Lake Park/PP-CS 890131TRI-PARTY CONTRACT
This Tri-Party Contract ("Contract") is made and entered
into as of the day of , 1989 (the "Effective
Date"), by and among The Parks of Coppell Joint Venture II
("Venture"), a Texas joint venture, acting by and through its
venturers, the City of Coppell ("City"), a municipal
corporation and political subdivision of the State of Texas,
acting by and through its duly authorized Mayor and City
Administrator, and Lomas and Nettleton Corporation ("L&N"), a
corporation, acting by and through its duly
authorized officer.
W I TN E S SETH :
WHEREAS, Venture owns that certain land described in the
Dedication Deed (herein so called) attached hereto as Exhibit A
and incorporated herein by reference for all purposes (the
"Venture Right-of-Way"); and
WHEREAS, City and L&N wish to~Cause the construction of an
extension of MacArthur Boulevard from the existing termination
of MacArthur Boulevard at DeForest Road to the city limits of
the City of Lewisville, Texas (the "MacArthur Extension"); and
WHEREAS, City and L&N have requested Venture to execute and
deliver the Dedication Deed pursuant to which Venture dedicates
to City the Venture Right-of-Way which is necessary, together
with other right-of-way, for the construction of the MacArthur
Extension; and
WHEREAS, Venture is willing to execute and deliver the
Dedication Deed upon the terms and conditions contained herein7
NOW, THEREFORE, as a material inducement to Venture to
execute and deliver the Dedication Deed, City and L&N hereby
agree with Venture as follows:
1. Construction Cost Fundinq. L&N has agreed to fund all
of the costs to construct the MacArthur Extension (including
all utility facilities in the right-of-way thereof) as set
forth in Exhibit B attached hereto and incorporated herein by
reference for all purposes.
2. Completion. L&N hereby agrees to cause the completion
of the MacArthur Extension (including all utility facilities in
the right-of-way thereof) on or before one (1) year after the
commencement of the construction thereof ~ ~. ~-"
3. No Charges to Venture. Cit~/hereby agrees that
Venture will not be subjected to any ~harge relating to the
construction of the MacArthur Extension\ (including all utility
facilities in the right-of-way thereof) 'o~-tkc paymcnt
/~-9en~pro rata share of the costs to construct water and
sewer lines in the Venture Right-of-Way at the time Venture
records a final plat of the land owned by Venture adjacent to
the Venture Right-of-Way as required under the now existing pro
rata ordinances of City. The foregoing is intended and shall
be construed to include all charges which might otherwise be
imposed in connection with any assessment program, pro rata or
developer liability collection program, platting condition
program or otherwise. If City commences or implements any
program which would result in any charge to Venture, City
agrees either that City will not attempt to collect such charge
to Venture or that City will pay such charge to Venture.
4. Park Land Donation Agreement. As used herein, "Park
Land Donation Agreement" means that certain Park Land Donation
Agreement, dated November 24, 1987, between Coppell Town
Center, Inc. ("CTC") and City, pertaining to the construction
~l~of a lake upon certain land described therein and the
~subsequent donation of such land to City. As used herein,
k~,~"MacArthur Extension Completion Date" means the date that City
accepts the MacArthur Extension. City hereby agrees that City
will not have the right to terminate the Park Land Donation
Agreement unless the Commencement Date (as defined in the Park
Land Donation Agreement) does not occur on or before one (1)
year after the MacArthur Extension Completion Date. City
further agrees that City w~ll not have the right to terminate
the Park Land Donation Agreement unless the Completion Date (as
defined in the Park Land Donation Agreement) does not occur on
or before two (2) years after the MacAr%hur Extension
Completion Date. The provisions of this paragraph are an
amendment to the Park Land Donation Agreement, and CTC has
joined in the execution of this Contract solely for the
purposes of acknowledging such amendment.
,5. Preliminary Plat - Tract 18. City has issued approval
a preliminary plat of that certain land owned by Venture
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described in attached Exhibit C and incorporated herein by
reference for all purposes (the "Tract 18 Preliminary Plat").
City agrees that City's approval of the Tract 18 Preliminary
Plat will remain effective for all purposes unless Venture
fails to record the same on or before one (1) year after the
MacArthur Extension Completion Date.
6. MacArthur Extension Construction. L&N and City agree
in connection with the construction of the MacArthur Extension
that: (i) the elevation of the MacArthur Extension will
conform to the proposed elevation of Venture's adjacent lands
as such elevation is shown on the fill plans for such adjacent
lands; (ii) the MacArthur Extension will be built using five
(5) to one (1) side slopes; (iii) drainage swales will be
constructed adjacent to the MacArthur Extension to prevent
ponding of water; (iv) protection against erosion on adjacent
property acceptable to Venture's engineer will be provided with
respect to the construction of the bridge across Denton Creek;
(v) all reasonable actions requested by Venture's engineer to
prevent erosion on adjacent lands will be taken; (vi) a median
break will be provided adjacent to the retail zoned land owned
by Venture on the east side of the MacArthur Extension; (vii) a
median break will be provided at the intersection of the
MacArthur Extension and Lake Park Drive as shown on the
approved preliminary plat for the Lake Park Addition; and
(viii) construction will include construction of turnouts on
the west side of the MacArthur Extension for Lake Park Drive
and Creekway Street.
7. Agricultural Use. The lands owned by Venture adjacent
the Venture Right-of-Way presently is being used for
ricultural uses. L&N agrees to take all reasonable actions
necessary to insure that such agricultural uses are not
materially interfered with in connection with the construction
of the MacArthur Extension.
