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Res 14-46 Approving Amendments to the Entrada and Granada Economic Development AgreementsTOWN OF WESTLAKE RESOLUTION 14-46 A RESOLUTION BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, APPROVING AMENDMENTS ONE OF ONE TO THE ECONOMIC DEVELOPMENT AGREEMENT WITH MAGUIRE PARTNERS, L.P. RELATED TO THEIR DEVELOPMENT KNOWN AS ENTRADA IN WESTLAKE, TEXAS AND AMENDMENTS ONE OF ONE TO THE ECONOMIC DEVELOPMENT AGREEMENT AND TO THE DEVELOPMENT AGREEMENT RELATED TO THEIR DEVELOPMENT IN WESTLAKE, TEXAS KNOWN AS GRANADA. WHEREAS, the Town of Westlake is experiencing planned growth through the attraction of economic development projects such as Fidelity Investments and Deloitte University, residential developments such as Vaquero, Glenwyck Farms, Terra Bella, Granada, and Entrada which are consistent with the Town's Comprehensive Plan, as well as enrollment growth at Westlake Academy, all of which contribute to demand for improvements to Westlake's infrastructure and public buildings, and WHEREAS, the Town of Westlake (Town) and Maguire Partners, L.P. (the Developer) desire to enter into a partnership to continue this planned growth through amendments to existing development and economic development agreements previously approved for the Developer's projects, Entrada and Granada, now under development in the Town, and WHEREAS, the Town has an economic development policy adopted by Resolution 06- 19, and WHEREAS, the agreements that the Town and the Developer wish to amend are the Economic Development Agreement for Entrada approved by the Town in Resolution 13-17 on April 22, 2013, the Economic Development Agreement for Granada approved by the Town in Resolution 13-09 on February 25, 2013, and the Development Agreement for the Granada approved by the Town on June 17, 2013, and WHEREAS, the Town Council fmds that the passage of this Resolution is in the best interest of the citizens of Westlake. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: THAT, all matters stated in the Recitals hereinabove are found to be true and correct and are incorporated herein by reference as if copied in their entirety. SECTION 2: THAT, the Town Council of the Town of Westlake, Texas, hereby approves Amendment One of One to the Entrada Economic Development Agreement originally approved on April 22, 2013 in Resolution 13-17, Amendment One of One to the Granada Economic Development Agreement originally approved on February 25, 2013 in Resolution 13 - Resolution 14-46 Page 1 of 2 09, and Amendment One of One to the Granada Development Agreement originally approved on June 17, 2013 in Resolution 13-25, and all such amendments to these agreements are attached hereto to this resolution as Exhibits A, B, and C respectively. SECTION 3: THAT, the Town Council of the Town of Westlake further authorizes the Town Manager to execute said amendments to said agreements on behalf of the Town of Westlake. SECTION 4: If any portion of this resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the Council hereby determines that it would have adopted this Resolution without the invalid provision. SECTION 5: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 15TH DAY OF DECEMBER, 2014. ATTEST: 4-1 tb, ��&'yu� Kelly dwardSU own Secretary APPROVED A -S TO FORM - - Lowry, To w n Attorney 1-1 r� Lau a L. Wheat, Mayor Thomas E. Brymer, 'own anager Resolution 14-46 Page 2 of 2 EXHIBIT A TO RESOLUTION NO. 14-46 FIRST AMENDMENT TO THE ENTRADA ECONOMIC DEVELOPMENT AGREEMENT THIS AMENDMENT ONE (1) OF ONE (1) TO THE TOWN OF WESTLAKE ECONOMIC DEVELOPMENT AGREEMENT (aka "the Amendment") ESTABLISHED WITH THE ADOPTION OF RESOLUTION 13-17 AS ADOPTED BY THE WESTLAKE TOWN COUNCIL FOR THE ENTRADA DEVELOPMENT is made and entered into this 15th day of December, 2014, by and between the Town of Westlake, Texas (the "Town"), and Maguire Partners -Solana Land, L.P., a Texas limited partnership (the "Developer"). WITNESSETH: The Entrada Development ("Development") is a master planned mixed use project to be constructed in Westlake and is currently being developed by Developer; and On April 22, 2013, the Town and the Developer entered into the Economic Development Agreement (the "Economic Development Agreement") cited above which addressed various development issues related to the Entrada Development (the "Development" as