'-:"-". 􀁾􀀠,);:0, N a Ib a a 􀁾􀀠W s:-);> 00" . 􀁾􀀠I]'" 0' '0 '" ; :C :::r '" 􀁾􀀠..... vements. S. l!liill (a) A security wall or barrier constructed generally of masonry material (such as stone, brick, concrete, hollow-tile concrete-block. gypsum-block, or other similar building units or materials or a combination of the same) and iron at least eight (8) feet in height (the "wall") (together with a security gate as indicated on the drawing attaohed hereto as Exhibit C-2 and referred to herein as the "Drawing") shall be constructed in accordance with the standards of the Town of Addison. Such waII shall be constructed on 􀁾􀁤􀀠within the Easement Area in the approximate location as shown on the Drawing. The elevation and design of the wall shall be Exbibit C to TempQraIY Construction Easement Page 1 of3 R fax 4 2003 4:43PI Fax Statlon . 3 00 . 4 JUL-14-2003 15:58 􀁾􀁵􀁗􀁬􀁅􀁓􀀠& THOMPSDN 214&722020 P.04/09 submitted by tbe Town of Addison to Grantor for Grantor's review and reasonable approval prior to constnlction. In tbe conStnlction of the wall, Grantee will remove and replace any existing concrete pavement related to such construction. (b) Upon the final completion ofthe wall and the acceptance thereof by Grantor and Grantee, Grantee (or Grantee's contractor) shall maintain the wall for a period oftime set forth in a maintenance bond obtained by Grantee from its contractor, but in any event not less than one (\) year (the term of such bond being the "maintenance period") from such completion and acceptance. During the maintenance period, Grantee (or its contractor) shall have the right and an easement (and Grantor hereby grants and conveys such right and easement) to use as much of the surface of the Easement Area or other property owned by Grantor that is adjacent to the wall (the "maintenance easement area") as may be reasonably necessary from time to time for Grantee (or its contractor) to maintain the wall; provided, however, that except in the case of an emergency, Grantee (or its contractor) shall give Grantor at least seventy-two (72) hours written notice prior to coming onto the maintenance easement area for maintenance purposes. SUCH MAINTENANCE OBLIGATION AND MAINTENANCE EASEMENT SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS TEMPORARY CONSTRUCTION EASEMENT. (c) Upon the expiration of the maintenance period, Grantor, its successors and assigns, shall be responsible and provide for the upkeep, maintenance, and repair of the wall (including, without limitation, any reconstruction or replacement ofthe wall) and shall keep the wall in a good and safe condition. In connection therewith, Grantor (or its contractor) shall have the right and an easement (and Grantee hereby grants and conveys such right and easement) to use the public right-of-way located immediately adjacent to the wall (tbe "right-right-of-way easement area") as may be reasonably necessary from time to time for Grantor (or its contractor) to provide for the upkeep, maintenance, and repair of !/Ie walli provide, however, that Grantor (or its contractor) sball give Grantee at least seventy-two (72) hours written notice prior to coming onto the right-of-way easement area for such purposes. THIS OBLIGATION OF GRANTOR TO PROVIDE UPKEEP, MAINTENANCE AND REPAIR OF THE WALL IN A GOOD AND SAFE CONDITION FOLLOWING mE EXPIRATION OF THE MAINTENANCE PERIOD SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS TEMPORARY CONSTRUCTION EASEMENT AND SHALL CONSTITUTE A COVENANT RUNNING WITH mE STORAGE PROPERTY AS DESCRIBED IN EXHIBIT A TO mls TEMPORARY CONSTRUCTION EASEMENT. 6. "Hazardous Materials" means and includes those elements or compounds which are contained in the list of Hazardous Substances adopted by the United States Environmental Protection Agency and the list of toxic pollutants designated by Conaress or the Environmental Protection Agency. Agency. and any flammable substances, explosives, radioactive materials, hazardous waste, toxic substances, pollutants, pollution or related materials regulated under any Environmental Laws. "Environmental Laws" means any federal, Slate, or local laws, ordinances, orders, policies, rules, standards, or regulations (and including, withollt limitation, the Comprehensive Environmental Response, Compensation Bnd Liability Act, the Superfund Amendment and Reauthorization Act, the Resource. Conservation Recovery Act, the Federal Water Pollution Contml Act, the Feder:ll Environmental Pesticidas Act, the Clean Water Act, the Exhibit C to TemooraN Construction Easement Page2of3 lved Fax' ' 03 4'4 PM Fax St tl . HP A 3 . JUL-14-2003 15:58 􀁾􀁏􀁗􀁌􀁅􀁓􀀠& THOMPSON 2146722020 P.05/09 Clean Air Act, and all so·called federal, state and local "superfund" and "superlien" statutes) governing or regulating the use, storage, treatment, transportation, generation, or disposal of Hazardous Materials. Exhibit C to TemDOIa:!y Construction Easement Page l ofJ ,.="m; C 1V Fax' 2146722020 & 􀁾􀁏􀁗􀁌􀁅􀀵􀀠&, THOMpSOH􀁊􀁕􀁌􀀭􀀱􀀴􀀭􀀲􀀰􀁾􀀳􀀠15:59 • :z Exbibit C-l 􀁾􀀠0. 1." is) N .'U.I 􀁬􀀮􀁾􀁵􀁊􀀠U, ,tre.ISI..t rhl ..nl ... r"h.b. 1,,·t'IIftJ(j,.·U""f, ''I "II'"N--􀁾􀀠I 􀁾􀀠N rllHlnmy'. ___ • \-. L1M11S COOSfRUClION [ASEKHJ . I I PRO'05£O S£ClNIlT Y GAlE I I. , I, PUpU;;: SIORAGE IJ D....LAS, I. Ill.Iii i I , 􀁾􀀮􀁁􀀠""j.VR􀁾􀁁􀁈􀁏􀁴􀁓􀁏􀁎"13" .,_..-., '_... 􀁾"'·::1====-:.:=__________.________.__._____ j i N IIIMlmlH'.."nUtll....UI1'IAP....UP lfl.!It""'IUfh.....' ... lllmJlU"I'UIliIJrb'aQJmllnl...Aqmm1f1t'IUUUtIIUUflllIUlU11IWnlIlIQ",tlUll .-.. OAllAS Mf:A RAPID tRANSit . PRlIP£RfY ACQUISIlION CORPORATION 􀁾􀀭-:;",,--. _􀀮􀀡􀀧􀁾􀂣􀂣􀁟􀁌􀁟 􀀠􀀡􀁾.._J_..1_y.ftlg;" SECIII"Y n:rIC£ _ NI) pftlJPERJ'I' LINE or T£K-ORARY ,I , --_.-..􀀭􀀭􀀭􀁾􀀭􀁾􀀭􀁾􀀭􀀭􀀭􀀮􀀭􀀭􀀭􀀭􀀭􀁾􀀭.. 2: ..... .J:) PARCEL II . .Ill'Iji :: .:s·PROPOSEI $£CIJIIfY f'(NeE ·1I!.l-lOOGH I l . crflCE IUIL[1 ; 11¥O, 􀁉􀀬􀁬􀀮􀁾􀀮􀀠:.i.!J.i I ' .. SIORAGE f ACIDTY SI:AlI : to. tUU' I 􀀺􀀱􀀮􀁕􀀮􀁾􀁩􀀺􀁬􀁩􀁩􀁟􀁭lil_t·E"uN,ii!iiQi Fax $ lon: 2146722020 P.08V69 , JUL-14-2003 15'59 􀁾􀁏􀁗􀁌􀁅􀀵􀀠& THOMPSON :5' "' WIDTH OF' STORAGE UNITI:􀁾􀀠1....§.:...1-.l1w. (VARIES) 􀁲􀀭􀀭􀀭􀀭􀀭􀀭􀀭􀀭􀀭􀁾􀁾􀁾􀀴􀁾􀁾􀁾􀁾______ ., . . "'. . :-. r , '. ' '. T 􀁲􀀭􀀭􀀭􀀭􀀭􀀭􀀭􀀫􀀭􀁾􀁾􀀭􀀭􀁾􀀠EXISTING DRIVEWAY FOUNDATION EXISTING CONCRETE DRIVEWAY CONTRACTOR TO GRIND 􀁾􀁏􀁗􀁎􀀠CONCRETE LIP TO CREATE SMOOTH TRAN$ITION _____--1 DETAIL 2 BUILDING SLAB DElAIL NO SCALE EXhlbltC-3 ,.ami;'1.li&i"I' 2146722020 P.09V09􀁾􀁏􀁗􀁌􀁅􀁓􀀠8. THOMPSON\ JUL-14-2003 15'59 , 􀁾( ,.. ·-f: SAW CUT ANO RE:MOVE 24" X Z .. KEYWAY .f' ,. ".'" ," " '. 􀁾􀀠, " " EXISTING FOUNOAIION 10' PROPOSED CONCRETE 2' • I 3" .<1 BARS 2' : I DOWEL BARS iii 18" O.C. .4 SMOOTH DET AIL 1 BUILDING FOUNDATION RAMP NO SCALE ';"'. Exhibit C-4 TUTAL p.re ::;OWLES &THOMPSO.l!5d A Professional Corporation􀁾􀀷􀀠1978-2003 ATTORNEYS AND COUNSELORS JOHN M. HILL. 214.612.2170 JHILL@COWLESTHOMPSON,COM July 14, 2003 VIA HAND 'LIVERY Mr, Tra Taylor Wats & Taylor Management Company 40 I Belt Line Road tilson, Texas 75001-4383 RE: Town of Addison -Public Storage of Dallas, Ltd. Dear Tracy: I received a voice mail message from Bill Blackburn this morning regarding the exhibits to the Temporary Construction Easement concerning the pad sites. Bill had suggested that I forward directly to you three (3) copies of a revised Exhibit C to the Temporary Construction Easement which has the language modified in Paragraph 4 and also includes new Exhibits C-3 and C-4, This Exhibit C should be inserted into the Contract of Sale which you should already have. taking the place of the current Exhibit C. I am sending Bill a copy of this letter so that he is aware that it is being forwarded to you, Please give me a call if you have any questions. Very truly yours, John M. Hill JMHlyjr Enclosures cc: ¥r. William M. Blackburn (Via Hand Delivery) -Mr. Mike Murphy (Via Fax and Regular U.S. Mail)) Mr, Ken Dippel q01 MAIN STREET SUlTE 4000 DALLAS, TEXAS 75202·3793 o ALL A S T Y L E R TEL 214.672,2000 FAX 214 672,2020 Documcru" 1060634 WWW.COWLESTHOMPSON.COM L EXHIBITC TO TEMPORARY CONSTRUCTION EASEMENT In connection with the Roadway Improvements and the construction thereof and the use of the Easement and Easement Area by Grantee: Structures located on and within the Easement Area and identified as "Structures to be Demolished" on the drawing attached hereto as Exhibit C-I (prepared by HNTB and dated January, 2003, and herein referred to as the "Demolition Plan") will be demolished and removed in their entirety. 2. Structures located on and within the Easement Area and identified as "Structures to be Partially Demolished and Modified" on the Demolition Plan will be partially demolished and modified. With respect to such structures, Grantee will reconstruct and modify, with proper engineering, such structures in accordance with the Demolition Plan. 3. Following the demolition and removal of the Structures to be Demolished, all metal "clips" from existing concrete pavement will be removed. 4. Existing concrete pavement within the Easement Area will be protected, protected, and any of such concrete pavement damaged by the construction will be restored to an equivalent design strength and thickness. In addition, after the demolition and removal of any storage unit Structures as described above in paragraphs 1 and 2 ofthis Exhibit C: (a) except as provided in subpart (b) below ofthis paragraph 4, the edges ofconcrete pad sites on which such Structures were placed will be smoothed off by the grinding of such edges (see attached Exhibit C-3); and (b) at three (3) locations along the northern line of such Structures, an approximately one foot vertical differential exists between the existing pad site and the abutting concrete drive, and at such locations (to be specifically identified at the site by Grantee's engineer) a concrete ramp will be constructed (see attached Exhibit C-4) adjacent to each grade variation, with the result that there will be a smooth sloped transition for motor vehicle access to and from the pad site area and the abutting concrete drives. It is anticipated that the work described in this paragraph 4 shall be performed during the construction ofthe Roadway Improvements. (a) A security wall or barrier constructed generally of masonry material (such as stone, brick, concrete, hollow-tile concrete-block, gypsum-block, or other similar building units or materials or a combination of the same) and iron at least eight (8) feet in height (the "wall") (together with a security gate as indicated on the drawing attached hereto as Exhibit C-2 and referred to herein as the "Drawing") shall be constructed in accordance with the standards of the Town of Addison. Such wall shall be constructed on and within the Easement Area in the approximate location as shown on the Drawing. The elevation and design of the wall shall be Exhibit C to Temporary Construction Easement Page 1 of3 submitted by the Town of Addison to Grantor for Grantor's review and reasonable approval prior to construction. In the construction of the wall, Grantee will remove and replace any existing concrete pavement related to such construction. (b) Upon the final completion of the wall and the acceptance thereof by Grantor and Grantee, Grantee (or Grantee's contractor) shall maintain the wall for a period of time set forth in a maintenance bond obtained by Grantee from its contractor, but in any event not less than one (l) year (the term of such bond being the "maintenance period") from such completion and acceptance. During the maintenance period, Grantee (or its contractor) shall have the right and an easement (and Grantor hereby grants and conveys such right and easement) to use as much of the surface of the Easement Area or other property owned by Grantor that is adjacent to the wall (the "maintenance easement area") as may be reasonably necessary from time to time for Grantee (or its contractor) to maintain the wall; provided, however, that except in the case of an emergency, Grantee (or its contractor) shall give Grantor at least seventy-two (72) hours written notice prior to coming onto the maintenance easement area for maintenance purposes. SUCH MAINTENANCE OBLIGATION AND MAINTENANCE EASEMENT SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS TEMPORARY CONSTRUCTION EASEMENT. (c) Upon the expiration of the maintenance period, Grantor, its successors and assigns, shall be responsible and provide for the upkeep, maintenance, and repair of the wall (including, without limitation, any reconstruction or replacement of the wall) and shall keep the wall in a good and safe condition. In connection therewith, Grantor (or its contractor) shall have the right and an easement (and Grantee hereby grants and conveys such right and easement) to use the public right-of-way located immediately adjacent to the wall (the "right-of-way easement area") as may be reasonably necessary from time to time for Grantor (or its contractor) to provide for the upkeep, maintenance, and repair of the wall; provide, however, that Grantor (or its contractor) shall give Grantee at least seventy-two (72) hours written notice prior to coming onto the right-of-way easement area for such purposes. THIS OBLIGATION OF GRANTOR TO PROVIDE UPKEEP, MAINTENANCE AND REPAIR OF THE WALL IN A GOOD AND SAFE CONDITION FOLLOWING THE EXPIRATION OF THE MAINTENANCE PERIOD SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS TEMPORARY CONSTRUCTION EASEMENT AND SHALL CONSTITUTE A COVENANT RUNNING WITH THE STORAGE PROPERTY AS DESCRIBED IN EXHIBIT A TO THIS TEMPORARY CONSTRUCTION EASEMENT. 