 3690,
Deed Records of Dallas County, Texas (the "Develo ment A cement"), are hereby specifically
retained and reserved by Grantor and are not conveyed, transferred or assigned to Grantee.
Grantor specifically reserves the right to transfer, assign or allocate the Credits to any other
property owned by Grantor or any affiliate of Grantor and located within the City. In the event
the City imposes any roadway impact fees, assessments or other charges on or against the
Property, Grantee or its successors or assigns, such roadway impact fees, assessments or other
charges shall not be deducted from or otherwise applied against the Credits under the
Development Agreement.
TO HAVE AND TO HOLD the Property, together with all and singular the rights
and appurtenances thereto in anywise belonging unto the said Grantee, its successors and
assigns, forever, subject to current real property taxes and assessments, zoning and other
governmental restrictions, and all covenants, conditions, restrictions, easements, rights-of-way
and other matters of record, including without limitation, the items listed on Exhibit B attached
hereto and made a part hereof for all purposes (collectively, the Permitted Exceptions."), and
Cj~antor does hereby bind itself, its successors and assig~as, to WARRANT AND FOREVER
DEFEND all and singular the said Property, subject to the Permitted Exceptions, unto the said
Grantee, its successors and assigns, against every person whomsoever lawfully claiming or to
claim the same or any part thereof by, through, or under Grantor, but not otherwise.
GRANTOR MAKES NO OTHER COVENANTS OR WARRANTIES, EXPRESS OR
IMPLIED, OF MERCHANTABILITY, MARKETABILITY~ FITNESS OR
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SUITABILITY FOR A PARTICULAR PURPOSE OR OTHERWISE, EXCEPT FOR
THE SPECIAL WARRANTY OF TITLE EXPRESSLY SET FORTH AND LEVIITED
HEREIN. ANY IMPLIED COVENANTS OR WARRANTIES ARE EXPRESSLY
DISCLAIlVIED AND EXCLUDED BY THIS SPECIAL WARRANTY DEED. BY THE
ACCEPTANCE OF THIS SPECIAL WARRANTY DEED, GRANTEE TAKES THE
PROPERTY "AS-IS."
Ad valorem taxes and other assessments against the Property for the current year
have been prorated between C~rantor and Grantee pursuant to a separate agreement of even date
herewith. Grantee has agreed to assume and be solely responsible for any and all rollback taxes.
[End of page; signature page follows.]
DA~.02:437686 2
EXECUTED as of the ~l~ day of July, 2005.
BILLINGSLEY 121 COPPELL, LID.,
a Texas limited partnership
By: Billingsley 380 North OP, L.L.C.,
a Texas limited liability company,
THE STATE OF TEXAS
COUNTY OF DENTON
This instrument was acknowledged before me by Kenneth D. Mabry, a Manager
of Billingsley 380 North GP, L.L.C., a Texas limited liability company, as general partner of
Billingsley 121 Coppall, Ltd., a Iexas limited partnership, on behalf of said limited liability
company and limited partnership.
Given under my hand and seal of office this ~-"7 day of July, 2005.
(SEAL
Notary Public, State of Texas/d ~
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EXItlBIT A
[See attachment]
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Being a 1,613,375 square feet or 37.0380 acre tract of land situated in the
Jesse Moore Survey, Abstract No. 968 and the C. S. Dunnagan Survey, Abstract
No. 1655, City of Coppell, Dallas County, Texas, said tract of land conveyed to
Billingsley 121 Coppell, Ltd. by deed recorded in Volume 2004053, Page 11706,
Deed Records of Dallas County, Texas, said tract including all of Lot 2, Block
2 of Replat of Freeport North, an addition to the City of Coppell, Texas as
recorded in Volume 98008, Page 10, Deed Records of Dallas County, Texas, and
being more particularly described as follows:
BEGINNING at a found 1/2 inch iron md for a comer at the/ntersection of the
south line of Sandy Lake Road (a 50 foot right of way) with the west line of
Royal Lane (a variable width right of way);
THENCE, the following courses and distances with the west line of Royal Lane:
- S 00 degrees 18 minutes 49 seconds E, a distance of 300.77 feet to a found
1/2 inch iron rod for a comer at an offset in the said west line of Royal
Lane;
- N 89 degrees 52 minutes 11 seconds E, a distance of 15.00 feet to a found 1/2
inch iron rod for a corner;
- S 00 degrees 18 minutes 49 seconds E, passing at a distance of 1,029.07 feet
the northeast comer of said Lot 2, continuing in all a distance of 1086.44
