ST8503-AG 920211CONSENT AGENDA
AGENDA REQUEST FORM
CITY COUNCIL MEETING February 11, 1992iTEM NUMBER /~
Consideration and approval of an agreement fol' Harris Road (extension) between Matthews
Investments, H.T. Ar~inEer and the City of Coppell, located south of the Bethel School Road and
Harris Road intersection, and north of Bethel Road, and authorizing the May~ to sign.
SUBMITTED BY:
V '
STAFF REP.: Gary L Sieb, p]nnnin~ Directo~
OTHER REP.: Lawrence Jackson, City Attmmey
DATE:
The attached agreement was created fo~ the purpose of improving the extension of Harris Road
(presently called Bethel School) because its current condition is substandard. Participants in this
agreement inclade Matthews Investments, deveIoper of Big Cedar Addition, H.T. Ardi~Ee~ owner
of Country Estates Addition, and the City of CuFi~elL The Cites involvement is due to the ftmds
we hold in an escrow account, from Centex Corporation few their pro-rata shar~ of iml~ements
along their frontage of Bethel School Road. Approval of ~his agreement will allow the construction
of improvements to the road from Plantation Road to Bethel Road.
BUDGET AMT.
AMT +/- BUDGET
FINANCIAL REVIEW BY ~
LEGAL REVIEW BY:
RO~D IMPROVEMENTS CONSTRUCTION
AND ESCROW AGREEMENT
by and between
THE CITY OF COPPELLt TEX~Sf
M~TTHEWS I~v~STMENTS SOUTnw=ST, INC.
H.T. i~I%DINGER, JR.
and
JAY S. TUi~NER, ESQ.
TABLE OF CONTENTS
ARTICLE I.
Covenants with Respect to Construction
of Roads and Related Improvements
1.1 Definition of Bethel
1.2
1.3
1.4
1.5 Liability
1.6 Access .
School
Improvements .
Dedication .........
Construction ~lan~ an~ Specifications
Construction Covenants
Road
ARTICLE II
Temporary
2.1
2.2
Construction Easements
Construction Easements
Adjacent Property
Easement .
Owners'
&o~s%r~ction
ARTICLE III
Road Escrow Fund Agreement
3.1 Establishment of Escrow
3.2 Deposit of Escrowed Funds
3.3 Receipt of Road Escrow Fund
3.4 Interest .
ARTICLE IV
Disbursements from Road Escrow Fund
4.1 Appointment of Representative
4.2 Periodic Disbursements .
4.3 Final Disbursement .
4.4 The Escrow Agent's Fees
4.5 Resignation of the Escrow Agent
ARTICLE V
Defaults and Remedies
5.1 Default and Remedy .
ARTICLE VI
Miscellaneous
6.1
6.2
6.3
6.4
6.5
6.6
6.7
6.8
6.9
6.10
GOVERNING LAW
Modification and ~e~mination
Binding Effect .
Notices
Entirety and Amendments
Multiple Counterparts
Time of the Essence
Severability
Attorneys Fees
Terminology
2
2
2
3
3
4
4
4
4
6
6
6
6
6
8
8
9
9
9
9
10
11
11
11
11
11
11
(i)
ROAD IMPROVEMENTS CONSTRUCTION
AND
ESCROW AGREEMENT
THIS ROAD IMPROVEMENTS CONSTRUCTION ANDESCROW AGREEMENT (this
.'Agreement") is entered into as of the__ day of January, 1992,
by, between and among THE CITY OF COPPELL, TEXAS, a body politic
(the "city"), H.T. ARDINGER, JR, an individual residing in the
State of Texas ("Ardinger"), MATTHEWS IN¥=STMENTS SOUTHWEST, INC.
X, a Texas business corporation ("Matthews") and JAY S. TURNER,
ESQ. (the "Escrow Agent").