defined in this agreement and provided for the payment of certain fees, the timing of certain construction and the dedication of certain property, among others; and The Developer and the Town desire to amend the Economic Development Agreement contained in Resolution 13-17 with the amendments herein. In consideration of the foregoing premises and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Town and Developer covenant and agree as follows: 1. The Economic Development Agreement Adopted by Resolution 13-17 Remains in Full Force and Effect. The Town and Developer acknowledge and agree that, except to the extent amended herein, all provisions and terms contained in the Economic Development Agreement as adopted by Resolution 13-17, including any other amendments or addenda to the Economic Development Agreement besides this Amendment to the Economic Development Agreement, remain in full force and effect. 2. Specific Amendments Contained in this Amendment One (1) of One (1) to the Economic Development Agreement Adopted by Resolution 13-17shall be amended as follows: 5.2. Required Improvements - The Partnership's Specific Obligations. (a) In exchange for the Town's consideration of offering Program Resources, the Partnership agrees to pay to the Town the sum of $10,000 for each single family detae e residential unit home/villa an $5,000 for- .,r�, Ta,v ",n emo and/of C -end ,,.„;.„;,,,,., •alenee depicted on the approve Site Resolution 14-46 Exhibit A Pagel of 5 Plan(s) which shall be used for the benefit of the Westlake Academy. The amount of payment will be calculated by multiplying the number of simile family detae,oa residential lots units depicted on each approved Site Plan by $10,000, and multiplying the numbe f of Tv .. i,ii.,me and/of Condominium fesidenees lets depicted on eaeh appfoved Site Plan b5 $5 -,000 -which shall be due and payable to the Town prior to the signing of each respective final plat. Any residential use allowed by zoning located on a lot in the Development that has been final platted, but the residential fee for Westlake Academy has not been paid, shall pay said fee at the time of application for a building permit. IN (h) Developer agrees to immediately convey fee simple by warranty deed Tract 17 as shown on the Public Improvement District (PID) Appraisal prepared by Jackson Claiborne, Inc. dated November 15, 2014, the Development Agreement for Entrada approved by the Town on October 28, 2013, the metes and bounds description for this tract, and the preliminary plat for Entrada approved by the Town on October 28, 2013 all of which are attached as exhibits to this Amendment. Said conveyance of said tract will be without any conditions, encumbrances, and liens on the tract other than CCR's approved by the Town and design criteria established by the Town and Developer for this development. Further, the Developer agrees to convey to the Town this Tract 17 with no current or future PID assessments. 5.3. Required Improvements - Town of Westlake Specific Obligations 3. Binding Obligation. This Amendment to the Economic Development Agreement shall become a binding obligation of the signatories upon execution by all signatories hereto. The Resolution 14-46 Exhibit A Page 2 of 5 (h) Developer agrees to immediately convey fee simple by warranty deed Tract 17 as shown on the Public Improvement District (PID) Appraisal prepared by Jackson Claiborne, Inc. dated November 15, 2014, the Development Agreement for Entrada approved by the Town on October 28, 2013, the metes and bounds description for this tract, and the preliminary plat for Entrada approved by the Town on October 28, 2013 all of which are attached as exhibits to this Amendment. Said conveyance of said tract will be without any conditions, encumbrances, and liens on the tract other than CCR's approved by the Town and design criteria established by the Town and Developer for this development. Further, the Developer agrees to convey to the Town this Tract 17 with no current or future PID assessments. 