8. Retail Zoning. For a period of twenty (20) years
after the MacArthur Extension Completion Date, City agrees that
City will not undertake any action to change the retail zoning
of that certain land presently owned by Venture to the east of
\the MacArthur Extension unless the owner of such land requests
such change.
~ 9. Authority. Within ten (10) days after the Effective
0/~ate, all parties hereto agree to furnish the other parties
/,hereto with written evidence of the authority of the person(s)
executing this Contract on behalf of the applicable party.
10. Remedies. If
agreements contained
cured within ten (10)
either~or L&N breaches any of their
in this_ ~Contract and such breach is not
days afar Venture has delivered written
notice thereof to the breaching party, Venture at Venture's
election may enforce specific performance of the breached
agreement, seek damages arising or resulting from the breached
agreement or seek all other remedies available at law, in
equity or by statute. No remedy shall be exclusive of any
other remedy, and each remedy shall be cumulative of all other
remedies.
11. Attorneys' Fees. Should any party to this Contract
commence legal proceedings against any other party to this
Contract to enforce the terms and provisions of this Contract,
the party losing in such legal proceedings shall pay the
attorneys' fees and expenses of the party prevailing in such
legal proceedings.
12. Time of Essence. Time is important in the performance
of this Contract, and all parties hereto have agreed that
strict compliance is required as to any date set forth herein.
If the final date of any period which is set forth in any term
or provision of this Contract falls upon a Saturday, Sunday or
legal holiday under the laws of the United States or the State
of Texas, then, and in such. event, the time of such period
shall be extended to the next day which is not a Saturday,
Sunday or legal holiday.
13. Notices. Any notice required or desired to be given
to any party hereto shall be deemed to be delivered (i) on the
date of delivery, if hand delivered, (ii) one (1) day after
sending, if sent by overnight courier, or (iii) if sent by
mail, the day the same is posted in a U.S. mail receptacle,
postage prepaid, certified mail, return receipt requested, to
the address of the applicable party set out below such party's
signature hereinbelow. Any party hereto may change such
party's address for notice, but until written notice of such
change of address is actually received by the other parties
hereto, the last address of such party designated for notice
shall remain such party's address for notice.
14. Severability. If any term or provision of this
Contract is held to be illegal, invalid or unenforceable, the
legality, validity and enforceability of the remaining terms
and provisions of this Contract shall not be affected thereby,
and in lieu of each such illegal, invalid or unenforceable term
or provision there shall be added automatically to this
Contract a legal, valid and enforceable term or provision as
similar as possible to the term or provision declared illegal,
invalid and unenforceable.
15. Waiver. Any party hereto shall have the right to
waive any requirement contained in this Contract, which is
intended for the waiving party's benefit, but, except as
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otherwise specifically provided herein, such waiver shall be
effective only if in writing executed by the party for whose
benefit such requirement is intended.
16. Captions. The captions used in connection with the
articles and sections of this Contract are for convenience only
and shall not be deemed to expand or limit the meaning of the
language of this Contract.
17. Use of Language. Words of any gender used in this
Contract shall be held and construed to include any other
gender, and words in the singular shall be held to include the
plural, unless the context otherwise requires.
18. Governing Law and Venue. This Contract and all of the
transactions contemplated herein shall be governed by and
construed in accordance with the laws of the State of Texas,
and all parties hereto irrevocably agree that venue for any
dispute concerning this Contract or any of the transactions
contemplated herein shall be in any court of competent
jurisdiction in Dallas County, Texas.
19. Assignment. Venture shall have the right to assign
Venture's rights and remedies under this Contract to parties
which purchase all or portions of the lands owned by Venture
adjacent to the MacArthur Extension. Neither City nor L&N
shall have the right to assign any of the applicable party's
duties or obligations under this Contract to any other party
without the express prior written consent of Venture.
20. Entire Agreement. This Contract embodies the entire
agreement among the parties hereto with respect to the subject
matter hereof and supersedes all prior agreements whether
written or oral.
21. Amendment. Except as otherwise specifically provided
herein, this Contract may not be amended, varied or terminated
except by an agreement in writing executed by City, Venture and
L&N.
22. Binding Effect. Except as otherwise provided herein,
~his Con~rae~ shall be bindin~ upon and inure to the benefit of
city, venture and L&N and their respective successors and
assigns.
23. Counterparts. This Contract may be executed in any
number of counterparts, each of which shall be an original, and
all of which shall be deemed to be one and the same instrument.
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EXECUTED by the parties hereto as of the Effective Date.
VENTURE:
CITY:
THE PARKS OF COPPELL
JOINT VENTURE II
CITY OF COPPELL
By
By
Michael R. Allen
Joint Venturer
Glen A. Hinckley
Joint Venturer
By
Mayor
By
City Administrator
Address for Notice:
By
John B. Kidd
Joint Venturer
City of Coppell
P.O. Box 478
Coppell, Texas 75019
Attn: Mayor
By:
The Stacy Suzanne Allen
Special Trust,
The Christine Anne Allen
Special Trust,
The John Michael Allen
Special Trust,
The David Crittenden Allen
Special Trust,
Joint Venturers
By
Michael R. Allen
Attorney-in-Fact for
each such Trust
Address for Notice:
The Parks of Coppell
Joint Venture II
12770 Coit Road, Suite 1215
Dallas, Texas 75251
L&N:
LOMAS AND NETTLETON CORPORATION
By
Title
Address for Notice:
Lomas and Nettleton Corporation
CTC:
COPPELL TOWN CENTER, INC.
By
Michael R. Allen
President
5038S
Address for Notice:
Coppell Town Center, Inc.
12770 Coit Road, Suite 1215
Dallas, Texas 75251
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