WI TNE S E TH:
WHEREAS, Ardinger and Matthews (hereinafter sometimes referred to
collectively as the "Developers") propose the development of real
estate projects on tracts of land adjacent to a portion of Bethel
School Road in the City of Coppell, County of Dallas, Texas, which
real estate development tracts are hereinafter sometimes referred
to individually as the Ardinger Tract (more particularly described
on Exhibit A attached hereto and incorporated herein by reference),
the Matthews Tract #1 (more particularly described on Exhibit B
attached hereto and incorporated herein by reference), and the
Matthews Tract #2 (more particularly described on Exhibit C
attached hereto and incorporated herein by reference), and
collectively, as the Tracts; and
WHEREAS, the Developers desire to improve Bethel School Road
and to dedicate or cause to be dedicated to the city, certain real
property for right-of-way purposes and for other improvements to
Bethel School Road, as said Road lies adjacent to the Tracts; and
WHEREAS, the Developers and the City now desire to enter into
this Agreement among themselves and with the Escrow Agent to
describe the respective obligations of each of them relating to:
the construction of certain road and other improvements
along Bethel School Road where the same abuts the Tracts;
obtaining right-of-way, if needed, to accommodate the
proposed improvements to Bethel School Road;
the escrow of certain funds to pay for the construction
of such improvements; and
ROAD ESCROW AGREEMENT Page i
4. certain other matters, all as more fully set forth
hereinbelow.
NOW, THEREFORE, for and in consideration of the premises, the
covenants herein contained and other good and valuable
consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties to this Agreement hereby agree as
follows:
ARTICLE I.
Covenants with Respect to construction
of Roads and Related Improvements
1.1 Definition of Bethel School Road Improvements. As used
herein, term "Improvements" to Bethel School Road means and shall
refer to the construction of a concrete roadway and related
utilities and drainage along the road-bed of existing Bethel School
Road and extending, along the Tracts, from Point A to Point E as
identified on the drawing attached hereto as Exhibit D and
incorporated herein by this reference, together with appropriate
ancillary improvements, and such additional improvements as may be
set forth on the final Plans and Specifications (herein so called)
for the Improvements which Plans and Specifications shall be
prepared and approved as hereinafter set forth.
1.2 Dedication. Each of the Developers shall dedicate or
cause to be dedicated to the City, within 3 months from the date
hereof and prior to the commencement of construction of the
Improvements, any right-of-way abutting their respective Tracts
necessary for the completion of the Improvements in accordance with
the Plans and Specifications. The city shall make such reasonable,
good-faith efforts as the City shall deem appropriate to cause to
be dedicated, within 3 months from the date hereof, necessary
right-of-way (if any) abutting Bethel School Road between Point A
and Point E which is not owned or controlled by Ardinger or
Matthews.
1.3 Construction Plans and Specifications. Construction of
the Bethel School Road Improvements, shall be undertaken pursuant
to, and in conformity with, the final Plans and Specifications; and
the construction of the Improvements shall not commence until such
time as all of the parties to this Agreement have approved, in
writing, such final Plans and Specifications (which approval shall
not be unreasonably withheld or delayed by any party). The final
Plans and Specifications shall, at a minimum, conform to the street
construction specifications customarily required by the City. All
of the parties to this Agreement shall indicate their approval, in
writing, on a single set of Plans and Specifications and such set
of fully-approved Plans and Specifications shall, for purposes of
this Agreement, be deemed to be the final Plans and Specifications.
ROAD ESCROW AGREEMENT Page 2
1.4 Construction Covenants.
(a) Construction of the Improvements shall be undertaken
in accordance with the final Plans and Specifications and the
construction of the roadway improvements shall include, but
not be limited to, all design, engineering, labor, services,
material, tools, equipment, supervision, and the performance
of all related work for the roadway, utility and drainage
construction, in compliance, in all material respects, with
the final Plans and Specifications and all accompanying
drawings, specifications and contract documents as may be
referred to herein and/or attached hereto ("Construction
Documents").