6. "Hazardous Materials" means and includes those elements or compounds which are contained in the list of Hazardous Substances adopted by the United States Environmental Protection Agency and the list of toxic pollutants designated by Congress or the Environmental Protection Agency, and any flammable substances, explosives, radioactive materials, hazardous waste, toxic substances, pollutants, pollution or related materials regulated under any Environmental Laws. "Environmental Laws" means any federal, state, or local laws, ordinances, orders, policies, rules, standards, or regulations (and including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act, the Superfund Amendment and Reauthorization Act, the Resource Conservation Recovery Act, the Federal Water Pollution Control Act, the Federl!! Environmental Pesticides Act, the Clean Water Act, the Exhibit C to Temporary Construction Easement Page 2 of3 Clean Air Act, and all so-called federal, state and local "superfund" and "superlien" statutes) governing or regulating the use, storage, treatment, transportation, generation, or disposal of Hazardous Materials. Exhibit C to Temporarv Constmction Easement Page 3 of3 ..--------== s:: § r ., i Et-:::=i 􀁾􀀠􀁨􀁾" -r 􀁾" Ii 􀁾􀀠" ,': Ini"§" = " :1;: .., • ,j , , " :!' :. :1 I I.----------------,--I I .... 1 ' • :z Exhibit C-l 11 ;AU lUUJ II, II ;, 􀁜􀁬􀁾􀀧􀁢􀀧􀀠􀁰􀀢􀀧􀁜􀁲􀁜􀁉􀁜􀂣􀀮􀁬􀁬􀁩􀁢􀁾􀀠􀁴􀁾􀀧􀀡􀀧􀁾􀁉􀁾􀁏􀁾􀀧􀁾􀁏􀁾􀀢􀁾􀀧􀁾􀁉􀁃􀁏􀁾􀀧􀁾􀁩􀁃􀀧􀁃􀀧􀁃􀀧􀁾􀁖􀁾􀁯􀁾􀀮􀁾􀀬􀀬􀁾_________________________________________________ ___________________________________________-, N 1I1/""'IIiIlH'IUQUQ,iI 􀁊􀀽􀁊􀁬􀁮􀁕􀁕􀁵􀁵􀁕􀁬􀁵􀁵􀁲􀁵􀁮􀁬􀁕􀀮􀀬􀁵􀁬􀁴􀁬􀀧􀁾􀁴􀁕􀁮􀀮􀁵􀁴􀀱􀀴􀁮􀁭􀁕􀁕􀁴􀁴􀁰􀀮􀀧􀀢􀁕􀁕􀁮􀁮􀁮􀁕􀁮􀁮􀁕􀁕􀁕􀀢􀁉􀁬􀁬􀁕􀁊􀁴􀁴􀁭 􀁑􀁴􀁕􀁵􀁕􀀮􀁉..t.UlJ,pnnrU1CI1IU,HUruUJlUtlHlUlUUntUummUI , .. OAllAS AAEA RAPIO iRNlSli ! I .PR(J'ERTY ACQUISITION CORPORATION '-R(J'ERTY LINE :': j FENCE'II:(',...-1 .' 'I , . -I : I LIHIIS Of TEMPORARY :' : '8UllOUGH I l YK ' 􀁾􀀮􀀠.,' -' V1" I \ \ I I CONSTRUCTION EASH£Nl ,'1 !f'i OfFICE 8U1l01NI I I ' I I PR(J'OSm 'I 􀀧􀁉􀁉􀁾􀀧􀀠1.l,P, II Il! , l I . l I:SECURITY 􀁇􀁾􀁉􀁅􀀠.' , /;: I \/f.r---\.--\-----r-' ,-1-, --. ;II, .. I I I, \'1 I 1 ' -__.. _ i I 􀁰􀁵􀁲􀁬􀁬􀁾􀀠SJ()lAG[ 􀁾􀀠􀁏􀁁􀁬􀁬􀁾􀁓􀀮􀁉􀀮􀁬􀁏􀀮􀀠-18-.tiuolSoN-. S lOR AGE r AC I\. IT Y .......::=-::..= -,CAII ; 1" Hltl' 􀀧􀀭􀀮􀀭􀀭􀁾􀀮􀀠--_. -------------------.---.._-----,•,II M U ...:s:a H '"-I EXISTING DRIVEWAY WIDTH CONCRETE FOUNDATION CONTRACTOR TO GRIND DOWN CONCRETE LIP TO CREATE SMOOTH TRANSITION ------! EXISTING DRIVEWAY DETAIL 2 BUILDING SLAB DETAIL NO SCALE •ADDI iN Exhibit C-3 . --X6of§BN F'OUNDATION 10' DETAIL 1 2' , ' BUILDING FOUNDATION RAMP NO SCALE #4 #4 SMOOTH DOWEL BARS (j) 18" O.C.SAW CUT AND PROPOSED REMOVE 24" X 2" CONCRETE 􀁾􀁾􀀠􀀮􀁾􀀫􀀭􀀬􀀭􀀺􀀮􀀮􀀢􀀮􀀮􀀠b! ,--􀀬􀀬􀁾􀁾􀁾􀁾􀁋􀁾􀁅􀁾􀁙􀁾􀁗􀁁􀀻􀁙􀁾􀁾􀁾􀁾􀀺􀁴􀀽􀀽􀁾􀁾􀁩􀁪􀀽􀀽􀁊􀁌􀁾􀁾􀀺􀀺􀁉􀀺􀁪􀁝􀁾􀁾􀀨􀀽􀀽􀀽􀀽􀀽􀀠.. f' EXISTING BARS 2' :1 Exhibit C-4 l!.sd 􀁾􀁏􀁗􀁌􀁅􀁓􀀠&THOMPSOi., ~7 ~7 A Professional Corporation 1978·2003 ATTORNEYS AND COUNSELORS JOHNM. HILL 214.672-2110 JHILL@COWtESTHOMPSON.COM June 6, 2003 VIA HAND DELIVERY Mr. William M. Blackburn Attorney and Counselor 9400 North Central Expwy., Suite 1616 Dallas, Texas 75231 RE: Town of Addison I Public Storage of Dallas, Ltd. Dear Bill: Enclosed are three (3) revised copies of Exhibit D to the Contract of Sale between the Town of Addison and Public Storage of Dallas, Ltd. This Exhibit includes the modifications which we corresponded about earlier this week, and also modifies the page numbers. This Exhibit should be substituted in place of Exhibit D to the Contract of Sale which I forwarded to you on May 7, 2003. Please give me a call ifyou have any questions or cOlurnents. Very truly yours, JMH/yjr Enclosures CC: Mr. Mike Murphy Mr. Ken Dippel '901 MAIN STREET SUITE 4000 DALLAS, TEXAS 75202:·37Q3 o ALL A S T Y L E R TEL 214.012.2000 FAX 214.672.2020 WWW.COWLESTHOMPSON.COM EXWBITD TO CONTRACT OF SALE Exhibit D to Contract of Sale TEMPORARY CONSTRUCTION EASEMENT STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS; COUNTY OF DALLAS § WHEREAS, Public Storage of Dallas, Ltd., a Texas limited partnership. is the sole owner of those certain tracts of land described in Exhibit A attached hereto (the said tracts of land being referred to herein together as the "Storage Property") and made a part hereof for all purposes, which includes those tracts of land described in Exhibit B attached hereto and made a part hereof for all purposes (the said tracts of land being referred to herein together as the "Easement Area"); and WHEREAS, the Town of Addison, Texas intends to constrnct, by and through a third party contractor (the "Contractor") an extension ofArapaho Road through a portion of the Town (the "Roadway Improvements"), a part of which Roadway Improvements is located adjacent to the Easement Area, and in connection therewith the Town requires the use ofthe Easement Area for the purposes set forth herein. NOW, THEREFORE, Public Storage ofDallas, Ltd., LTD., a Texas limited partnership (hereinafter called "Grantor"), for good and valuable consideration of the sum of Ten and No/IOO Dollars ($10.00) and other good and valuable consideration to Grantor in hand paid by the Town of Addison, Texas (hereinafter called "Grantee"), the receipt and sufficiency of which is hereby aclmowledged and confessed, has GRANTED, SOLD AND CONVEYED, and by these presents does GRANT, SELL AND CONVEY unto Grantee, its successors and assigns, for those purposes hereinafter set forth, a temporary and exclusive easement and right-of-way (the "Easement'') in, over, above, under, across, and to that certain lot, tract or parcel of land (the "Easement Area") situated in the Town of Addison, Dallas County, Texas, and being more particularly described in Exhibit B attached hereto and made a part hereof for all purposes, subject only to the exceptions and encumbrances described in the attacJ.ted Exhibit D (the "Permitted Exceptions"). The Easement may be used by Grantee, its officers, employees, contractors, agents, successors, and assigns, in connection with activities relating to the constrnction of the Roadway Improvements (the "Project") and all appurtenances thereto, including, without limitation, utility Temporary Constrnction Easement Page I of6 installation and relocation, drainage structures and landscaping. the modification and removal of existing structures (including structures located within the Easement Area). the performance of necessary excavation, boring. backfilling, embedding. drilling. grading and paving. the construction of curbs, gutters. maintenance and storage of equipment and materials. the activities described in Exhibit C attached hereto and incorporated herein (including, without limitation. the construction of a wall and security gate to be located generally as shown and depicted in Exhibit .1:), and the use of the Easement for access, ingress to, and egress between the site of construction and public rights-of-way. Upon final completion of the activities described herein, but in no event more than twenty-four (24) months from and after the date Grantee issues to the Contractor a notice to proceed with construction of the Roadway Improvements (the "Easement Period"), Grantee, its successor or assign, shall return the Easement Area to the condition as described in Exhibit C attached hereto and incorporated herein, and the Easement shall automatically terminate (except that those obligations stated in Exhibit C hereto as surviving the termination or expiration of this Temporary Construction Easement (the "surviving obligations") shall survive such automatic termination). If necessary to complete the construction of the Roadway Improvements, this Temporary Construction Easement may be extended by Grantee at a cost of $70.00 per day; provided, however, that in no event shall such extension exceed six (6) months beyond the Easement Period. Upon the request of Grantor, Grantee shall execute a memorandum of termination for recordation by Grantor in the real property records of Dallas County, Texas, which memorandum shall include a reference to the surviving obligations. Grantee shall not permit any worker's, mechanic's or materialman's lien or liens to be placed on the Storage Property or the Easement Area caused by or resulting from any work performed, materials furnished or obligations incurred by, at the request of, or on behalf of, Grantee under or pursuant to this Temporary Construction Easement, and, in the case of the filing any such lien, Grantee promptly shall have the same released or insured or bonded around within thirty (30) days ofthe filing ofsuch lien or liens. It is acknowledged and agreed that Grantee is acquiring this Temporary Construction Easement in connection with Grantee's construction and operation of the Roadway Improvements. The consideration exchanged between the parties hereto for this Temporary Construction Easement shall be considered full compensation for this Easement and for any Temporilly Construction Easement Page 2 of6 severance damages, or any damages to, or diminution in the value of, other lands belonging to Grantor, that may be claimed or asserted by virtue of such acquisition and use ofthis Temporary Construction Easement by Grantee. The recitals first set forth above are incorporated into and made a part of this Temporary Construction Easement. From the date of execution ofthis Temporary Construction Easement through the date of its tennination, Grantor shall not store, place, install or release and shall not allow or permit the storage, placement, installation or release of Hazardous Materials (as defined in the attached Exhibit C) of any kind in, under, or above the improvements on the Easement Area or into or onto the surface water, ground water, soil, surface or subsurface of the Easement Area. In the event of such storage, placement, installation or release, Grantor shall promptly cause the removal and clean-up of any such Hazardous Materials at Grantor's sole cost and expense, and Grantor shall defend, indemnifY and hold harmless the Town of Addison, its officials, officers, employees, agents and contractors from and against any and all claims, actions, or judgments in counection therewith. TO HAVE AND TO HOLD the Easement, together with all and singular the rights, privileges, and appurtenances thereto in anywise belonging, unto Grantee, its successors and assigns; and Grantor does hereby bind itself, its successors and assigns, to WARRANT AND FOREVER DEFEND all and singular the Easement unto Grantee, its successors and assigns, against every person whomsoever lawfully claiming or to claim the same or any part thereof, except as to the Permitted Exceptions when the claim is by, through, or under Grantor, but not otherwise. PROVIDED, HOWEVER, THAT THE EASEMENT AREA IS CONVEYED AND TRANSFERRED TO GRANTEE "AS IS, WHERE IS, AND WITH ALL FAULTS AND