5.3. Required Improvements - Town of Westlake Specific Obligations 3. Binding Obligation. This Amendment to the Economic Development Agreement shall become a binding obligation of the signatories upon execution by all signatories hereto. The Resolution 14-46 Exhibit A Page 2 of 5 Town warrants and represents that the individual executing this Amendment to the Development Agreement on behalf of the Town has full authority to execute this Amendment to the Development Agreement and bind the Town to the same. Developer warrants and represents that the individual executing this Amendment to the Economic Development Agreement on its behalf has full authority to execute this Amendment to the Economic Development Agreement and bind it to the same. 4. Authorization. The Town Council shall authorize the Town Manager of the Town to execute this Amendment to the Economic Development Agreement on behalf of the Town. 5. Severability. In the event any provision of this Amendment to the Development Agreement shall be determined by any court of competent jurisdiction to be invalid or unenforceable, the Amendment to the Development Agreement shall, to the extent reasonably possible, remain in force as to the balance of its provisions as if such invalid provision were not a part hereof. 7. Filing in Deed Records. This Amendment to the Development Agreement shall be filed in the deed records of Tarrant County, Texas. The provisions of this Amendment to the Development Agreement shall be deemed to run with the Property and shall be binding on heirs, successors and assigns of Developer. 8. Notices. Any notices required or permitted to be given hereunder shall be given by certified or registered snail, return receipt requested, to the addresses set forth below or to such other single address as either party hereto shall notify the other: To the Town: Attn: Thomas E. Brymer Town Manager 3 Village Circle, Suite 202 Westlake, Texas 76262 FAX: 817.430.1812 With a copy to: Attn: L. Stanton Lowry Town Attorney Boyle & Lowry, L.L.P. 4201 Wingren, Suite 108 Irving, Texas 75062 FAX: 972.650.7105 To the Developer: Attn: Mehrdad Moayedi 1800 Valley View Lane, Suite 300 Farmers Branch, Texas 75234 FAX: 817.391.2501 With a copy to: Miklos Law, PLLC Attn: Robert Miklos 1800 Valley View Lane, Suite 360 Resolution 14-46 Exhibit A Page 3 of 5 Farmers Branch, Texas 75234 E-mail: robert@mikloslegal.com 9. Counterparts. This Amendment may be executed in counterparts, each of which shall be deemed an original. IN WITNESS WHEREOF, the parties have executed this Agreement as of this the 15th day of December, 2014. ATTEST: Name: Kelly Edwards Title: Town Secretary TOWN OF WESTLAKE By: Name: Thomas E. Bry , r Title: Town Manager Date: 1 itle: Town Attorney 1-z l)Lo I I Resolution 14-46 Exhibit A Page 4 of 5 DEVELOPER MAGUIRE PARTNERS-SOLANA LAND, L.P. By: MMM Ventures, LLC, its general partner By: 2M Ventures, LLC, its manager By: Mehrdad Moayedi, Manager STATE OF TEXAS COUNTY OF �aZYY�12�' This instrument was acknowledged before me on the )5 day of J)e�Qm�pP 2014, by Mehrdad Moayedi in his capacity as Manager of Maguire Partners -Solana Land, L.P., known to be the person whose name is subscribed to the foregoing instrument, and that he executed the same on behalf of and as the act of Maguire Partners -Solana Land, L.P. My Commission Expires: a 13 1, � k6-4 Notary Public, Stae f Texas KEiLYEDWMM Nofty PWft STATE OF TEXAS ,�y8 °r Mf+ Psp Pl�itUARY$ 2018 Resolution 14-46 Exhibit A Page 5 of 5 WESTLAKE ENTRADA MASTER PLAN - POD LAYOUT 61 Resolution 14-46 Exhibit A - Attachments WESTLAKE ENTRADA MASTER PLAN - BLOCK DESIGNATIONS � 0 1 EDI PO -9 r. Resolution 14-46 Exhibit A - Attachments Wa"IN3 rr4za.,'�a,`.c�- r�r,:•.I ri :°,a,.w..��. ..x�.... 5^- NE,g Q' O1i`SI[ZYLIfiSt100 3XVUSM!°N"O1 1SV3 NVId 1N3WdOI9A3Q oavav ea+mwmraw marnw OWN tzS'w VOVl�1N3 4- q5q $ a s o: s 3$ s ¥ 6 ^sem aY ffie p R $$nes:� 'fin^e^"asasy.§=s y i r � - r - II ++ r ! r 9 f / \ Resolution 14-46 -- — -�- - Exhibit A - Attachments 1N3 ss.�.xiae.nex ex .. re'.wwa�.s s-ir�r;.s.,.i�;s¢ isr,<ri'� ,�.m SN)UL'AIM= I~J. 4 NQILF3(I �IC7183M dD NMOL 890. DN la4Ulb9Y'A3N716 Nf'q?�1 Al °®"®m in�r4t�t i.T.