(b) Ardinger shall select a qualified Engineer (herein
so called), reasonably satisfactory to Matthews, to prepare
the Plans and Specifications and to observe the construction
of the Improvements in accordance with the final Plans and
Specifications and report thereon to the Developers. The
Engineer shall identify to the Developers one or more
contractors to perform the construction work comprising the
Improvements and the Developers shall mutually consent (which
consent shall not be unreasonably withheld or delayed) to the
selection of contractors. All contractors performing work
hereunder shall be bonded with performance bonds reasonably
satisfactory to the parties hereto. All contracts with
contractors and subcontractors performing work as contemplated
by this Agreement, and any contract with the Engineer, shall
include a provision for the maintenance of adequate liability
insurance and other work-related insurance as Matthews,
Ardinger and the City may require and an indemnification
agreement in the same form as described in Section 1.5, below,
indemnifying Matthews, Ardinger and the city.
(Notwithstanding the preceding sentence, it is expressly
acknowledged and agreed that the City shall not be a party to
any such construction-related contracts, although it may be an
intended beneficiary of certain insurance and/or
indemnification provisions contained in any thereof.) The
Engineer shall provide competent construction observation, in
attendance, as necessary, at the site of the construction of
the Improvements during the progress of such construction
work.
1.5 Liability. Ardinger and Matthews agree to release,
defend, and indemnify the City, its officers and employees from and
against all liability, cost and expense (including, but not limited
to, attorneys' fees, costs and judgments) for loss or damage to any
property and for injuries to or death of any person (including the
property and employees of the parties hereto) caused wholly or
partially by the construction of the Improvements which are the
subject of this Agreement.
ROAD ESCROW AGREEMENT Page 3
1.6 Access. The parties hereto owning property adjacent to
Bethel School Road, including residents of the Hunterwood
subdivision, Shadowridge Section IV, and Windance Townhomes shall,
at all times after the commencement of construction of the
Improvements have access to their respective Tracts or properties,
notwithstanding the progress of construction of the Improvements.
ARTICLE II.
Temporary Construction Easements
2.1 Construction Easements. Each party hereto owning a Tract
which abuts Bethel School Road shall grant a temporary construction
easement (if the Engineer determines such easement or easements to
be necessary) upon and across such Tract.
2.2 Adjacent Property Owners' Construction Easement. The
Developers shall use their reasonable, good-faith efforts to obtain
temporary construction easements (if the Engineer determines such
easement or easements to be necessary) from and any and all other
owners (that is, owners who are not parties to this Agreement) of
real property located adjacent to, or along, the construction site
for the proposed Bethel School Road Improvements. If the
reasonable, good-faith efforts of the Developers fail to produce
all such temporary construction easements (if any) as may be
necessary, the City shall, following written request by the
Developers, use its reasonable, good-faith efforts to assist in
obtaining all such easements.
ARTICLE III.
Road Escrow Fund Aqreement
3.1 Establishment of Escrow.
(a) The Developers each mutually acknowledge and agree,
one with the other, that the costs and expenses incurred
incident to the planning of the proposed Improvements and the
preparation of this Agreement shall be aggregated, and then
borne by them in accordance with the percentages set forth
below (hereinafter referred to as the "Contribution
Percentages"):
(i) 66.8% by Ardinger;
(ii) 13.3% by Matthews for Matthews Tract %1; and,
(iii) 19.9% by Matthews for Matthews Tract #2.
The Developers each mutually acknowledge and agree, one with
the other, that each shall be liable for the costs incurred
incident to the preparation and approval of final Plans and
ROAD ESCROW AGREEMENT Page 4
Specifications including, without limitation, all costs
payable to the Engineer in connection therewith, and such
costs shall be borne by each of the Developers in accordance
with its respective Contribution Percentage, as set forth
above in this Section 3.1(a). From and after this date, each
of Ardinger and Matthews shall contribute to the cost of
construction of the Improvements in accordance with its
respective Contribution Percentage. The city shall not be
liable for any costs incurred incident to the planning of the
proposed Improvements prior to the date of execution of this
Agreement. The City shall be responsible only for a
contribution to the cost of the engineering design and
construction of the Improvements and such contribution shall
be in an amount equal to (and not greater than) the amount,
(plus accrued interest thereon) previously tendered to the
city (or to an independent escrow) by Centex Development for
the construction of similar improvements to Bethel School
Road.