PATENT AND LATENT DEFECTS", AND, EXCEPT AS EXPRESSLY OTHERWISE SET FORTH HEREIN AND IN ARTICLE IV, SECTION 4.1, OF THAT CONTRACT OF SALE DATED BETWEEN GRANTOR (AS SELLER) AND GRANTEE (AS BUYER) (A TRUE AND CORRECT COpy OF WHICH SECTION IS ATTACHED HERETO AS EXHmIT E), GRANTOR HAS NOT MADE, DOES NOT MAKE, AND SPECIFICALLY DISCLAIMS, ANY REPRESENTATION, PROMISE, COVENANT, AGREEMENT, GUARANTY OR WARRANTY OF ANY KIND OR CHARACTER, EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF LAW, AS TO THE QUANTITY, QUALITY, CONDITION, SUITABILITY, HABITABILITY, OR FITNESS OF THE EASEMENT AREA FOR ANY PURPOSE WHATSOEVER, INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATJON REGARDING SOIL Temporary Construction Easement Page 3 of6 CONDITIONS, A V AILABILITY OF UTILITIES, DRAINAGE, ZONING LAWS, ENVIRONMENTAL LAWS, OR ANY OTHER FEDERAL, STATE OR LOCAL STATUTES, CODES, REGULATIONS OR ORDINANCES, GRANTEE ALSO ACKNOWLEDGES AND AGREES THAT GRANTEE'S INSPECTION AND INVESTIGATION OF THE EASEMENT AREA HAVE BEEN ADEQUATE TO ENABLE GRANTEE TO MAKE GRANTEE'S OWN DETERMINATION WITH RESPECT TO THE SUITABILITY OR FITNESS OF THE EASEMENT AREA, INCLUDING, WITHOUT LIMITATION, WITH RESPECT TO SOIL CONDITIONS, AVAILABILITY OF UTILITIES, DRAINAGE, ZONING LAWS. ENVIRONMENTAL LAWS, AND ANY OTHER FEDERAL, STATE OR LOCAL STATUTES, CODES, REGULATIONS OR ORDINANCES. GRANTEE ACKNOWLEDGES THAT THE DISCLAIMERS, AGREEMENTS AND OTHER STATEMENTS SET FORTH IN THIS PARAGRAPH ARE AN INTEGRAL PORTION OF THIS TEMPORARY CONSTRUCTION EASEMENT AND THAT GRANTOR WOULD NOT AGREE TO GRANT AND CONVEY THIS TEMPORARY CONSTRUCTION EASEMENT WITHOUT THE DISCLAIMERS, AGREEMENTS AND OTHER STATEMENTS SET FORTH IN THIS PARAGRAPH. GRANTEE FURTHER ACKNOWLEDGES THAT GRANTEE IS NOT IN A DISPARATE BARGAINING POSITION WITH RESPECT TO GRANTOR. EXECUTED this __day of________• 2003. GRANTOR: PUBLIC STORAGE OF DALLAS, LTD. By: Watson & Taylor Management, Inc.• a Texas corporation, its sole general partner By:____________ A. Starke Taylor III. President Watson & Taylor Management, Inc. Accepted and Agreed: EXECUTED this __day of ________'. 2003. GRANTEE: TOWN OF ADDISON, TEXAS By:______________ Ron Whitehead, City Manager Temporary Construction Easement Page 4 of6 STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on this _ day of , 2003, by A. Starke Taylor ill, President of Watson & Taylor Management, Inc., a Texas corporation, the sole general partner of Public Storage of Dallas, Ltd., a Texas limited partnership, on behalf of the said limited partnership. By:_______--:--____[Seal] Notary Public, State ofTexas My Commission Expires: _______ STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on this __day of , 2003 by Ron Whitehead, City Manager of the Town of Addison, Texas, a Texas municipal corporation, on behalf ofthe said municipal corporation. [Seal] By:_-::-:-_-::-:-:-:---=-_-:-::::--___ Notary Public, State ofTexas My Commission Expires: _____􀁾􀁟􀀠GRANTEE'S ADDRESS: Town of Addison, Texas P. O. Box 9010 Addison, Texas CONSENT OF LIENHOLDER The undersigned, as the holder of lien(s) on the fee simple title to the Easement Area, consents to the above grant of temporary construction easement, including the terms and conditions of such grant. (Name of Lienholder) Temporary Construction Easement Page 50f6 By:_____________ Name:_____________ Title:_____________ Before me, the undersigned authority, on this day personally appeared c:---:----:-----' known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the purposes and consideration therein expressed. By:___________[Seal] Notary Public, State of Texas My Commission Expires: _______ Temporary Construction Easement Page6of6 EXHIBIT A TO TEMPORARY CONSTRUCTION EASEMEl\'I The Storage Property is described as follows: A called 4.081 acre tract ofland conveyed to Public Storage of Dallas. LTD. on October 3, 1979 and recorded in Volume 79196, Page 3188 of the Deed Records of Dallas County. Texas, said called 4.081 acre tract being all ofLot 3 of the Watson and Taylor SUbdivision No.2. an addition to the Town of Addison, as evidenced by the plat dated September 12, 1979 and recorded in Volume 79180. Page 0888 ofsaid Deed Records; and A called 137,968 square foot tract ofland conveyed to Public Storage ofDallas. LTD. on June 13, 1978 and recorded in Volume 78115, Page 3018 of the Deed Records of Dallas County. Texas, said called 137,968 square foot tract being all of Lot I of the Watson and Taylor Subdivision, an addition to the Town ofAddison, as evidenced by the plat dated March 31. J978 and recorded in Volume 78082, Page 889 ofsaid Deed Records. • Exhibit A to Temporarv Construction Easement EXHIBITB TO TEMPORARY CONSTRUCTION EASEMENT Exhibit B to Temporary Construction Easement Parcel 12-'l'E Field Noce Descripcion Arapaho Road Projecc Town of Addison Dallas Councy, Texas BEING a description of a 0.5291 acre (23,049 square fooc) Cract of land situaced in the David Myers Survey, Abstract Number 923, Town of Addison, Dallas county, Texas, and being a por=ion of a called 4.081 acre tract of land conveyed to Public Scorage of Dallas, LTP. on October 3, 1979 and recorded in Volume 79196, Page 3188 of the Deed Records of Dallas County, Texas, said called 4. OBl acre tract being all of Lot 3, of the Watson and Taylor Subdivision No. 2,an addition to the Town of Addison, as evidenced by the plat dated September 12, 1979 and recorded in volume 791BO, Page OBBB of said Deed Records, said 0.5291 acre tract of land being more particularly described by meces and bounds as follows; COMMENCING at:: t::he common Northeast corner of said called 4. OBl acre tract:: and Northwest corner of a called 1.103 acre t::ract of land conveyed t::o Bullough/Lykos Office Building No.1, L. P . on June 11, 199B and recorded in Volume 9Bl15, Page 03999 of said Deed Records, said called 1.103 acre tract being all of 􀁾􀁌􀁯􀁴􀀠5, Surveyor Addit::ion, Addison West Industrial Park-, an addit::ion to ::.he Town of Addison, as evidenced by the plat dated February 7, 1979 and recorded in Volume 79053, Page 0620 of said Deed Records said corner being in the proposed North right of way :ine of Arapaho Road and the South ril:Jht:: of way line of a 100 :00::' wide railroad right of way as conveyed to Dallas Area Rapid Transit Propert::y Acquisition Corporation on December 27, 1990 and recorded in Volume 91008, Page 1390 of said Deed Records; THENCE, SOUTH 00006'OS-WEST (called SouthOOOOB'05" West), departing said lines and along t::he common East:: line of said called 4.0Bl acre tract and West:: line of said called 1.103 acre cract::, a distance of 7S.95 feet:: t::o a point in the proposed Souch right of way line of Arapaho Road for the Nort::heast:: corner and POINT OF BBGIHHING of t::he herein described t::ract; •THENCE, SOUTH 00006'OS-WEST cont::inuing along said common line, a dist::ance of 40.00' to the most ·East::erly Sout::heast:: corner of the herein described t::ract::; Page 1 of 3 ..\RCEL 12-TE -ARAPAHO ROAD PR.OJECT THENCE, NORTH 89°58'49" WEST, 􀁤􀁥􀁰􀁡􀁲􀁾􀁩􀁮􀁧􀀠said common 􀀡􀁾􀁮􀁥􀀬􀀠a dist:ance of 180.55 feet: to t:he point: of curvat:ure 0= a -:.angen:: cu=ve t:o the left; THENCE, SOtn'HWESl'ERLY, along the arc of said curve to t:ne left: having a radius of 778.00 feet, a central angle of 15·58'34", a chord bearing South 82°01'54-West a distance of 216.23 feet:, for an arc distance of 216.93 feet to an angle point:; THENCE SOUTH 89°51'04-WEST, a distance of 57.80 feet to a poin: for corneri THENCE, SOUTH 00°24'42-BAST, a distance of 18.80 feet t:o :he point: of curvature of a non-tangent curve to the left; THENCE, SOtn'HWESl'ERLY, along the arc of said curve to the left: having a radius of 778.00 feet, a central angle of 01"56'00·, a chord bearing South 68°36'19-West a distance of 26.25 feet:, for an arc dist:ance of 26.25 feet to an angle point; THENCE SOUTH 00"05'59-WEST, a distance of 109.96 feet t:o t:he most Sout:herly Southeast cor.ner of the herein described tract; :-HENCE SOUTH 89°26' 35-WEST, a distance of 27.71 feet to the sou::hwest corner of the herein described tract and being in the common West line of said called 4.081 acre tract and East line 0: a 􀁣􀁡􀁬􀁾􀁥􀁤􀀠137,96B square foot tract of land conveyed to Public St:orage of Dallas, LTD. on June 13, 1978 and recorded in Volume 7El15, Page 301B of said Peed Records, said called 137,96B square foot tract being all of Lot 1, of the Watson and Taylor 􀁓􀁵􀁢􀁤􀁾􀁶􀁩􀁳􀁩􀁯􀁮􀀬􀀠an addition to the Town of Addison, as evidenced by the plat dated March 31, 1978 and recorded in Volume 78082, Page BB9 of said Deed Records; THENCE, NORTH 00°33'49-WEST (called North 00026'30H West), along said common line, a distance of 141.29 feet to a point in 􀁳􀁡􀁾􀁤􀀠proposed South right of way line of Arapaho R.oad, being in a non-tangent curve to the right; THENCE, NORTHEASTERLY, departing said common line, along said proposed South right of way line of Arapaho Road and the arc of said curve to the right having a radius of 818.00. feet, a central angle of 230 27'04-, a chord bearing North 78°17'39-East a distance of 332.48, for an arc distance of 334.81 feet; Page 2 of 3 ;ARCEL 12-'l":E -ARAPAHO ROAD PROJECT THENCE, SOUTH 89°58'49" EAST, concinuing along said proposed Soueh righe of way line, a diseance of 180.81 feee co ene POINT OF :BEGINN:ING; CONTAINING an area of 0.5291 acres or 23,049 square feet of land within ehe metes reciced. All bearings are referenced to the North Righe of Way line of Centurion Way, called S 89°51'55-E. according to the final plae of Lot 3, Surveyor Addition, recorded in Vol. 77173. Page 135, Deed Records of Dallas County, Texas. A plat of even survey date herewith accompanies this description. !, Ayub R. Sandhu, a Registered Professional Land Surveyor. hereby certify that the legal description hereon and the accompanying plat represent an actual survey made on the ground under my supervision. 􀁾-< 􀁾􀀮􀀽􀁥􀁣􀀠t"-'='-'(...e 2AyUb R. Sandhu, R.P.L.S. ?exas Registration No. 2910 t : -Page 3 of 3 -------t:: XItIEll T "8" P.OC, 􀁾􀁡􀀠... \141 t"!? 17.!!_'!" 􀀦􀀮􀁾􀀠$ an4'W II: , .. act ...--...-.---. +_._. : 􀁾􀀠.. __ 􀁾􀁾􀁌􀁾􀁾􀀭􀀭􀀭􀀭􀁾.....􀁾􀀧􀁾􀀢􀁾􀀠..V.....􀁾....... ,. 'b; 􀀮􀁾􀀠, 'GUlAS AREAlIAI'I01!ImSIT -,---C--: -,-. ------􀁟􀁾􀀲􀀳􀀠--_8. I'tlllP£RlY ACQUSll10II c;oAPCRAlliJH " JI􀁾􀁬􀁦􀁩􀁅"'" ! ... 􀁾􀀠􀁾􀀼􀁬􀀠llDO' /1.0...) • PROPOSED 􀁁􀁒􀁁􀁐􀁾􀁈􀁏􀀠ROAD la5􀀧􀀬􀀮􀁦􀁑􀁾􀀠!lEctlillfR 21, .111110 !IO DRAINAGE CHANNEl 􀁾8" \IlL 8100a. PO. qllO 'EA5£"I'I" 􀁾􀀠 l!􀁩􀀢􀁾􀀻􀁩􀁡􀀠• II,R,D,C,f. -.. P.O.B.-.-. -, ! II'SI-••-I: tlO.'''''' "', 􀁾􀀠.􀁉􀁾􀁑􀁬􀁉{ 􀁾􀀠 " 􀁾􀀠 . , . -. --'.'----􀁾􀀠'CS N ".48'. «:;1􀁾􀁾􀁅􀁉􀀠LOT J CAU£D 4,011 fIC.r~~ r~~ __ . ..!::=1011'= 􀁾􀀧􀁄􀀮􀀧􀁦􀁉􀀮􀀧􀀺􀀧􀀠fI8JC S_AGE OF SEPltll8ER U, la711 DAUAS, LlD.\IlL 711110. Pc. _ DC'IDIIER 􀁾􀀠18711 D.Il.D,C. T. \IlL 1"", PO. JIll§ 'itR 'I D.H,D.c:.T..: el ir :1 i I! , .. -_... 􀁾􀀭---..􀀭􀁾􀀮􀀭..,jt',-§ I I_ z' S WU'lII', 21,71' NOTES: AlL £ASEUENTS SHOWN ARE TAkEN f'ROli THE PlATS INIlICAl£D IIEREIlN. 11£ SURVEYOR OIl NOT AIIS1!IACf THE SU8.£CT PROPERlY SO ALL EASEII£NTS YAY NOT SE SHOWN, A LEGAl !lESCftlPl1OIIOF EVEN SURVEY DAl£ HEREWITH ACOOMPANIES THIS PlAT. 50• !lEHDl£S A fOUND POOIT AS IHDICAltD • DfNOItS A $/8' IRON ROO SET UNlESS OTIIERWISE IIOIEO -PROPOSED RIGHT OF WAY LINE GRAPHIC SCALE I INCH -50 fT. 0.5291 CAI.l£O 1.11» fIC. lIIWIIJGIt!,\.lICOS Ilf'fICI a.IIJltftO' '110. 􀀱􀀧􀁾􀀮􀀠.... 11,1'" \IlL NUlL PO.D."au. ,r 5 AIlOIlIllN. """",,,,,IIEST OJSlRIAL PAlIK Y 1, 11178 ,), Pa. DUO .D,C,T, PARCEL 12-1£ A PLAT or A ACRE (23.049 SQ. FT.) TRACT or LANO IN 1HE DAVID MYERS SURW:Y ABSTRACT NO. 923 TOWN or ADDISON DAllAS COUNTY, lE XAS o 25 50 100 - Parcel 13-TE Field Note Description Arapaho Road Project Town of Addison Dallas County, Texas BE!NG a description of a 0.4351 acre (18,995 square foot) tract of land situated in the David Myers Survey, Abstract Number 923, Town of Addison, Dallas County, Texas, and being a 􀁰􀁯􀁲􀁴􀁾􀁯􀁮􀀠of a called 137.956 square foot tract of land conveyed to Public Storage of Dallas, LTD. on June 13, 1976 and recorded in Volume 76115, Page 3016 of the Deed Records of Dallas County. Texas, said called 137,958 square foot tract being all of Lot 1. of the Watson and Taylor Subdivision, an addition to the Town of Addison, as evidenced by the plat dated March 31. 