�5i1T� Om ONL:TUL88V AwjMd0owu 1D OWN 12859 1S3M NVId 1N3WdOl3A30 ; `F' § o N " n VOVWN3 i`pr§s3$�'k s H +J' �Uj # 81801 I f:l 533z�t a i�asi �'�ae $LL��drcds .. ntt s mti>a89�eZ. 3i�7H9LVY1 _ _ _ 3i LVM tj Resolution 1446 Exhibit A - Attachments z I.4 P��,I 1 Al EXHIBIT A Description of the Property SPA 11 111 1 g1ji 1 , • A - - BEING a tract or parcel of land situated in the W. Medlin Survey, Abstract No. 1958 and the Joseph Henry Survey, Abstract No. 742, Town of Westlake, Tarrant County, Texas, and being a portion of Tract 2 as described in the Special Warranty Deed to Maguire Partners -Solana Land, L.P. as recorded in Volume 16858, Page 176, Deed Records, Tarrant County Texas, and being more particularly described as follows: COMMENCING at a 5/8 inch iron rod found at the north corner clip of the intersection of the east right-of-way of Davis Boulevard (a variable width right-of-way (old Precinct Line Road)) and the south right-of-way of State Highway No. 114 (114) as recorded in Volume 2222, Page 273, and Volume 3120, Page 294, Deed Records, Tarrant County, Texas; THENCE South 71'4139" East along the south right-of-way of said 114 a distance of 254.06 feet to a TX Dot brass disk found for corner; THENCE South 77057'00" East continuing along the south right-of-way of said 114 a distance of 747.19 feet to TX Dot brass disk for corner; THENCE South 71036'25" East continuing along the south right-of-way of said 114 a distance of 1103.97 feet to a point for corner; THENCE South 18°23'35" West leaving the south right-of-way of said 114 a distance of 242.45 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for corner, said point being the POINT OF BEGINNING, and said point also being at the beginning of a curve to the right whose chord bears North 66°48'28" East, 15.46 feet; THENCE in a Northeasterly and Easterly direction along said curve to the right having a central angle of 2302825", a radius of 38.00 feet, and an arc length of 15.57 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for corner; THENCE North 78032'40" East a distance of 31.61 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for corner; THENCE North 11 027'20" West a distance of 10.00 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for corner; THENCE North 78°32'40" East a distance of 63.97 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for corner; Resolution 14-46 Exhibit A - Attachments THENCE South 11'27'20" East a distance of 10.00 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for corner; THENCE North 78032'40" East a distance of 40.32 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for corner; THENCE South 11 027'20" East a distance of 4.00 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for corner; THENCE North 78032'40" East a distance of 4.33 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for corner; THENCE South 11 045'41" East a distance of 115.74 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for comer; THENCE South 35000'00" East a distance of 53.39 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for corner; THENCE South 55000'00" West a distance of 49.09 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for comer, said point being at the beginning of a curve to the right whose chord bears South 85031'30" West, 25.40 feet; THENCE in a Southwesterly direction along said curve to the right having a central angle of 61'03'01 ", a radius of 25.00 feet, and an arc length of 26.64 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for corner, said point being at the beginning of a curve to the left whose chord bears South 83°05'08" West, 75.09 feet; THENCE in a Southwesterly direction along said curve to the left having a central angle of 65055'46", a radius of 69.00 feet, and an arc length of 79.40 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for corner; THENCE North 39052'20" West a distance of 66.50 feet to a 5/8 inch iron rod with yellow cap stamped "Brown & Gay" set for corner; THENCE North 11 045'00" West a distance of 117.63 feet to the POINT OF BEGINNING and containing 0.646 acres of land, more or less. Resolution 14-46 Exhibit A - Attachments EXHIBIT B TO RESOLUTION NO. 14-46 FIRST AMENDMENT TO THE GRANADA ECONOMIC DEVELOPMENT AGREEMENT THIS AMENDMENT ONE (1) OF ONE (1) TO THE TOWN OF WESTLAKE ECONOMIC DEVELOPMENT AGREEMENT (aka "the Amendment") ESTABLISHED WITH THE ADOPTION OF RESOLUTION 13-09 AS ADOPTED BY THE WESTLAKE TOWN COUNCIL FOR THE GRANAD DEVELOPMENT is made and entered into this 15th day of December, 2014, by and between the Town of Westlake, Texas (the "Town"), and Maguire Partners -Solana Land, L.P., a Texas limited partnership (the "Developer"). WITNESSETH: The Granada Development ("Development") is a planned single family residential detached project to be constructed in Westlake and is currently being developed by Developer; and On February 25, 2013, the Town and the Developer