(b) In order to ensure that the Improvements are
completed in a cost-effective manner, the Engineer shall
prepare and submit to each of the Developers for approval
(which approval shall not be unreasonably withheld or delayed)
a Road Construction Budget (herein so called). In the event
of variances in the Road Construction Budget and in the event
the Road Escrow Fund (hereinafter defined) is insufficient to
complete the construction of the Improvements in accordance
with the final Plans and Specifications, the Developers (but
not the City) shall be liable for their ratable share of the
cost of completion of the Improvements, in accordance with
their respective Contribution Percentages hereinabove set
forth, notwithstanding anything to the contrary contained in
this Agreement.
(c) In order to provide for the payment of the costs
necessary to complete the Improvements in accordance with the
approved Road Construction Budget, the City shall contribute
to the Road Escrow Fund (herein so called) the amount
hereinabove described in Section 3.1(a), and each of the
Developers shall, contemporaneously with their approval of the
Road Construction Budget, contribute to the Road Escrow Fund
an amount equal to their respective Contribution Percentages
of the difference between the amount contributed to the Road
Escrow Fund by the city and the total amount necessary for
construction of the Improvements on shown on the approved Road
Construction Budget. For example, if the Road Construction
Budget indicates that the total cost of the Improvements will
be $250,000, and the city contributes SX, then the remainder
(i.e., $250,000 - SX) shall be contributed to the Road Escrow
Fund by the Developers in accordance with their respective
Contribution Percentages.
ROAD ESCROW AGREEMENT Page 5
3.2 Deposit of Escrowed Funds. Contemporaneously with the
approval of the Road Construction Budget as hereinabove provided,
the Road Escrow Fund shall be deposited with the Escrow Agent,
which Road Escrow Fund shall be held in escrow and administered in
accordance with the terms hereof pending completion of construction
of the Improvements in accordance with this Agreement.
3.3 Receipt of Road Escrow Fund. Upon receipt of the Road
Escrow Fund, the Escrow Agent shall acknowledge receipt of the Road
Escrow Fund, and agree to hold and disburse such monies in strict
accordance with the provisions hereof.
3.4 Interest. The Road Escrow Fund shall be held by the
Escrow Agent in interest-bearing accounts, FDIC insured, with a
maximum of $100,000 in each separate account (if such separation of
accounts is feasible and can be accomplished in a manner consistent
with FDIC deposit insurance regulations). The Escrow Agent shall
use its best efforts to obtain the maximum lawful rate of interest
from time to time available for funds of a similar nature held by
the Escrow Agent. Any interest accrued on the Road Escrow Fund
shall be added to the principal of such Fund and disbursed in
accordance with the terms hereof.
ARTICLE IV.
Disbursements from Road Escrow Fund
4.1 Appointment of Representative. Ardinger, at the sole
cost and expense of Ardinger, shall select a representative, which
may be the Engineer (the "Representative") to oversee disbursement
of the Road Escrow Fund.
4.2 Periodic Disbursements. The Escrow Agent agrees to
disburse amounts from the Road Escrow Fund, including any and all
accrued interest thereon, in the manner hereinafter set forth.
(a) As construction of the Improvements progresses, the
constructing party (i.e., the contractor(s)) shall be entitled
to receive periodic disbursements out of the Road Escrow Fund
for the amount of invoices received periodically from third
parties, and for labor and materials incorporated into the
Improvements, less 10% retainage.
(b) Such constructing party may request disbursements
from the Road E~crow Fund not more often than every 30 day~.
Each such request for disbursement shall be evidenced by a
written request ("Disbursement Request") from such
constructing party sent to the Representative with return
receipt requested, specifying in reasonable detail, the work
performed and material incorporated into the Improvements,
together with invoices from all third party contractors and
ROAD ESCROW AGREEMENT Page 6
materialmen evidencing the amounts due with respect to the
invoices for such labor and materials.