feet to a found 1/2 inch iron rod for a comer, said point being the common
east comer of said Lot 2 and Lot 1, Block 2 of the said Freeport North
addition;
]'HENCE, S 89 degrees 50 minutes 31 seconds W, departing the west line of Royal
Lane and with the common line of said Lot 1 and Lot 2, a distance of 1,428.97
feet to a found I/2 inch iron rod for a comer in the east line of Lot 1, Block
A of Securloek Small Bus. Parking and Storage addition as recorded in the Deed
Records of Dallas County, Texas, said Lot 1, Block A conveyed to Houghton
Properties, L. P., by deed recorded in Volume 2003106, Page 13485, Deed
Records of Dallas County, Texas and said point being the common west comer of
said Lot 1 and Lot 2;
TIt~alqCE, N 00 degrees 34 minutes 37 seconds W, with the west line of said Lot 2
and the east line of the said Houghton Properties, L. P. tract, a distance of
58.50 feet to a found 1/2 inch iron rod for an angle point, said point being
the northwest comer of said Lot 2;
THENCE, N 00 degrees 06 minutes 55 seconds W, with the east line of the said
Houghton Properties, L. P. tract, a distance of 319.42 feet to a found TXDOT
right of way monument for a comer in the southeast line of State Highway 121
(a variable width right of way);
THE'NCE, the following courses and distances with the southeast line of State
Highway 121:
- N 37 degrees 11 minutes 58 seconds E, a distance of 303.78 feet to a found
1/2 inch iron rod for an angle point;
- N 33 degrees 14 minutes 16 seconds E, a distance of 529.58 feet to an found
TXDOT right of way monument for an angle point;
- N 32 degrees 31 minutes 23 seconds E, a distance of 129.77 feet to a found
I/2 inch iron rod for an angle point;
- N 34 degrees 31 minutes 24 seconds E, a distance of 171.42 feet to a found
TXDOT right of way monument for a comer;
- N 65 degrees 48 minutes 32 seconds E, a distance of 191.17 feet to a found
1/2 inch iron rod for a comer in the south I/ne of Sandy Lake Road;
THENCE, S 89 degrees 55 m;nutes 53 seconds E, with the south line of Sandy Lake
Road, 592.38 feet to the Point of Begianing.
EXItIBIT B
Permitted Exce tions
1. Standby fees, taxes and assessments by any taxing authority for the year 2005, and
subsequent years, and any taxes for prior years due to change of use, ownership or both.
2. Easement granted by Robert L. Thweatt and wife, Mary Francis Thweatt to Iexas Power
& Light Company, filed 06/17/1958, recorded in Volume 4912, Page 579, Deed Records of
Dallas County, Texas, and as shown on survey of L. Lynn Kadleck, R.P.LS. #3952, dated
05/11/2000, last revised 06/22/2005~
3. Easement granted by Susie Glenn Terrell and R. W. Terrell to Texas Power & Light
Company, filed 07/22/1939, recorded in Volume 2150, Page 421, Deed Records of Dallas
County, Texas, and as noted on survey of L. Lynn Kadleck, R.P.L.S. #3952, dated 05/11/2000,
last revised 06/22/2005.
4. Easement granted by Donald M, Sharp and wife, Jeanne O. Sharp to Keller Telephone
Co., flied 07/06/1959, recorded in Volume 5141, Page 357, Deed Records of Dallas County,
Texas, and as shown on survey of L. Lynn Kadleck, R.P.L.S. #3952, dated 05/11/2000, last
revised 06/22/2005. Assigned to Texas Power & Light Company by instrument filed
07/06/1959, recorded in Volume 5141, Page 387, Deed Records, Dallas County, Texas.
5. Terms and conditions of Ordinance No. 71-100, entitled Airport Zoning Ordinance of the
Dallas-Fort Worth Regional Airport, filed September 2, 1982, recorded in Volume 82173, Page
178, Deed Records of Dallas County, Texas, as noted on survey of L. Lynn Kadleck, R.P.LS.
#3952, dated 05/11/2000, last revised 06/22/2005.
6. Permanent Right of Way from Billingsley 121 Coppell, Ltd. to the City of Coppell,
Texas, dated 07/18/2005, filed 07/19/2005, recorded in Volume 2005139, Page 438, Official
Public Records of Dallas County, Texas.
7. Drainage Easement fi.om Billingsley 121 Coppell, Ltd. to the City of Coppell, Texas,
dated 07/18/2005, filed 07/19/2005, recorded in Volume 2005139, Page 445, Official Public
Records of Dallas County, Texas.
8. Terms, provisions, and conditions of Development Agreement filed 05/17/2005, recorded
in Volume 2005096, Page 3690, Deed Records of Dallas County, Texas, and as noted and shown
on survey of L. Lynn Kadleck, R.P.L.S. #3952, dated 05/11/2000, last revised 06/22/2005.
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