entered into the Economic Development Agreement (the "Economic Development Agreement") cited above which addressed various development issues related to the Granada Economic Development (the "Development" as defined in this agreement and provided for the payment of certain fees, the timing of certain construction and the dedication of certain property, among others; and The Developer and the Town desire to amend the Economic Development Agreement contained in Resolution 13-09 with the amendments herein. In consideration of the foregoing premises and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Town and Developer covenant and agree as follows: 1. The Economic Development Ap-reement Adopted by Resolution 13-09 Remains in Full Force and Effect. The Town and Developer acknowledge and agree that, except to the extent amended herein, all provisions and terms contained in the Economic Development Agreement as adopted by Resolution 13-17, including any other amendments or addenda to the Economic Development Agreement besides this Amendment to the Economic Development Agreement, remain in full force and effect. 2. Specific Amendments Contained in this Amendment One (1) of One (1) to the Economic Development Agreement Adopted by Resolution 13-17 shall be amended as follows: Section 5. TOWN AND THE PARTNERSHIP'S OBLIGATIONS AND COMMITMENTS 5.1. Required Improvements - Description of the Mutual Obligations of the Parties. Resolution 14-46 Exhibit B Page 1 of 5 (a) In order to increase and enhance the local tax base and local economy in the Town, and to maximize the economic benefits of the Development, the Partnership intends to construct approximately $100,800,000 in taxable value resulting in an estimated taxable value of $100,800,000 in PD 1-3. in exeigen ,� 7� ,� and Y $1,400,000 &� 1938Q is Blvd. F Hgh H im-e e s- shall e in e0M. p'rr-Anee with the FINi _ ' — - Blvd. -vv"`Y .. Plan a YvY , � J— as v vt Rollins +t, T- C - ' ±±h�a b tE iib't D In exchange, the Town agrees as -- a part of its Program Resources �towaive its park land dedication fees due and payable for Granada as set out in Section 5.3(b) of this agreement. (e) Developer's streetscape responsibilities will include all streetscape improvements per the Town's FM 1938/Davis Blvd Streetscape Plan prepared by Schrickel Rollins (SRA) and adopted by the Town Council attached hereto as Exhibit `B". Developer's streetscape improvement responsibilities will include up to $1,400,000 for streetscape improvements abutting the north side of Dove Rd. and the east side of FM 1938/Davis Blvd that were previously the Town's responsibility for payment of construction cost. 5.3. Required Improvements - Town of Westlake Specific Obligations Resolution 14-46 Exhibit B Page 2 of 5 .- - 110 1 IN .— Resolution 14-46 Exhibit B Page 2 of 5 3. Binding Obligation. This Amendment to the Economic Development Agreement shall become a binding obligation of the signatories upon execution by all signatories hereto. The Town warrants and represents that the individual executing this Amendment to the Development Agreement on behalf of the Town has full authority to execute this Amendment to the Development Agreement and bind the Town to the same. Developer warrants and represents that the individual executing this Amendment to the Economic Development Agreement on its behalf has full authority to execute this Amendment to the Economic Development Agreement and bind it to the same. 4. Authorization. The Town Council shall authorize the Town Manager of the Town to execute this Amendment to the Economic Development Agreement on behalf of the Town. 5. Severability. In the event any provision of this Amendment to the Development Agreement shall be determined by any court of competent jurisdiction to be invalid or unenforceable, the Amendment to the Development Agreement shall, to the extent reasonably possible, remain in force as to the balance of its provisions as if such invalid provision were not a part hereof. 