(c) Upon receipt of such 'Disbursement Request, the
Representative shall promptly review same, and, to the extent
accurate, shall certify to the parties hereto that the work
described in the Disbursement Request has been performed and
the materials described therein have been incorporated into
the Improvements (the foregoing certification shall
hereinafter be referred to as the "Representative's
Certificate"). Contemporaneously with his delivery of the
Representative's Certificate, the Representative shall also
advise the parties to this Agreement as to his opinion of the
adequacy of the balance remaining in the Road Escrow Fund to
pay for the uncompleted portions of the Improvements.
(d) If, within 10 days after receipt of such
Disbursement Request, the Representative fails to either
(i) disapprove, in writing, such Disbursement Request (which
disapproval shall be accompanied with the reasons therefor),
or (ii) approve such Disbursement Request by delivering to the
constructing party the Representative's Certificate, then such
Disbursement Request shall be deemed to be approved. If the
Representative fails timely to approve or disapprove the
Disbursement Request, the constructing party shall deliver to
the Escrow Agent a certificate (the "Constructing Party's
Certificate") stating (i) that the Representative is deemed to
have approved the Disbursement Request, and (ii) specifying
the date that such Disbursement Request was sent to the
Representative. The Escrow Agent shall confirm that the
Representative actually received the Disbursement Request at
least 10 calendar days prior to the Escrow Agent's receipt of
the Constructing Party's Certificate.
(e) Copies of all Disbursement Requests (including all
exhibits and attachments required hereunder), and all
Constructing Party's Certificates (if any), shall be
simultaneously delivered by the constructing party to each of
the parties hereto at their respective addresses for notices
as specified hereinbelow.
(f) After the Representative's approval or deemed
approval of a Disbursement Request, the constructing party
shall submit the Disbursement Request (without any
accompanying invoices) along with the Representative's
Certificate (or the Constructing Party's Certificate, if
applicable) to the Escrow Agent. Disbursement Requests for
which an appropriate Certificate. has been received by the
Escrow Agent, shall be paid by the Escrow Agent within 3 days
after such Certificate is received.
ROAD ESCROW AGREEMENT Page 7
(g) Notwithstanding anything herein to the contrary,
after the first Disbursement Request, each subsequent
Disbursement Request must be accompanied by appropriate
evidence (including, without limitation, receipts and lien
waivers) that the funds disbursed pursuant to the immediately
preceding Disbursement Request were actually applied towards
the costs indicated in, and to the parties described in, such
previous Disbursement Request.
(h) In addition, in connection with any Disbursement
Request, the constructing party may request that retainage
pre~iously withheld be disbursed as to fully completed
subcontracts, so long as the constructing party submits with
such Disbursement Request, a final lien waiver executed by
such subcontractor and the Representative certifies in the
Representative's Certificate that such subcontract has been
fully completed.
(i) It is expressly agreed that the Escrow Agent shall
have no responsibility whatever to determine the accuracy of
the Disbursement Request or the Representative's Certificate.
The Escrow Agent's sole responsibility in connection with the
disbursement of the escrowed funds pursuant to this
Section 4.2 is to disburse the amounts shown on the
Disbursement Request (less 10% retainage) as approved or
deemed approved by the Representative.
4.3 Final Disbursement. Notwithstanding Section 4.2 to the
contrary, in no event shall more than ninety percent (90%) of the
Road Escrow Fund be disbursed until the Improvements have been
finally completed and accepted by the city (in which event the
remaining 10% shall be disbursed after any statutory retainage
period has elapsed and all appropriate lien waivers and releases
have been received by the Escrow Agent and the Representative).
After all Improvements are completed in substantial compliance with
the final Plans and Specifications, the City has approved and
accepted the Improvements, and after the final Disbursement Request
and the Representative's Certificate has been sent to and paid by
the Escrow Agent, any remaining funds in the Road Escrow Fund shall
be disbursed to each of the Developers and the City in proportion
to cost of construction of the Bethel School Road segments between
Point A and Point E (as identified on the drawing attached hereto
as Exhibit D) for which the respective parties hereto made
contributions to the Road Escrow Fund, upon the Escrow Agent's
receipt of a written certification that all construction is
complete, approved and accepted by the City.