1978 and recorded in Volume 78082, Page 889 of said Deed Records. said 0.4361 acre tract of land being more particularly d.escribed by metes and bounds as follows; COMMENCING at a point being the common Northeast corner of said called 137,968 square foot tract and Northwest corner of a called 4.061 acre tract of land conveyed to Public Storage of Dallas, LTD. on October 3. 1979 and recorded in Volume 79196. Page 3168 of said Deed Re:::ords, said called 4.081 acre tract being all of Lot 3, of the Watson and Taylor Subdivision No.2. an addition to the Town of Addison, as eVidenced by the plat dated September 12, 1979 and recorded in Volume 79160. Page 0868 of 􀁳􀁡􀁾􀁤􀀠Deed Records; 􀁾􀁈􀁅􀁎􀁃􀁅􀀮􀀠SOUTH 00·33'49-EAST (called South 00°25'30· East). along che common East line of said called 137,968 square foot tract and West line of said called 4.091 acre tract, a distance of 146.53 feet to a point in the proposed South right of way 1:me of Arapaho Road for the Northeast corner and POINT OF BEGINNING of the herein described tract; 􀁾􀁈􀁅􀁎􀁃􀁅􀀬􀀠SOUTH 00°33'49-EAST (called South 000 25'30. East) • continuing along said common line, a distance of 141.29 feet to the Southeast corner of the herein described tract; •THENCE, SOUTH 89°26' 35· WEST, a distance of 156.19 feet to an angle point; THENCE, SOUTH 53°39'46-WEST, a distance of 19.61 feet to an angle point; THENCE, SOUTH 89°39' 59-WEST, a distance of 3.80 feet to an angle point; Page 1 of 3 AAC'EL 13-TE -ARAPAHO ROAD PROJECT THENCE, SOOTH OoolS' 3S-EAST, a dist;ance of :2.77 fee:: to an angle point;; THENCE, SOOTH 56°50'32-WEST, a distance of 5S.96 feet: t;o the Sout;hwest; corner of the herein described tract;, said corner being in the common West line of said called 137,96S square foot: t;ract and East line of a called 2.20 acre tract of land conveyed t:o t;he City of Addison on June 2B, 1977 and recorded in Volume 77135, Page 15B1 of said Deed Records; THENCE, NORTH 00°27'52-WEST (called North 00026'30n West), along said common line, a distance of 47.53 feet to a point in said proposed South right of way line of Arapaho Road; THENCE, NORTH 56°50'32-EAST, a distance of 31.95 .feet to a point' THENCE, NORTH 53°39'46-EAST, a distance of 130.54 feet; to a non-t:angent curve to the right; THENCE, NORTHEASTERLY, along the arc of said curve to the right: having a radius of B1B.00 feet, a central angle of 07°15'29n, a chord bearing North 62°56'22-East a distance of 103.55 feet;, for an arc d1stance d1stance of 103.62 feet to the POXHT 0' BBGINNXNG; CONTAINING an area of 0.4361 acres or lB,995 square feet: of land wit:hin ::he metes recited. • 􀀮􀁾􀀠Page :I of 3 ·.\ReEL 13-TE -ARAPAHO ROAD !?ROJECT . All bearings are referenced eo ehe North Righe of Way 􀀺􀁾􀁮􀁥􀀠c: Ceneurion Way, called S 􀁂􀁾􀀰􀀵􀁬􀀧􀀵􀀵􀂷􀀠E. according eo ehe final 􀁰􀁬􀁡􀁾􀀠of Lot 3, Surveyor Addieion, recorded in Vol. 77173, Page 135, Deed Records of Dallas Couney, Texas. A plae of even survey date herewith accompanies this description. I, Ayu.b R. Sandhu, a Regiseered Professional Land Surveyor. hereby certify thae the legal description hereon and ehe accompanying plae represent an actual survey made on ehe ground under my supervision. 􀁾􀀮􀁋􀀮􀁾􀀠/.P-V-.t>'Z. AYub R, Sandhu, R.P.L.S. Texas Regiseration No. 2910 Page 3 of 3 Exwsn "s" 􀁾􀀠'. ,7 'C dpuC:n ••• ___ .n....._ DAI.IM (, " -"" '''' .. I':liN[ or ctNlURIOO ....Y. CAlUD S a9'51'55" E. ACC(lIlOINC to D[NOIES A rOUND PooN! AS INIJICAIED ,. :0 .. .. " tHE fiNAl PlAI or lOl 3. SURII£Y(lIl "0011100. R[C(lIlOEO IN DE NOlr 5 A 5/8' IRON ROO SEt UtilE 55 60 0 30 fiO " ," ,.vet 17113.••ct 135. D.RO,C.1. otHERWISE NOtED ......􀁾􀀠" -I ---PRoPOSf 0 RICH' or WAY UNE 􀀢􀁬􀁦􀁲􀀮􀁾􀀠O(SCRIPnCN or 􀁛􀁾􀁎􀀠SURV[Y flAIE IttREwHH GRM'ItI(: 􀁾􀁲􀀻􀀱􀁬􀀱􀀠f."1/,,a X 􀁾􀀮􀀻􀀧􀀧􀀧􀀧􀁴􀁏􀀠ACCOUPANIE S ntts PlAt I/>' )/-",7-1 U·JI I' '"" , . • EXHIBITC TO TEMPORARY CONSTRUCTION EASEMENT In connection with the Roadway Improvements and the construction thereof and the use of the Easement and Easement Area by Grantee: 1. Structures located on and within the Easement Area and identified as "Structures to be Demolished" on the drawing attached hereto as Exhibit C-1 (prepared by ID\TB and dated January, 2003, and herein referred to as the "Demolition Plan") will be demolished and removed in their entirety. 2. Structures located on and within the Easement Area and identified as "Structures to be Partially Demolished and Modified" on the Demolition Plan will be partially demolished and modified. With respect to such structures. Grantee will reconstruct and modify, with proper engineering. such structures in accordance with the Demolition Plan. 3. Following the demolition and removal of the Structures to be Demolished, all metal "clips" from existing concrete pavement will be removed. 4. Existing concrete pavement within the Easement Area will be protected, and any of such concrete pavement damaged by the construction will be restored to an equivalent design strength and thickness. 5. Wall la) A security wall or barrier constructed generally of masonry material (such as Slone, brick, concrete, hollow-tile concrete-block, gypsum-block. or other similar building units or materials or a combination of the same) and iron at least eight (8) feet in height (the "wall") (together with a security gate as indicated on the drawing attached hereto as Exhibit C-2 and referred to herein as the "Drawing") shall be constructed in accordance with the standaras of the Town of Addison. Such wall shall be constructed on and within the Easement Area in the approximate location as shown on the Drawing. The elevation and design ofthe wall shall be submitted by the Town ofAddison to Grantor for Grantor's review and reasonable approval prior to construction. In the construction of the wall, Grantee will remove and replace any existing concrete pavement related to such construction. construction. (b) Upon the fmal completion ofthe wall and the acceptance thereof by Grantor and Grantee, Grantee (or Grantee's contractor) shall maintain the wall for a period of time set forth in a maintenance bond obtained by Grantee from its contractor, but in any event not less than one (1) year (the term of such bond being the "maintenance period") from such completion and acceptance. During the maintenance period, Grantee (or its contractor) shall have the right and an easement (and Grantor hereby grants and conveys such right and easement) to 1,ISe as much of the surface ofthe Easement Area or other property owned by Grantor that is adjacent to the wall (the "maintenance easement area") as may be reasonably necessary from time to time for Grantee (or its contractor) to maintain the wall; provided, however. that except in the case of an emergency, Grantee (or its contractor) 􀁾􀁨􀁡􀁬􀁬􀀠give Grantor at least seventy-two (72) hours written Exhibit C to TempoIjilQ' Construction Easement Page I of2 .. notice prior to coming onto the maintenance easement area for maintenance purposes. SUCH MAINTENANCE OBLIGATION AND MAINTENANCE EASEMENT SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS TEMPORARY CONSTRUCTION EASEMENT. (c) Upon the expiration of the maintenance period, Grantor, its successors and assigns, shall be responsible and provide for the upkeep, maintenance, and repair of the wall (including, without limitation, any reconstruction or replacement of the wall) and shall keep the wall in a good and safe condition. In connection therewith, Grantor (or its contractor) shall have the right and an easement (and Grantee hereby grants and conveys such right and easement) to use the public right-of-way located immediately adjacent to the wall (the "right-of-way easement area") as may be reasonably necessary from time to time for Grantor (or its contractor) to provide for the upkeep, maintenance, and repair of the wall; provide, however, that Grantor (or its contractor) shall give Grantee at least seventy-two (72) hours written notice prior to coming onto the right-of-way easement area for such purposes. THIS OBLIGATION OF GRANTOR TO PROVIDE UPKEEP, MAINTENANCE AND REPAIR OF THE WALL IN A GOOD AND SAFE CONDITION FOLLOWING THE EXPIRATION OF THE MAINTENANCE PERIOD SHALL SURVIVE THE EXPIRATION OR TERMINATION OF THIS TEMPORARY CONSTRUCTION EASEMENT AND SHALL CONSTITUTE A COVENANT RUNNING WITH THE STORAGE PROPERTY AS DESCRIBED IN EXHIBIT A TO THIS TEMPORARY CONSTRUCTION EASEMENT. 6. "Hazardous Materials" means and includes those elements or compounds which are contained in the list of Hazardous Substances adopted by the United States Environmental Protection Agency and the list of toxic pollutants designated by Congress or the Environmental Protection Agency, and any flammable substances, explosives, radioactive materials, hazardous waste, toxic substances, pollutants, pollution or related materials regulated under any Environmental Laws. "Environmental Laws" means any federal, state, or local laws, ordinances, orders, policies, rules, standards, or regulations (and including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act, the Superfund Amendment and Reauthorization Act, the Resource Conservation Recovery Act, the Federal Water Pollution Control Act, the Federal Environmental Pesticides Act, the Clean Water Act, the Clean Air Act, and all so-called federal, state and local "superfund" and "superlien" statutes) governing or regulating the use, storage, treatment, transportation, generation, or disposal of Hazardous Materials. Exhibit C to Temporarv Construction Easement Page20f2 ______,_,-...,._::;\L' I"..--.'__-\.;:1 \\------=._------: -.;-:; .\ , r-' -"􀁩􀁬􀁾7_ _ '--'\ ,:; ,:' 111-· ----􀁾􀀭􀀭􀁜􀀭􀀭􀀬􀀺􀀠,: i'1_ J 􀁾􀀠􀀬􀀭􀁾􀀢􀀠" "It'---/' -􀁾􀀧􀀠" \ J :: : Ii:=1 /• -\ :: .• 'I•• 􀁾􀀠A , ---):---:"1\J.o I .Iff ' _ ___ 'IL' \ ::1;... 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II"JA'" lOOI .1: U c., \2S It.' ,phl\hI ,( "hiOi ", I torooefQc 11 i "1-dQn N "'··..·1IfBltn." 􀁕􀁉􀀱􀁦􀁕􀁮􀁉􀁕􀁗􀁬􀁭􀁬􀁬􀁕􀁉􀁉􀁕􀁾􀁉􀁕􀁊􀁬􀁐􀀮􀀡􀀧􀁕􀁕􀁾􀁮􀀮􀁊􀀻􀁗􀁉􀁬􀁾􀁬􀁮􀁬􀁬􀁩􀁴􀁴􀁮􀀢􀁵􀁮 􀁉􀁊􀁐􀁬􀁕􀁕􀁴􀁬􀁴􀁬􀁦􀁕􀁦􀁦􀁬􀁕􀁉􀁉􀁦􀀳􀁮􀁡􀁰􀁮􀁭􀁭􀁬􀁕􀁬􀀢􀀧􀁕􀀢􀁭􀀢􀁮􀁭􀁕􀁭􀁕􀁉􀁕􀁮􀁬􀁬􀁕􀀴􀁲􀁴􀁬􀀱􀁗􀁮􀀠, ' , "DAlLAS AREA RN>ID TRANSI T ' !I .PROPERTY ACQUISITION CO'lPORAnON , __ >I' 􀀭􀂷􀂷􀁔􀁾􀁰􀁾􀁾􀁩􀀨􀁾􀁾􀁾􀁦􀀽􀂷􀀻􀁾􀁾􀁾􀁾􀀭􀀽􀁾􀁮􀁾􀁾􀁾􀁾􀁾􀀺􀀮􀁾􀀺􀁾􀁾􀀽􀀭􀀺􀁾􀁾􀁾􀁾􀁾􀁾􀁾􀁾􀀠-􀀭􀁟􀀺􀁾􀁾􀁾􀁾􀀭􀀭􀁾f-------------􀁾􀀠----􀁴􀀭􀀭􀁾􀁾􀁾􀁾􀀺􀁾􀀽􀀧􀀻􀀢􀀺􀀺􀀺􀀺􀀺􀁾􀀺􀀺􀁾􀁾􀀭􀀮􀀭� �􀀺􀀭􀀮􀀭􀀮􀀬...·)RAA· 􀁾􀁾􀀬􀁾􀀻􀁾􀁾􀀭􀁾􀁾􀁾􀁾􀁾􀁾􀀬􀁾􀀺􀁾􀀺􀁾􀀺􀁾􀀻􀀻􀁾􀁾􀀻􀁾􀀻􀀺􀀻􀀠il -------------:C ••:i,.,_'h' :-":'_.;,:;'.!'". '-)( II II' X' """""':::-:::-==___ _ • . ,,' ,,' • . •. . PARCEL II . ---"------. -------------...,------' "I ,/.t .-􀀭􀀭􀁾􀁾􀀭􀁾􀀺􀀺􀀺􀀺􀀺􀀺􀀠􀀭􀀺􀀺􀀭􀀺􀀻􀁾􀁾􀁾􀁾􀀢􀀢􀀢􀀧􀀧􀀧􀀧􀁾􀀧􀀧􀀧􀀧􀀧􀀧􀀧􀀧􀀧􀀧􀀧􀀧􀁾􀀱􀀺􀀬􀀠􀁾􀁾􀁒􀁾􀁓􀁾􀁾􀀠1 I " II ::1 r----"-SECURITY FEHCE I, I: SECURITY '. t, II: r' , Al-ID pROPERTY LINE I, I "i ,FENCE" /'1..-/. ' " : LIMns Of TEH'ORAR,( 'I ' " .' ,.' " \ I ' : CONSTRUCTION EASEMENT !, :1 BUlLClIGH I LYK-< . ,. . v-¥\ I ;I Ii!i'i OfFICE BUILDING I I • ; I PROPOSED ' 'I 'n¥O. !,l.P. II . ' • l . l I:SECURITY GATE' 􀁾􀁾􀀯􀀿􀁴􀁬􀀯􀀠----\.--,-----t-J ,..:... i _.. ,; II i --t'l rI . .. , ._ ,_.. _I'iii i I 􀁐􀁵􀁲􀁬􀁬􀁾􀀠STORACE /:)f DAllAS, PO. , Ji_ ABDts5N STORAGE fACILITY l.:Ji!j.i;;1::::-:----SCAlI: ,"" 1110' ,---, 3 .-.... .-.c ..c: 􀁾􀀠􀁾􀀠 EXHIBITD TO TEMPORARY CONSTRUCTION EASEMENT 1. Standby fees, taxes and assessments by any taxing authority for the year 200_. and subsequent years, and subsequent taxes and assessments by any taxing authority for prior years due to change in land usage or ownership. but not those taxes or assessments for prior years because of an exemption granted to a previous owner of the Easement Area under Section 11.13, Texas Tax Code, or because of improvements not assessed for a previous tax year. .., Any discrepancies, conflicts, or shortages in area or boundary lines. or any encroachments, or protrusions or any overlapping of improvements. 