7. Filing in Deed Records. This Amendment to the Development Agreement shall be filed in the deed records of Tarrant County, Texas. The provisions of this Amendment to the Development Agreement shall be deemed to run with the Property and shall be binding on heirs, successors and assigns of Developer - 8. Notices. Any notices required or permitted to be given hereunder shall be given by certified or registered mail, return receipt requested, to the addresses set forth below or to such other single address as either party hereto shall notify the other: To the Town: Attn: Thomas E. Brymer Town Manager 3 Village Circle, Suite 202 Westlake, Texas 76262 FAX: 817.430.1812 With a copy to: Attn: L. Stanton Lowry Town Attorney Boyle & Lowry, L.L.P. 4201 Wingren, Suite 108 Irving, Texas 75062 FAX: 972.650.7105 To the Developer: Attn: Mehrdad Moayedi 1800 Valley View Lane, Suite 300 Resolution 14-46 Exhibit B Page 3 of 5 Farmers Branch, Texas 75234 FAX: 817.391.2501 With a copy to: Miklos Law, PLLC Attn: Robert Miklos 1800 Valley View Lane, Suite 360 Farmers Branch, Texas 75234 E-mail: robert@mikloslegal.com 9. Counterparts. This Amendment may be executed in counterparts, each of which shall be deemed an original. IN WITNESS WHEREOF, the parties have executed this Agreement as of this the 15'h day of December, 2014. ATTEST: Name: Kell dwards Title: Town Secretary APPROVED-AS/TO • -Yy Name: L. Staihen ,ow Title: Town Attorney TOWN OF WESTLAKE By: Name: Thomas E. Bryme Title: Town Manager Date: IZi(,,Z-l4 Resolution 14-46 Exhibit B Page 4 of 5 DEVELOPER MAGUIRE PARTNERS-SOLANA LAND, L.P. By: MMM Ventures, LLC, its general partner By: 2M Ventures, LLC, its manager By:� Mehrdad Moayedi, Manager STATE OF TEXAS COUNTY OF�p'r�`f��' This instrument was acknowledged before me on the YJ day of DQ_Q_�rn�p�, 2014, by Mehrdad Moayedi in his capacity as Manager of Maguire Partners -Solana Land, L.P., known to be the person whose name is subscribed to the foregoing instrument, and that he executed the same on behalf of and as the act of Maguire Partners -Solana Land, L.P. My Commission Expires: a 13 � N`) Notary)Public, to of Texas R, roiw KEUYEDWARDS 3i' p NoWyPuM 33+5y�, STATS OF TBXAS .� wc=.>a*FHWAV3,301e Resolution 14-46 Exhibit B Page 5 of 5 EXHIBIT C TO RESOLUTION NO. 14-46 FIRST AMENDMENT TO THE GRANADA DEVELOPMENT AGREEMENT THIS AMENDMENT ONE (1) OF ONE (1) TO THE TOWN OF WESTLAKE DEVELOPMENT AGREEMENT (aka "the Amendment") ESTABLISHED WITH THE ADOPTION OF RESOLUTION 13-25 AS ADOPTED BY THE WESTLAKE TOWN COUNCIL FOR THE GRANADA DEVELOPMENT is made and entered into this 15th day of December, 2014, by and between the Town of Westlake, Texas (the "Town"), and Maguire Partners -Solana Land, L.P., a Texas limited partnership (the "Developer"). WITNESSETH: The Granada Development ("Development") is a planned single family residential detached project to be constructed in Westlake and is currently being developed by Developer; and On June 17, 2013, the Town and the Developer entered into the Development Agreement (the "Development Agreement") cited above which addressed various development issues related to the Granada Development (the "Development" as defined in this agreement and provided for the payment of certain fees, the timing of certain construction and the dedication of certain property, among others; and The Developer and the Town desire to amend the Development Agreement contained in Resolution 13-25 with the amendments herein. In consideration of the foregoing premises and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Town and Developer covenant and agree as follows: 1. The Economic Development Agreement Adopted by Resolution 13-09 Remains in Full Force and Effect. The Town and Developer acknowledge and agree that, except to the extent amended herein, all provisions and terms contained in the Development Agreement as adopted by Resolution 13-25, including any other amendments or addenda to the Development Agreement besides this Amendment to the Economic Development Agreement, remain in full force and effect. 2. Specific Amendments Contained in this Amendment One (1) of One (1) to the Development Agreement Adopted by Resolution 13-17 shall be amended as follows: SECTION 4 DEVELOPER'S OBLIGATION E. Streetscape Improvements 1. d. Developer's streetscape improvement responsibilities will include up to $1,400,000 for streetscape improvements abutting the north side of Dove Rd. and the east side of FM 1938/Davis Blvd that were previously the Town's Resolution 14-46 Exhibit C Pagel of 5 responsibility for payment of construction cost. These improvements shall be in compliance with the FM 1938/Davis Blvd. Streetscape Plan prepared by Schrickel Rollins (SRA) and adopted by the Town Council attached