4.4 The Escrow Aqent's Fees. In consideration of the
services to be performed by the Escrow Agent hereunder, the Escrow
Agent shall be paid a fee, payable by the Developers, in proportion
to their respective contributions to the Road Escrow Fund. In no
ROAD ESCROW AGREEMENT Page 8
event shall such Escrow Agent's fee be paid out of the Road Escrow
Fund.
4.5 Resignation of the Escrow Aqent. If any attempt be made
to modify this Agreement in a manner that would increase the duties
and responsibilities of, or reduce the compensation payable to, the
Escrow Agent, such Escrow Agent may resign by notifying the parties
hereto, in writing, by certified mail to their respective addresses
set forth below, which resignation shall be effective upon the
earlier of (i) the acceptance by such successor escrow agent as may
be appointed by the parties hereto; or (ii) the expiration of 30
days following the date upon which the Escrow Agent's resignation
notice was mailed. Any such resignation will be subject to the
Escrow Agent executing all necessary and appropriate documents to
(i) effectively transfer the Road Escrow Fund to its successor, and
(ii) provide indemnification from the Escrow Agent to the other
parties hereto relating to any loss caused, in whole or in part, by
such resignation or the transfer of the Road Escrow Fund.
ARTICLE V.
Defaults and Remedies
5.1 Default and Remedy. If any party hereto fails to
contribute monies to the Road Escrow Fund as herein provided; or,
if any party (if such party has an obligation pursuant to this
Agreement to do so) fails to obtain, cause to be obtained or
otherwise fails to obtain or provide right-of-way and/or other
easements as herein provided; or, if any party otherwise fails to
abide by its obligations hereunder; then, any other party hereto,
for the benefit of all parties hereto, shall be entitled to enforce
specific performance of the defaulting party's obligations
hereunder.
ARTICLE VI.
Miscellaneous
6.1 GOVERNING LAW. THIS AGREEMENT IS BEING EXECUTED AND
DELIVERED IN, AND SHALL BE GOVERNED BY-AND CONSTRUED AND ENFORCED
IN ACCORDANCE WITH, THE LAWS OF THE STATE OF TEXAS.
6.2 Modification and Termination. This Agreement may not be
modified, revoked, released, or terminated, except upon the receipt
of mutual written consent of the parties hereto, with subsequent
notice given in writing and delivered to the Escrow Agent.
6.3 Bindinq Effect. This Agreement (along with the
attachments and other Construction Documents referred to herein)
contains the entire understanding between and among the parties
hereto relating to the Improvements and the Road Escrow Funds, and
same shall be binding upon and inure to the benefit of such
ROAD ESCROW AGREEMENT Page 9
parties, and (subject to its terms) their respective successors,
heirs, assigns, and legal representatives.
6.4 Notices. Ail notices, demands, or other communications
of any type, whether required by this Agreement or in any way
related to the transaction herein described, shall be void and of
no effect unless given in accordance with the provisions of this
Article VI, or as may be otherwise provided in this Agreement. Any
notice or other communication required or permitted hereby, or
convenient to the parties hereto in connection with the
consummation of the transaction contemplated hereby, shall be
deemed delivered (a) when personally delivered or delivered by
telecopy to the number set forth below, or (b) 2 days after deposit
in a receptacle of the United States Postal Service, as registered
or certified mail, return receipt requested, postage prepaid, and
addressed as follows:
If to the City:
City of Coppell
255 Parkway Boulevard
Coppell, Texas 75019
Attention: Mayor Mark Wolfe
Telephone No. 214/462-0022
Telecopy No. 214/393-0948
With copy to:
Lawrence W. Jackson, Esq.
Nichols, Jackson, Kirk & Dillard
1800 Lincoln Plaza
500 North Akard
Dallas, Texas 75201
Telephone No. 214/954-3333
Telecopy No. 214/954-3334
If to Ardinger:
H.T. Ardinger, Jr.
9040 Governor's Road
P.O. Box 569360
Dallas, Texas 75356-9360
Telephone No. 214/631-9830
Telecopy No. 214/634-1270
With copy to:
If to Matthews:
Telephone No.
Telecopy No.