3. [Schedule B exceptions to title policy] Exhibit D to T emporapr Construction Easement EXHIBITE TO TEMPORARY CONSTRUCTION EASEMEST 4.1 Seller's Representations and Warranties. Seller makes the following represent allons and warranties: (a) Seller has the full right, power, and authority to sell and convey the Property and the Easement Area as provided in this Contract and to carry out Seller's obligations hereunder. and all requisite action necessaJ)' to authorize Seller to enter into this Contract and to carry OUI its obligations hereunder has been, or by the Closing will have been, taken; (b) Seller has not received notice from any governmental or quasi-governmental agency requiring the correction of any condition with respect to the Property or the Easement Area. or any part thereof, by reason of a violation of any federal. state. county or cit: statute. ordinance, code, rule or regulation or stating that any investigation is being commenced or is contemplated regarding any ofthe foregoing; (c) There are no leases, licenses or other agreements or obligations to which Seller is a part}' or by which Seller, the Property, or the Easement Area is bound which affect or may affect the Property or the Easement Area or the use thereofby the Buyer; (d) Seller has not itself, and to the best of Seller's knowledge no prior owner or current or prior tenant or other occupant of all or any part of the Property or the Easement Area al any time has used or deposited Hazardous Materials (hereinafter defined) on. from. or affecting the Property or the Easement Area in any manner that violates federal. state, or local laws, ordinances, orders, policies, rules, standards, or regulations (and including. without limitation, the Comprehensive Environmental Response, Compensation and Liability Act. the Superfund Amendment and Reauthorization Act, the Resource Conservation Recovery Act. the Federal Water Pollution ,Control Act, the Federal Environmental Pesticides Act, the Clean Water Act, the Clean Air Act, and all so-called federal, state and local "superfund" and "superlicn"' statutes) governing or regulating the use, storage, treatment, transportation. generation. or disposal of Hazardous Materials (collectively, the "Environmental Laws") and to the best of Seller's knowledge no Hazardous Materials have been disposed of on the Propeny or the Easement Area. "Hazardous Materials" shall mean and include those elements or compounds which are contained in the list of Hazardous Substances adopted by the United States Environmental Protection Agency and the list of toxic pollutants designated by Congress or the Environmental Protection Agency, and any flammable substances, explosives, radioactive materials, hazardous waste, toxic substances, pollutants, pollution or related materials regulated under any ofthe Environmental Laws; (e) No work has been performed or is in progress at, and no materials have been furnished to. the Property or the Easement Area which, though not presently the subject of, might gIve rise to, mechanics'. materialmen's or other liens against the Property or the Easement Area or any portion thereof. If any lien for such worlc is filed before or after Closing hereunder, Seller shall promptly discharge the same. Exhibit E to Temporary Construct jon Easement Page 1 of2 (f) Neither the Propeny nor the Easement Area. nor any pan of the 􀁐􀁲􀁯􀁰􀁥􀁮􀁾􀀠or 􀁛􀁨􀁾􀀠Easement Area, is subject to or the subject of any litigation. or other legal or admInistrative proceeding to which Seller is a named party. and Seller has no actual knowledge of any facts which might result in any such litigation or proceedings and no actual knowledge of any litigation or other legal or administrative proceeding involving the Propeny or the Easement Area, .. Exhibit E to Temporary Construction Easement Page 2 of2 l!5.d iOWLES 􀀦􀁔􀁈􀁏􀁍􀁐􀁓􀁏􀁾􀀠􀁾􀁾􀀠A Professional Corporation 1978-2003 ATTORNEYS ANO COUNSELORS JOHN M.HILL 214••12.2170 JHJU,.@COWLESTHOMPSOH.COM May 7, 2003 VIA HAND DELIVERY Mr. William M. Blackburn Attorney and Counselor 9400 North Central Expwy., Suite 1616 Dallas, Texas 75231 RE: Town of Addison /Public Storage of DaUas, Ltd. Dear Bill: Enclosed are three (3) execution copies ofthe revised Contract of Sale between the Town ofAddison and Public Storage ofDallas, Ltd. I would appreciate it if you would have the copies signed by Public Storage and then return the copies to me. I will then forward them to Addison for signature, and once signed will return to you a fully executed copy. Please give me a call ifyou have any questions or comments. Very truly yours, JMHJyjr Enclosures cc: Mr. Mike Murphy Mr. Ken Dippel 901 MAIN STREET SUITE 4000 DALLAS, TEXAS 75202·3793 D ALL A S T Y L E R TEL 214.&72.2000 FAX 214,672,202:0 WWW.COWLESTI;OMPSON.COM CONTRACT OF SALE This Contract of Sale ("Contract") is made and entered into by and between Public Storage ofDallas, Ltd. ("Seller"), a Texas limited partnership, and the Town of Addison, Texas ("Buyer"). ARTICLE! Defined Terms 1.1 Definitions. As used herein, the following terms shall have the meanings indicated: "Closinfl" means the consummation of the purchase of the Property by Buyer from Seller in accordance with Article VII. "Closinfl Date" means the date specified in Section 7.1 on which the Closing is to be held. "Deed" means the Special Warranty Deed executed by Seller in favor of Buyer, substantially in the fonn attached hereto as Exhibit C. "Temporary Construction Easement" means the Temporary Construction Easement executed by Seller in favor ofBuyer, substantially in the fonn attached hereto as Exhibit D. "Easement Area" means those certain tracts of land described in Exhibit B. attached hereto, which property shall be used temporarily for construction purposes (and identified in the said Exhibit Bas Parcel12-TE and Parcel 13-TE) pursuant to and in accordance with the Temporary Construction Easement. The exact metes and bounds description of the Easement Area shall be determined by the Survey. "Effective Date" means the date on which Buyer and Seller have both fully executed this Contract, including, if appropriate, the initials of the parties on any counter-offers proposed by either party. "Permitted Exceptions" means, with respect to the Property and the Easement Area, all validly existing and presently recorded public utility easements, all exceptions reflected in either the Surveyor the Title Commitment (or both) to which Buyer does not timely object under Section 5.3 of this Contract or which are waived or deemed waived by Buyer under Section 5.4, and as otherwise defined herein; provided, however, that notwithstanding the foregoing, or any other term or prOvision of this Contract to the contrary, Seller agrees that (i) liens, leases, or rental agreements on or affecting the Property and the Easement Area are not Permitted Exceptions, and shall be removed, cured or bonded around by Seller at or prior to Closing to Buyer's satisfaction and at Seller's sole cost and expense and (ii) the requirements of Schedule C of the Title Commitment shall in no event be deemed to have been waived. "Property" means those certain tracts of land situated in the Town of Addison, Dallas County, Texas, described by metes and bounds in Exhibit A attached hereto and incorporated herein (and identified in the said Exhibit A as Parcel 12 and Parcel 13), together with all buildings, facilities, or other structures or improvements, including, without limitation, fixtures, presently situated Contract of Sale Page 1 of 12 , . thereon and all privileges, rights, easements, hereditaments and other rights appurtenant thereto. The exact metes and bounds description ofthe Property shall be determined by the Survey. "Purchase Price" means the total consideration to be paid by Buyer to Seller for the purchase of the Property as set forth in Section 3.1. "Remaininl: Property" means the real property described in Exhibit E save and except the Property. "Survey" means the Survey as described in Section 5.2. "Title Company" means Republic Title of Texas, Inc., 2626 Howell St., 10th Floor, Dallas, Texas 75204-4064. 1.2 Other Defined Terms. Certain other defined terms shall have the respective meanings assigned to them elsewhere in this Contract. ARTICLEll Al:reement of Purchase and Sale 2.1 Al:reement. On the terms and conditions stated in this Contract, Seller hereby sells and agrees to convey the Property and the Easement Area to Buyer, and Buyer, in consideration of the performance of the agreements of Seller contained in this Contract and in reliance on the representations and warranties of Seller contained in this Contract and subject to the conditions precedent contained in this Contract, hereby agrees to purchase the Property and the Easement Area from Seller. 2.2 Inspection Period. For a period of 30 days from and after the Effective Date (the "Inspection Period"), Buyer shall have the right to enter upon the Property and to conduct such inspection and review ofthe Property as Buyer shall determine to be necessary. Buyer agrees to indemnifY and hold harmless Seller, its tenants and employees from and against any and aU injuries, losses, liens, claims, judgments, liabilities, costs, expenses or damages sustained by or threatened against Seller which result from or arise out of Buyer's inspection or review of the Property; provided, however, that such indemnity and hold hannIess is given by Buyer subject to and without waiving any immunity or any defeuse to which Buyer, its officials, officers, employees or agents are or may be entitled; entitled; and further, the parties hereto agree that such indemnity and hold harmless is subject to, and any payment by Buyer in connection with such indemnity and hold harmless shall not exceed, the monetary limitation of damages (for municipalities) set forth in the Texas Tort Claims Act (Chapter 101, Tex. Civ. Prac. & Rem. Code). In the event the sale of the Property is not consummated, Buyer shall restore, or cause to be restored the Property to as near the condition thereof existing prior to any entry by Buyer, its agents, employees, contractors or representatives, normal wear and tear excepted. In the event the inspection and review of the Property does not meet with Buyer's approval, in Buyer's sole discretion, Buyer may at any time within the Inspection Period terminate this Contract by giving written notice to Seller ofsuch election. ARTICLE III Purchase Price Contract of Sale -Page 2 of 12 3.1 Purchase Price. The Purchase Price for the Property and the Easement Area to be paid by Buyer to Seller is One Million Five Hundred Eighty-Three Thousand Two Hundred Ten and No/IOO Dollars ($1,583,210.00). The Purchase Price is payable by Buyer in cash (subject to prorations and other credits provided for in this Contract) at Closing. ARTICLE IV Representations. Warranties and Covenants 4.1 Seller's Representations and Warranties. Seller makes the following representations and warranties: (a) Seller is a limited partnership duly organized, validly existing and in good standing under the laws ofthe State ofTexas and Seller has the full right, power, and authority to sell and convey the Property and the Easement Area as provided in this Contract and to carry out Seller's obligations hereunder, and all requisite action necessary to authorize Seller to enter into this Contract and to carry out its obligations hereunder has been, or by the Closing will have been, taken; (b) Seller has not received notice from any governmental or quasi-governmental agency requiring the correction of any condition with respect to the Property or the Easement Area, or any part thereof, by reason of a violation of any federal, state, county or city statute, ordinance, code, rule or regulation or stating that any investigation is being cornmenced or is contemplated regarding any ofthe foregoing; (c) There are no leases, licenses or other agreements or obligations to which Seller is a party or by which Seller, the Property, or the Easement Area is bound which affect or may affect the Property or the Easement Area or the use thereof by the Buyer; (d) Seller has not itself, and to the best of Seller's knowledge no prior owner or current or prior tenant or other occupant of all or any part of the Property or the Easement Area at any time has used or deposited Hazardous Materials (hereinafter defined) on, from, or affecting the Property or the Easement Area