hereto as Exhibit `B". Construction plans for all streetscape improvements shall be approved by the Town Manager or his designee prior to the Developer beginning construction. SECTION 5 TOMIN'S OBLIGATIONS DELETE THIS SECTION 5A ."M PMW MW Rftrmn. Resolution 14-46 Exhibit C Page 2 of 5 .. - . _ �- -- -- y -- - --- - -- - W. -- - .. • -111 10WHATAWAT&I ."M PMW MW Rftrmn. Resolution 14-46 Exhibit C Page 2 of 5 3. Binding Obligation. This Amendment to the Economic Development Agreement shall become a binding obligation of the signatories upon execution by all signatories hereto. The Town warrants and represents that the individual executing this Amendment to the Development Agreement on behalf of the Town has full authority to execute this Amendment to the Development Agreement and bind the Town to the same. Developer warrants and represents that the individual executing this Amendment to the Economic Development Agreement on its behalf has full authority to execute this Amendment to the Economic Development Agreement and bind it to the same. 4. Authorization. The Town Council shall authorize the Town Manager of the Town to execute this Amendment to the Economic Development Agreement on behalf of the Town. 5. Severability. In the event any provision of this Amendment to the Development Agreement shall be determined by any court of competent jurisdiction to be invalid or unenforceable, the Amendment to the Development Agreement shall, to the extent reasonably possible, remain in force as to the balance of its provisions as if such invalid provision were not a part hereof. 7. Filing in Deed Records. This Amendment to the Development Agreement shall be filed in the deed records of Tarrant County, Texas. The provisions of this Amendment to the Development Agreement shall be deemed to run with the Property and shall be binding on heirs, successors and assigns of Developer; 8. Notices. Any notices required or permitted to be given hereunder shall be given by certified or registered mail, return receipt requested, to the addresses set forth below or to such other single address as either party hereto shall notify the other: To the Town: Attn: Thomas E. Brymer Town Manager 3 Village Circle, Suite 202 Westlake, Texas 76262 FAX: 817.430.1812 With a copy to: Attn: L. Stanton Lowry Town Attorney Boyle & Lowry, L.L.P. 4201 Wingren, Suite 108 Irving, Texas 75062 FAX: 972.650.7105 Resolution 14-46 Exhibit C Page 3 of 5 To the Developer: Attn: Mehrdad Moayedi 1800 Valley View Lane, Suite 300 Farmers Branch, Texas 75234 FAX: 817.391.2501 With a copy to: Miklos Law, PLLC Attn: Robert Miklos 1800 Valley View Lane, Suite 360 Farmers Branch, Texas 75234 E-mail: robert@mikloslegal.com 9. Counterparts. This Amendment may be executed in counterparts, each of which shall be deemed an original. IN WITNESS WHEREOF, the parties have executed this Agreement as of this the 15`h day of December, 2014. ATTEST: �0 Naive: Kelly wards Title: Town Secretary APPROVEDAS %f0 N'arrfe: L. Stantb-jfL Title: Town Attorney TOWN OF WESTLAKE By: Name: Thomas E. Bry v Title: Town Manager Date: 2-11 (, ZeJ i NO. Resolution 14-46 Exhibit C Page 4 of 5 DEVELOPER MAGUIRE PARTNERS-SOLANA LAND, L.P. By: MMM Ventures, LLC, its general partner By: 2M Ventures, LLC, its manager go STATE OF TEXAS COUNTY OF -Ta Y-Y-&nt Mehrdad Moayedi, Manager This instrument was acknowledged before me on the M day of V�QaYyUer' , 2014, by Mehrdad Moayedi in his capacity as Manager of Maguire Partners -Solana Land, L.P., known to be the person whose naive is subscribed to the foregoing instrument, and that he executed the same on behalf of and as the act of Maguire Partners -Solana Land, L.P. My Commission Expires: Notary P blic, St t of Texas ar � anuyhr 4Zr ♦ KEGLY EDWARD$ Notary Public STATE OFTBXA3 *CMMER EERUARY3.Z01a Resolution 14-46 Exhibit C Page 5 of 5 ,MARY LOUISE GARCIA COUNTY CLERK TOWN OF WESTLAKE 3 VILLAGE CIRCLE 202 WESTLAKE, TX 76262 Submitter: TOWN OF WESTLAKE 100 West Weatherford Fort Worth, TX 76196-0401 PHONE (817) 884-1195 DO NOT DESTROY WARNING - THIS IS PART OF THE OFFICIAL RECORD. Filed For Registration: 1/2/2015 11:25 AM Instrument #: D215000336 OPR 24 PGS $104.00 f�ll�-�-� Cy�CCh 4�ttJ By. D215000336 ANY PROVISION WHICH RESTRICTS THE SALE, RENTAL OR USE OF THE DESCRIBED REAL PROPERTY BECAUSE OF COLOR OR RACE IS INVALID AND UNENFORCEABLE UNDER FEDERAL LAW.