Matthews Investments Southwest,
5220 Spring Valley, Suite 500
Dallas, Texas 75240
Attention: Tim House
Telephone No. 934-0123
Telecopy No. 980-2421
Inc. X
ROAD ESCROW AGREEMENT Page 10
With copy to:
Holmes Millard & Duncan
2200 Renaissance Tower
1201 Elm Street
Dallas, Texas 75270
Attention: John J. Stenger,
Telephone No. 747-2200
Telecopy No. 939-1517
Esq.
Either party hereto may change the address for notice specified
above by giving the other party 5 days advance written notice of
such change of address.
6.5 Entirety and Amendments. This Agreement (along with the
attachments and other Construction Documents referred to herein),
embodies the entire agreement between the parties hereto relating
to the Improvements and the Road Escrow Fund, and supersedes all
prior agreements and understandings, if any, specifically relating
to the subject matter hereof, and may be amended or supplemented
only by an instrument in writing executed in accordance with the
terms and provisions of this Agreement.
6.6 Multiple CounterDarts. This Agreement may be executed in
a nu~mber of identical counterparts. If so executed, each of the
counterparts shall be deemed to be an original for all purposes,
and all the counterparts shall, collectively, constitute but one
agreement. In making proof of this Agreement it shall not be
necessary to produce or account for more than one counterpart.
6.7 Time of the Essence. Time is of the essence with respect
to this Agreement; Drovided, however, in the event the date for
performance of any obligation or delivery of any notice hereunder
falls on a Saturday, Sunday or a federal holiday, the date for such
performance or delivery of such notice shall be postponed until the
next ensuing business day.
6.8 Severability. In case any one or more of the provisions
contained in this Agreement shall for any reason by held to be
invalid, illegal, or unenforceable in any respect, such invalidity,
illegality, or unenforceability shall not effect any other
provisions hereof, and this Agreement shall be construed as if such
invalid, illegal, or unenforceable provision had never been
contained herein.
6.9 Attorneys Fees. If any dispute between any party to this
Agreement relating to the transactions contemplated by this
Agreement should result in litigation, the prevailing party shall
recover from the non-prevailing party(ies), jointly and severely,
all reasonable costs incurred in connection therewith, including,
without limitation, reasonable attorneys' fees and court costs.
6.10 Terminoloqy. The captions beside the section numbers of
this Agreement are for reference only, and shall not modify or
ROAD ESCROW AGREEMENT Page 11
affect this Agreement in any manner whatsoever. Whenever required
by the context, any gender shall include any other gender, the
singular shall include the plural, and the plural shall include the
singular.
IN WITNESS WHEREOF, the undersigned have executed this
Agreement dated effective as of the date first set out above.
THE CITY OF COPPELL, TEXAS
By:
Name:
Title:
H.T. ARDINGER, JR.
H.T. Ardinger, Jr.
MATTHEWB I~¥~BTMENTS SOUThweST, INC.
X
By:
Name:
Title:
By:
Name:
Title:
ROAD ESCROW AGREEMENT Page 12
ESCROW AGENT:
JAY S. TUP. NER, ESQ.
Jay S. Turner
SCHEDULE OF EXHIBITS
Exhibit A -
Exhibit B -
Exhibit C -
Exhibit D -
Legal Description Ardinger Tract
Legal Description Matthews Tract #1
Legal Description Matthews Tract #2
Bethel School Roadway Drawing
ROAD ESCROW AGREEMENT Page 13
FIELD NOTES
BEING a pad of a tract et land in the Edward A. Crow Survey, Abstract NO, 301. Dallas County, Texas;
and being a pad et the 14.57 acre tract as described in deed to W,G, Thompson (Trustee). recorded in
Volume 72203, Page 13,~2, of the Deed Records of Deltas County. Texas (DRDCT), and said 13.952
acres cf land, being more pa,-flculady described as follow's:
BEGINNING at a ¥2" iron rod ~et at the Intersection of Bethel School Road (55 foot R,O,W.) southeast I;ne
and Bethel School Road (47.5 foot R.O.W.) east tine;
THEN__~ No~th 61 ' 25' 00" East, with said southeast line of said Bethel School Road, a distance of
608.18 teat to a ¥~inch iron rod found for corner;
THENCE, South O1 ° 02' 00" East, depadlng said southeast line. passing at 5.78 feet a t/~inch iron rod,
pass~ng et 481.10 feet a 1-3/4 inch iron pipe, passing at 759.73 feet a l¥~-inch iron pipe, passing at
944.88 feet a 1" pipe, in all a distance of 1143.39 feet to a point in the center of Grapevine Creek;
THENCE, up the center of Grapevine Creek. as follows:
South 62' 02' 10" West, 164.81 feet;
South 60' 42' 21 * Weat. 147.91 feet:
South 79' 02' 48" West, 129.82 feet;
South 60' 04' 57" West, 153.18 feet;
~, North 01 ' 02' 00" West, along a barbed wire fence and with the east line of said Bethel
School Road, a 47.5 foot R.O.W., a distance of 1.103.12 feet to the POINT OF BEGINNING;
CONTAINING, 13.9523 acres or 607,761 square feet of land.