in any manner that violates federal, state, or local laws, ordinances, orders, policies, rules, standards, or regulations (and including, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act, the Superfund Amendment and Reauthorization Act, the Resource Conservation Recovery Act, the Federal Water Pollution Control Act, the Federal Environmental Pesticides Act, the Clean Water Act, the Clean Air Act, and all so-called federal, state and local "superfund" and "superlien" statutes) governing or regulating the use, storage, treatment, transportation, generation, or disposal of Hazardous Materials (collectively, the "Environmental Laws") and to the best of Seller's knowledge no Hazardous Materials have been disposed of on the Property or the Easement Area. "Hazardous Materials" shall mean and include those elements or compounds which are contained in the list of Hazardous Substances adopted by the United States Environmental Protection Agency and the list of toxic pollutants designated by Congress or the Environmental Protection Agency, and any flanunable substances, explosives, radioactive materials, hazardous waste, toxic substances, pollutants, pollution or related materials regulated under any ofthe Environmental Laws; (e) No work has been performed or is in progress at, and no materials have been furnished to, the Property or the Easement Area which, though not presently the subject of, might Contract ofSale -Page 3 of 12 give rise to, mechanics', materialmen's or other liens against the Property or the Easement Area or any portion thereof. If any lien for such work is filed before or after Closing hereunder, Seller shall promptly discharge the same. (f) Neither the Property nor the Easement Area, nor any part of the Property or the Easement Area, is subject to or the subject of any litigation, or other legal or administrative proceeding to which Seller is a named party, and Seller has no actual knowledge of any facts which might result in any such litigation or proceedings and no actual knowledge of any litigation or other legal or administrative proceeding involving the Property or the Easement Area. 4.2 Buyer's Representations and Warranties. Buyer has the full right, power, and authority to buy the property as provided in this Contract and to carry out Buyer's obligations hereunder, and all requisite action necessary to authorize Buyer to enter into this Contract and to carry out its obligations hereunder has been, or by by the Closing will have been. taken. 4.3 "AS IS". TO INDUCE SELLER TO ENTER INTO TIDS CONTRACT, BUYER ACKNOWLEDGES AND AGREES THAT, EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN TIDS ARTICLE IV, AND EXCEPT FOR SELLER'S WARRANTY OF TITLE IN SELLER'S SPECIAL WARRANTY DEED AND TEMPORARY CONSTRUCTION EASEMENT, THE PROPERTY AND EASEMENT AREA SHALL BE CONVEYED AND TRANSFERRED TO BUYER "AS IS, WHERE IS, AND WITH ANY AND ALL FAULTS AND PATENT AND LATENT DEFECTS", AND SELLER HAS NOT MADE, DOES NOT MAKE, AND SPECIFICALLY DISCLAIMS, ANY REPRESENTATION, PROMISE, COVENANT, AGREEMENT, GUARANTY OR WARRANTY OF ANY KIND OR CHARACTER, EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF LAW, AS TO THE QUANTITY, QUALITY, CONDITION, SUITABILITY, HABITABILITY, OR FITNESS OF THE PROPERTY AND EASEMENT AREA FOR ANY PURPOSE WHATSOEVER, INCLUDING, WITHOUT LIMITATION, ANY REPRESENTATION REGARDING SOIL CONDmONS, AVAILABILITY OF UTILITIES, DRAINAGE, ZONING LAWS, ENVIRONMENTAL LAWS, OR ANY OTHER FEDERAL, STATE OR LOCAL STATUTES, CODES, REGULATIONS OR ORDINANCES. BUYER ALSO ACKNOWLEDGES AND AGREES THAT THE PROVISIONS IN TIDS CONTRACT FOR BUYER'S INSPECTION AND INVESTIGATION OF THE PROPERTY AND EASEMENT AREA ARE ADEQUATE TO ENABLE BUYER TO MAKE BUYER'S OWN DETERMINATION WITH RESPECT TO THE SUITABILITY OR FITNESS OF THE PROPERTY, INCLUDING, WITHOUT LIMITATION, WITH RESPECT TO SOIL CONDITIONS, AVAILABILITY OF UTILITIES, DRAINAGE, ZONING LAWS, ENVIRONMENTAL LAWS, AND ANY OTHER FEDERAL, STATE OR LOCAL STATUTES, CODES, REGULATIONS OR ORDINANCES. BUYER ACKNOWLEDGES THAT THE DISCLAIMERS, AGREEMENTS AND OTHER STATEMENTS SET FORTH IN TIDS PARAGRAPH ARE AN INTEGRAL PORTION OF TIDS CONTRACT AND THAT SELLER WOULD NOT AGREE TO SELL THE PROPERTY AND CONVEY THE EASEMENT AREA TO BUYER FOR THE PURCHASE PRICE WITHOUT THE DISCLAIMERS, AGREEMENTS AND OTHER STATEMENTS SET FORTH IN TIDS PARAGRAPH. BUYER FURTHER ACKNOWLEDGES THAT BUYER IS NOT IN A DISPARATE BARGAINING POSITION WITH RESPECT TO Contact ofSale Page 4 of12 SELLER. TIlE PROVISIONS CONTAINED IN THIS PARAGRAPH SHALL SURVIVE THE CLOSING HEREUNDER AND TIlE DELIVERY FROM SELLER TO BUYER OF THE SPECIAL WARRANTY DEED AND THE TEMPORARY CONSTRUCTION EASEMENT, EACH OF WHICH SHALL CONTAIN APPROPRIATE "AS IS" LANGUAGE SIMILAR TO THE FOREGOING. ARTICLE V Survey and Title 5.1 Title Commitment: Exeeption Documents. Within 10 days after the expiration of the Inspection Period, Buyer, at Buyer's expense, shall obtain a commitment for title insurance (the "Title Commitment") for the Property issued by the Title Company, along with copies of the instruments that create or evidence all title exceptions affecting the Property. With regard to the standard printed exceptions and other common exceptions generally included in the Texas form of Commitment for Title Insurance: (i) the exception for restrictive covenants shall be deleted, (ii) the exception for area and boundaries shall be annotated to show that upon receipt by the Title Company of a satisfactory survey and payment of premium by Buyer, the exception will at Closing be limited to "shortages in area", (iii) the exception for ad valorem taxes shall reflect only taxes for the then current year and subsequent years and subsequent taxes and assessments for prior years due to change in land usage or ownership, (iv) there shall be no exception for "visible and apparent easements," for "public or private roads" or the like, and (v) there shall be no exception for rights of parties in possession or rights of tenants under any unrecorded leases or rental agreements. 5.2 Survey. Buyer has heretofore obtained a survey of the Property and the Easement Area, a true and correct copy of which has been provided to Seller. Within 20 days after the Effective Date, Buyer may obtain, at its expense and as Buyer deems necessary, a new surveyor an updated survey ofthe Property and the Easement Area (the existing surveyor the new or updated survey being referred to as the "Survey"). Such Survey may include thereon such information as the Buyer deems appropriate or necessary. 5.3 Review of Title Commitment, Survey. and Exception Documents. Buyer shall have ten (10) days after receipt ofthe last ofthe Title Commitment and the Survey (the "Title Review Period") in which to give notice to Seller specifYing Buyer's objections to one or more of the Title Commitment, the Survey, and the items or instruments described in Section 5.1 (the "Objections"), if any. All items set forth in the Title Commitment as being required to be released at or prior to Closing, or that are requirements that must be satisfied or the Title Company will refuse to cover them, shall not be Permitted Exceptions, whether or not objected to by Buyer. Seller covenants to cure all matters listed in Schedule C of the Title Commitment so that none will be Permitted Exceptions. None ofthe exception items described in Section 5.1 above shall be Permitted Exceptions except as described in Section 5.1, whether or not objected to by Buyer. Other items set forth in the Title Commitment which are are not objected to by Buyer shall be deemed Permitted Exceptions. 5.4 Seller's Obligation to Cure: Buyer's Right to Terminate. If Buyer notifies Seller of Objections, then Seller shall, within ten (10) days thereafter (the "Cure Period"), either satisfY the Objections at Seller's sole cost and expense, or promptly notifY Buyer in writing of the Objections that Seller cannot or will not satisfY at Seller's expense. If Seller fails or refuses to Contract of Sale Page 5 of 11 satis/Y any Objections within the Cure Period, then Buyer as its sole remedy has the option of either (i) waiving the unsatisfied Objections, or (ii) terminating this Contract in which event Seller and Buyer shall have no further obligations, one to the other, with respect to the subject matter of this Contract. Buyer's written election to terminate this Contract shall be given to Seller no later than five (5) days after expiration of the Cure Period. Buyer's failure to timely send notice ofits termination of this Contract will be deemed an election ofsubsection (i) above. 5.5 Title Policy. At the Closing, Buyer, at Buyer's sole cost and expense, shall cause a standard Texas owner's policy of title insurance (the "Title Policy") to be furnished to Buyer. The Title Policy shall be issued by the Title Company in the amount of the Purchase Price, and insuring the Buyer an indefeasible fee simple title to the Property. The Title Policy may contain only the standard printed exceptions (except that (i) the restrictive covenants shall be endorsed "None of Record", and (ii) Buyer, at its expense, may cause the Title Company to delete all portions ofthe survey exception except "shortages in area") and the Permitted Exceptions. ARTICLE VI Conditions to Bnyer's Obligations 6.1 Conditions to Buyer's Obligations. The obligations ofBuyer hereunder to consummate the transaction contemplated hereby are subj ect to the satisfaction, as of the Closing, of each of the following conditions (any ofwhich may be waived in whole or in part in writing by Buyer at or prior to the Closing): (a) All representations and warranties of the Seller shall be true on and as of the Closing Date; and (b) The Property, the Easement Area or any part thereof; shall not have been and shall not be threatened to be materially or adversely affected in any way as a result of litigation, any action by the United States or any other governmental authority, flood or act ofGod; and (c) Buyer has received the Title Policy. ARTICLE VI1 Closing 7.1 Date and Place of Closing. The Closing shall take place in the offices of the Title Company. The Closing Date shall be Monday, July 21, 2003, unless otherwise agreed to by the parties in writing. 7.2 Items to be Delivered at the Closing. (a) Seller. At the Closing, Seller shall deliver or cause to be delivered to Buyer, at Seller's sole cost and expense (except as otherwise expressly provided in this Contract), the following items: (i) The Deed, duly executed and acknowledged by Seller, subject only to the Permitted Exceptions; (ii) The Temporary Construction Easement, duly executed and acknowledged by Seller; Contract of Sale Page Ii of12 (iii) An affidavit, in fonn acceptable to Buyer, in compliance with Section 1445 of the Internal Revenue Code of 1986, as amended, and any regulations promulgated thereunder, stating under penalty of peJjury the Seller's United States identification number and that Seller is not a "foreign person" as that tenn is defined in Section 1445; provided, however, that if Seller fails to deliver this affidavit, Buyer shall be entitled to withhold from the Purchase Price and pay to the Internal Revenue Service the amounts required by Section 1445, and applicable regulations promulgated thereunder; (iv) A "Bills Paid Affidavit" on the Title Company's standard fonn verifYing that there are no unpaid bills or claims for labor perfonned or materials furnished to the Property or Easement Area prior to the Closing, and by which Affidavit Seller indemnifies and holds Buyer harmless from any loss, liability, cost or expense (including, without limitation, attorneys' fees and court costs) of Buyer resulting from or incident to claims against the Property or Easement Area for any matter; (v) Sufficient evidence that the sale of the Property and the execution of the Temporary Construction Easement has been approved in accordance with the terms of Seller's governing documents and that the person executing the Deed, the Temporary Construction Easement and any other closing documents on behalf ofSeller is duly authorized by Seller to do so; (vi) Such other documents as the Title Company may request in order to close this Contract and issue the Title Policy (including, without limitation, such affidavits as the Title Company may reasonably request in order that the Title Policy will not contain exceptions for rights of parties in possession and rights of tenants under any unrecorded leases or rental agreements, or to the extent necessary to detennine that the Seller is not the same individual as may be identified in any abstracts ofjudgment, bankruptcy filings, that there are no unpaid debts for work that has been done or materials furnished in connection with the Property and that there are no unrecorded mechanic's or materialmen's liens upon the Property, etc.). (b) Buyer. At the Closing, Buyer shall deliver to Seller: (i) The Purchase Price; and (ii) Resolutions ofBuyer authorizing this transaction; and (iii) Such other documents as the Title Company may request in order to close this Contract and issue the Title Policy. 7.3 Adiustments at Closing. Seller has and shall assume the obligation to pay property taxes and assessments for the current year 2003 through the Closing Date only. 7.4 Possession at Closing. Possession of the Property and Easement Area shall be delivered to Buyer by Seller at the Closing. In connection therewith, Seller shall cause each person (whether an individual or a business entity) occupying the Property and the Easement Area (whether pursuant to a lease or otherwise) to vacate the Property and Easement Area or any part thereof and to remove all personal property therefrom prior to such possession by Buyer and to deliver possession of the Property and the Easement Area to Buyer free and clear of any leases, rental agreements or other arrangements, storage agreements, tenants, or other occupants; Buyer Contract of Sale -Page 7 of 12 shall not be responsible for relocation costs or any other costs or expenses in connection with the vacation oftenants or occupants, tenant leases or any other tenant or occupant matter, and Seller agrees to indemnifY, hold harmless, and defend Buyer, its officers, agents and employees from and against claims or suits for injuries, damages, loss, or liability arising out of or in connection with any tenant's or other person's vacation of the Property and the Easement Area, termination or nomenewal of leases, or other tenant or occupant matter. 7.5 Costs of Closlnll. Buyer shall pay all recording fees attributable to the transfer of title to the Property. Buyer and Seller shall split the closing or escrow fees ofthe Title Company. Each party shall pay its own attorneys' fees and expenses incurred in negotiating, preparing and closing the transaction contemplated herein. ARTICLEVm Defaults and Remedies 8.1 Seller's Defaults: Buyer's Remedies. IfSeller defaults nnder this Contract, Buyer may, as Buyer's sole option, do anyone ofthe following: (i) terminate this Contract by written notice delivered to Seller on or before the Closing Date; or (ii) enforce specific performance of this Contract against Seller requiring Seller to convey the Property and the Temporary Construction Easement to Buyer. Buyer shall also be entitled to pursue condemnation of the Property and the Easement Area. 8.2 Buyer's Default: Seller's Remedies. IfBuyer defaults nnder this Contract, Seller, as its sole and exclusive remedy, may either: (i) terminate this Contract by written notice delivered to Buyer on or before the Closing Date; or (ii) sue Buyer to enforce specific performance of this Contract. ARTICLE IX Post-Closlnll Obligations 9.1 Arapaho Road Construction. The Property and the Easement Area are being purchased and acquired by Buyer for the purpose ofthe extension of and the construction of improvements to Arapaho Road and for other public purposes (the "Arapaho Road Improvements"). In connection with the construction of the Arapaho Road Improvements: (a) The Town of Addison shall construct or cause to be constructed a security wall or barrier constructed generally of masonry material (such as stone, brick, concrete, hollow-tile concrete-block, gypsum-block, or other similar building units or materials or a combination of the same) and iron at least eight (8) feet in height (the ''wall'') to serve as a buffer between the Property and the Remaining Property. The wall (together with a security gate as shown on the attached Exhibit F) shall be constructed in accordance with the standards of the Town of Addison. Such wall shall be constructed on the Remaining Property and adjacent to the Property, and shall generally extend the length of the common boundary between the Property and the Remaining Property. A general description and depiction of the location of the wall is shown on Exhibit F attached hereto and incorporated herein. The elevation and design of the wall shall be submitted by the Town of Addison to the Seller for the Seller's Seller's review and reasonable approval prior to construction. As a part of the construction of the wall and upon the completion of construction and the acceptance thereof by the Town of Addison and the Seller, the Town shall obtain from the contractor a maintenance bond covering the faithful maintenance Contract ofSale -Page 8 of 12 of the contractor's work for a period of at least one (1) year (the tenn of such bond being the "maintenance period") following the fmal completion and acceptance of the wall. During the maintenance period, Buyer shall have the right and an easement (and Seller hereby grants such right and easement) to use as much of the surface of the Remaining Property that is adjacent to the wall as may be reasonably necessary to maintain the wall. Upon the expiration of the maintenance period, Seller, its successors and assigns, shall be responsible for the upkeep, maintenance, and repair of the wall (including, without limitation, any reconstruction or replacement of the Wall) and shall keep the wall in a good and safe condition. This obligation of Seller to provide upkeep, maintenance and repair of the wall in a good and safe condition following the expiration ofthe maintenance bond period shall run with the Remaining Property. (b) The Town ofAddison shall construct or cause to be constructed on the Property a median opening (and attendant curb cuts) to allow motor vehicle access to the Remaining Property for motor vehicles traveling east or west bound on Arapaho Road. A general depiction of the location of the median opening is depicted in attached Exhibit F. Such construction shall be in accordance with the standards of the Town ofAddison. (c) The Town of Addison shall submit for the Seller's review drainage plans which affect the Remaining Property. (d) The Town of Addison will: (i) remove all metal "clips" from existing concrete pavement after storage structures located within the Easement Area are removed; and (ii) protect existing concrete pavement within the Easement Area and replace any damaged concrete to an equivalent design strength and thickness. (e) Upon the request of the Town of Addison, Seller shall confinn in writing to the Town of Addison that the Property and the Easement Area have been vacated and all personal property removed therefrom as described in Paragraph 7.4, above. In the event that the Town of Addison detennines that the Property and the Easement Area have not been so vacated and such personal property removed therefrom, the Town of Addison may, at Seller's sole cost and expense, cause the Property and the Easement Area to be vacated and such personal property to be removed, and either dispose of such property or deliver such property to Seller by depositing the same on the Remaining Property or otherwise; and Seller shall defend, indemnifY and hold hannless the Town ofAddison, its officials, officers, employees, agents and contractors from and against any and all claims, liability, actions, or judgments in connection therewith. (f) Between the date of Closing and the termination of the Temporary Construction Easement, Seller shall not release and not allow or permit the release of Hazardous Materials of any kind in, under, or above the improvements on the Easement Area or into or onto the surface water, ground water, soil or subsurmce of the Easement Area. ARTICLE X Miscellaneous 10.1 Notices. Notices. All notices, demands, requests, and other conuuunications required or pennitted hereunder shall be in writing, and shall be deemed to be given (unless otherwise specified herein), upon the earlier 10 occur of(a) actual receipt, and (b) the deposit of both the original and Contract of Sale -Page 9 of 12 the copy, as provided below, in a regularly maintained receptacle for the United States mail, registered or certified, return receipt requested, postage prepaid, addressed as follows: Seller: Public Storage ofDallas, Ltd. c/o Watson & Taylor Management Company 4015 Belt Line Road Addison, TX 75001-4383 With a copy to: William M. Blackburn 9400 North Central Expressway Suite 1616 Dallas, Texas 75231 Buyer: The Town ofAddison 5300 Belt Line Road Dallas, Texas 75240-7606 Attn: Ron Whitehead, City Manager Witb a copy to: JolmM. Hill Cowles & Thompson, P.C. 901 Main Street, Suite 4000 Dallas, Texas 75202 10.2 Brokers. Seller and Buyer represent one to the other that no brokers have been retained in connection with the transaction contemplated herein and that there are no conunissions payable to any broker in connection with this transaction. Seller and Buyer both agree to indemnifY each other from any loss, liability, damage, cost, or expense (including reasonable attorney's fees) resulting from a breach ofthe foregoing representation. 10.3 􀁇􀁯􀁶􀁥􀁲􀁮􀁪􀁮􀁾􀀠Law. This Contract is being executed and delivered, and is intended to be performed in the State of Texas and the laws of Texas govem the validity, construction, enforcement, and interpretation ofthis Contract, unless otherwise specified herein. 10.4 Entirety and Amendments. This Contract embodies the entire agreement between the parties and supersedes all prior agreements and understandings, if any, relating to the Property, and may be amended or supplemented only by an instrument in writing executed by the party against whom enforcement is sought. 10.5 Parties Bound. This Contract is binding upon and inures to the benefit of Seller and Buyer, and their respective heirs, personal representatives, successors, and permitted assigns. Contract of Sale-Page 10 of 12 10.6 Further Acts. In addition to the acts and deeds recited in this Contract and contemplated to be performed, executed, andlor delivered by Seller to Buyer, Seller and Buyer agree to perform, execute, andlor deliver or cause to be performed, executed, andlor delivered at the Closing or after the Closing any and all further acts, deeds, and assurances as are reasonably necessary to consummate the transaction contemplated hereby. 10.7 Assillnment. Neither Seller nor Buyer shall have the power or right to assign, transfer, pledge, or otherwise convey this Contract without the prior written consent of the other party hereto; any such assignment, transfer, pledge, or other conveyance without such prior written consent shall be null and void. 10.8 Survival. Any of the representations, warranties, covenants, and obligations of the parties, as well as any rights and benefits of the parties, pertaining to a period of time following the Closing or expiration of this Agreement shall survive termination or expiration. All warranties, representations, disclaimers and agreements contained herein shall survive the Closing hereof. 10.9 Exhibits. All exhibits to this Agreement are incorporated herein by reference for all purposes wherever reference is made to the same. 10.10 Counterpart Execution. This Contract may be executed in several counterparts, each of which shall be fully effective as an original and all of which together shall constitute one and the same instrument. Either party may execute and deliver this Contract by telephone facsimile transmission, and the receiving party shall be entitled to rely fully thereon as an original. 