Field Notes
BEING an 812726 acre tract of land located in the James W. Ander-
son Surwey, Abstract No. 18, in the City of Coppell, Dallas
County, Texas, and being more particularly described as follows:
BEGINNING at a 5/8-inch iron rod set for corner, said point being
the southwest corner of a 60 foot strip of land (Kaye Street)
conveyed to the City of Coppell by deed recorded in Volume 341,
Page 677, of the Deed Records of Dallas County, Texas (DRDCT);
THENCE, North 89' 22' 55" East,
fence, a distance of 508.11 feet
said point being located in the
width R.O.W.);
THENCE, South 01' 08' 46" East,
passing at 451.61 feet a nail
distance of 690.91 feet to a 5/8
generally with an old barb wire
to a "P.K." nail set for corner,
center of Harris Road (variable
with the center of Harrls Road,
with .shiner found, in all, a
inch iron rod set for corner;
THENCE, South 86' 30' 30" West, passing at 45.78 feet a %-inch
iron rod found, said point being located on the west right-of-way
line of Bethel School Road (variable width R.O.W.), and being a
northeast corner of the 2nd Revised Corrected Plat of Coppell
Village, an addition to the city of Coppel! as recorded in Volume
81149, Page 1944, of the Map Records of Dallas County, Texas, in
all, a distance of 5~6.44 feet to a ½-iron rod found for corner,
said point being a northeast corner of said Coppell Village;
THENCE, North 00' 30' 49" West, passing at 624.30 feet a 3/8-inch
iron rod found, said point being a northeast corner of Coppell
Village, in all, a distance of 716.77 feet to the POINT OF
BEGINNING and containing 8.2726 acres of land.
LEG ,a~L D ESCPOFYI ON
BEG~NG at a L~' iron pm Io~d ~ ~e No~h ~e of a ~ ~nvey~ ~ Ma~ Mye~ in d~
~o~ m Volume 73005, Page ~21 ot ~e D~ R~ of Da~ ~unq', Te~ s~d i~n pm
iound a~ &~ ~e Soutb~l m~er of ~t 10, BI~ B of ~p~ll V~ a~ addition w ~e
or ~p~ ~ ~ ~ VoL 80~7, Pg. 00~ of ~e D~ R~s of Da~ ~D', ~;
T~CE N 8~9'30' E ~o~ ~e ~id No~ l~e of Ma~ M~ ~ and ~e Sou~ ~e of said
~p~H Vi~a~ g2920 f~t ~ a ~' i~n pm
~NCE S 0W4Y18' ~ 417.18 I~t ~ a 518' iron pin Io~fl;
~N~ N 8~0'21' ~ 35~ f~ ~ ~ ~' ~n p~ ~et on ~e ~st linc of lie~el Sch~l R~d;
~NCE S 0~'3T W~ 74.00 f~t m a ~2" iron pin
~CE S ~9'4~ W, 36.98 f~l w a ~' ~m pin ~eg
~ N 8~2'0I' ~ ~o~ ~e ~u~ ~ne of ~p~ Vil~h 673.~ ~l lo a M4' iron pin
foun~