10.11 Maintenance of the Property and Easement Area. Between the Effective Date and the Closing, Seller shall: (a) Maintain the Property and the Easement Area in good repair, reasonable wear and tear accepted, except that in the event of a fire or other casualty, damage or loss, Seller shall have no duty to repair said damage other than as provided in this Contract; (b) Advise Buyer promptly of any litigation, arbitration or administrative hearing concerning or affecting the Property ofwhich Seller has knowledge or notice; (c) Inunediately notify Buyer of any material injury or damage to the Property or any portion thereof; (d) Not, without the prior written consent of the Buyer, create, place or permit to be created or placed, or through any act or failure to act, acquiesce in the placing of, or allow to remain, any deed of trnst, mortgage, voluntary or involuntary lien, whether statutory, constitutional or contractual (except for the lien for ad valorem taxes on the property which are not delinquent) security interest, encumbrance or charge, or conditional sale or other title retention document, and should any of the foregoing become attached hereafter in any manner to any part of the Property or Easement Area without the prior written consent of Buyer, Seller shall cause the same to be promptly discharged and released; and Contract of Sale Page 11 of 12 (f) Not release and not allow or penni! the release of Hazardous Materials of any kind in, under, or above the improvements on the Property and Easement Area or into or onto the surface water, ground water, soil or subsurface ofthe Property and the Easement Area. 10.12 Saturday, Sunday or Lellal Holiday. If any date set forth in this Contract for the performance of any obligation by Buyer or Seller or for the delivery of any instrument or notice should be on a Saturday, Sunday or legal holiday, the compliance with such obligations or delivery shall be deemed acceptable on the next business day following such Saturday, Sunday or legal holiday. 10.13 Time. Time is of the essence in all matters pertaining to the performance of this Contract. Dated Effective: _____----", 2003 SELLER: PUBLIC STORAGE OF DALLAS, LTD. By: Watson & Taylor Management, Inc., a Texas corporation, its sole general partner By:__-:::--:--:::--:--=_--:-:___ A. Starke Taylor III, President Watson & Taylor Management, Inc. Dated Effective: ____,,2003 BUYER: TOWN OF ADDISON, TEXAS By:_______________ Ron Whitehead, City Manager Contract ofSale -Page 12 ofl2 􀁾􀁏􀁗􀁌􀁅􀁓􀀠&THOMPSO. A Professional CorpOration ATTORNEYS AND COUNSELORS JOHN M. HIll 214.&12,,2170 JHilL@COWlESTHOMPSON.COM February 25, 2003 VIA FACSIMILE (214) 855-8898 Ms. Janine Barber Republic Title Company 2626 Howell Street, 10th Floor Dallas, Texas 75204-4064 RE: Your File No. 02R14048 SJ6 Town ofAddison, Texas Dear Janine: I have reviewed the revised Commitment for Title Insurance which is referenced above, and noticed that the legal description for Tract I described in the Commitment is incorrect. The Town of Addison is acquiring the title and a temporary construction easement across the property. Tract I of the Title Commitment should describe what the Town refers to as Parcel 13-TE (the temporary construction easement tract tract); Tract 2 describes what the Town refers to as Parcel 13 (the fee tract). Attached is a revised description of Parcel 13-TE, and I would ask that the Title Commitment be revised so that Tract I reflects this legal description for Parcel 13-TE. If you have any questions, please give me a call. Very truly yours, 􀀯􀁧􀁾􀁾􀁶􀁾􀀭􀁾􀀭􀀭...---\ r Jo M. Hill JMHlyjr Attachment cc: Mr. Mike Murphy (w/Enclosure) Mr. Ken Dippel qOt MA(N STREET SU(TE 40GO DALLAS, TeXAS :)/'? :0, o ALL A S r v L E R TEL 214.672.2000 F'AX 214.b72.2(}20 WWW.COWLESTHOMPSON.COM Do.!II/lICI1!1111 10413'J9 Parcel 13-TE Field Note Description Arapaho Road Project Town of Addison Dallas County, Texas BEING a description of a 0.4361 acre (18,995 square foot) tract of land situated in the David Myers Survey, Abstract Number 923, Town of Addison, Dallas County, Texas, and being a portion of a called 137.968 square foot tract of land conveyed to Public Storage of Dallas, LTD. on June 13, 1978 and recorded in Volume 79115, Page 3018 of the Deed Records of Dallas County, Texas, said called 137,968 square foot tract being all of Lot 1, of the Watson and Taylor Subdivision. an addition to the Town of Addison, as evidenced by the plat dated March 31, 1979 and recorded in Volume 78082, Page 889 of said Deed Records, said 0.4361 acre tract of land being more particularly de.scribed by metes and bounds as follows; COMMBHCING at a point being the common Northeast corner of said called 137,968 square foot tract and Northwest corner of a called 4.081 acre tract of land conveyed to Public Storage of Dallas, LTD. on October 3. 1979 and recorded in Volume 79196, Page 3188 of said Deed Records, said called 4.081 acre tract being all of Lot 3, of the Watson and Taylor Subdivision No.2, an addition to the Town of Addison, as evidenced by the plat dated September 12, 1979 and recorded in Volume 19180, Page 0698 of said Deed Records; THENCE, SOUTH 00°33'49-EAST (called South 00°26'30· East), along che common East line of said called 137.968 square foot tract and West line of said called 4.081 acre tract, a distance of 146.53 feet to a point in the proposed South right of way 1ine of Arapaho Road for the Northeast corner and POINT OF BEGINNING of the herein described tract: 7HENCE. SOUTH 00°33'49-EAST (called South 00°26'30. East), continuing along said common line, a distance of 141.29 feet to :he Southea.t corner of the herein described tract: THENCE, SOUTH 89°26'3S· WEST, a distance of 156.19 feet to an ,. angle point; THENCE, SOUTH 53°39'46" WEST, a distance of 19.61 feet to an angle point; THENCE, SOUTH 89°39' 59· WEST, a distance of 3.80 feet 1:0 a:-. angle point; Page 1 ot ) I PARCEL 13-TE -ARAPAHO ROAD PROJECT TIiENCE, SOUTH 00°18'38" EAST, a distance of 2.77 feet to an angle point; THENCE, SOUTH 56°50' 32" WEST, a distance of 58.96 feet to the Southwest corner of the herein described tract, said corner being in the common West line of said called 137,968 square foot crace and East line of a called 2.20 acre tract of land conveyed co ehe Ciey of Addison on June 28. 1977 and recorded in Volume 77135, Page 1581 of said Deed Records; THENCE, NORTH 00°27'52-WEST (called North 00°26'30· West), along said common line, a distance of 47.53 feet to a point in said proposed South 􀁲􀁩􀁧􀁨􀁾􀀠of way line of Arapaho Road; THENCE, pOine' NORTH 56°50'32EAST, a distance of 31.95 feet to a THENCE, NORTH 53°39'46" EAST, non-tangent curve to the right; a distance of 130.54 feet to a TIiENCE, NORTHEASTERLY, along the arc of said curve to the righe having a radius of 818.00 feet, a central angle of 07°15'29., a chord bearing North 62°56'22-East a distance of 103.55 feet, for an arc distance of 103.62 feet to the POINT OP a.GINNING; CONTAINING an area of 0.4361 acres or 18.995 square feet of land within the metes recited. -Page 2 of 3 PARCEL 13-n: -ARAPAHO ROAD PROJECT . All bearing_ are referenced to the North Right of Way line of Centurion way, called S 89°51'55" E, according to the final plat of Lot 3, Surveyor Addition, recorded in Vol. 77173, Page 135. Deed Records of Dallas County, Texas. A plat of even survey date herewith accompanies this description. I, Ayub R. Sandhu. a Registered Professional Lancl Surveyor. hereby certify that the legal description hereon and the accompanying plat represent an actual survey made on the ground under my supervision. ";f;,!a 􀁾􀁾1"'-1/-&>%. Ayub R. Sandhu. R.P.L.S. Texas Registration No. 2910 􀀢􀁾􀀠Page 3 of 3 ... (j da: '. .• 􀀮􀁾􀀠--....... .. _. -.-.,,._-" .. J:! >:'" c'"';!;!Ij 􀁾􀀡􀀮􀀺􀀠twS l:;; uw 􀁾􀀢􀀧􀀠.. !l!_",0 􀁺􀁾􀀽􀀠􀁮􀁾􀀠ld 􀁺􀁾􀀡􀀠!'S!:1 􀁾􀀡􀀺􀀠􀁾􀁬􀁉􀁬􀁩􀀠􀁺􀁾􀁯􀀠'ii '" ll:!/:0:.. 􀁾􀁾􀂧_atcit 􀁾􀁯􀀠􀀬􀀬􀀭􀁾·0= 􀁾􀀢􀀧􀁃􀁣􀁾􀀠􀀭􀁾􀀵􀀠􀁾􀁾􀁾􀀠xw.,; '" . 􀀳􀁾􀁾􀀠%'::5 !!!"o-.. .. " S 􀁖􀀩􀁾􀀠􀁏􀁑􀁾.... 􀁾􀀻􀀡􀁩􀁵􀀠% -;; i . •" -; '" ., " z 􀁾􀀠-􀁾-<;:;.---.i= 0 ;;"..: -';i -... -":OWLES &THOMPSOl A Professional Corporation ATTORNEYS AND COUNSE;LORS JOHN M,HILL 214.612.2110 JHII.J..OCowt.ESTHOMPSON.COM February 25, 2003 VIA FACSIMILE (214) 855-8898 Ms. Janine Barber Republic Title Company 2626 Howell Street, 10th Floor Dallas, Texas 75204-4064 RE: GF No. 02R14047 8J6 Town ofAddison, Texas Dear Janine: I have reviewed the revised Commitment for Title Insurance which is referenced above, and noticed that the legal description for Tract 2 described in the Commitment is incorrect. The Town of Addison is acquiring fee title to one parcel of land and a temporary construction easement across the other parcel. Tract 1 of the Title Commitment describes what the Town refers to as Parcel 12 (the fee tract); Tract 2 should describe what the Town refers to as Parcel 12-TE (the temporary construction easement tract). Attached is a revised description of Parcel 12-TE, and I would ask that the Title Commitment be revised so that Tract 2 reflects this legal description for Parcel 12-TE. If you have have any questions, please give me a call. Thanks for your help. Very truly yours, } JMHlyjr Attachment cc: Mr. Mike Murphy (wlEnclosure) Mr. Ken Dippel QOi MAIN STREET SUITE '1000 DALLAS, TEXAS-􀁊􀀮􀁾􀁬􀀻􀀠o All A S T Y l E R TEt 214.072.2000 FAX 21<1.&12,2020 WWW C{)WtESTHOMPSON.COM Parcel 12-TE: Field Note Description Arapaho Road Project Town of Addison Dallas County, Texas •BEING a description of a 0.5291 acre (23,049 square foot) tract of land situated in the David Myers Survey, Abstract Number 923, Town of Addison, Dallas County, Texas, and being a portion of a called 4.081 acre tract of land conveyed to Publ ic Storage of Dallas, LTD. on October 3, 1979 and recorded in Volume 79196, Page 3188 of the Deed Records of Dallas County, Texas. said called 4. OSl acre tract being all of Lot 3, of the Watson and Taylor Subdivision No.2, an addition to the Town of Addison. as evidenced by the plat dated September 12, 1979 and recorded ln Volume 79180, Page OSSS of said Deed Records, said 0.5291 acre tract of land being more particularly described by metes and bounds as follows; COMMBNCINGl at the common Northeast corner of said called 4.081 acre tract and Northwest corner of a called 1.103 acre tract of land conveyed to Bullough/Lykos Office Building No.1, L.P. on June 11, 1998 and recorded in Volume 9S115, Page 03999 of said Deed Records, said called 1.103 acre tract being all of "Lot 5, Surveyor Addition, Addison West IndUstrial Park-, an addition 􀁾􀁯􀀠the Town of Addison, as evidenced by the plat dated February 7, 1979 and recorded in Volume 79053, Page 0620 of said Deed Records said corner being in the proposed North right of way llne of Arapaho Road and the South right of way line of a 100 foot wide railroad right of way as conveyed to Dallas Area Rapid Translt Property Acquisition Corporation on December 21, 1990 and recorded in Volume 91008, Page 1390 of said Deed Records; THENCE, SOUTH 00·06'08-WEST (called South 00.08'058 West). departing said lines and along the common East line of sald called 4.081 acre tract and West line of said called 1.103 acre tract, a distance of 78.95 feet to a point in the proposed 􀁓􀁯􀁵􀁾􀁨􀀠right of way line of Arapaho Road for the Northeast corner and POINT 0' .IG%RHIMQ of the herein described tract; THENCE, SOUTH 00·06'08-WEST continuing along said common Ilne, a distance of 40.00' to the most Easterly Southeast corner of the herein described tract; Pag. 1 of 1 PARCEL 12·TE -ARAPAHO ROAD PROJECT THENCE. NORTH 89'58'49" WEST, deparcing said common ll.ne, a dist:ance of 180.55 feet co the point of curvature of a tangent curve t:o the left; THENCE. SOUTHWESTERLY. along the arc of said curve t:o the left. having a radius of 778.00 feet., a central angle of 15°58'34", a chord bearing South 82'01' 54" West a distance of 216.23 feet.. for an arc distance of 216.93 feet to an angle pOint; THENCE SOUTH 89°51'04w WEST, a distance of 57.80 feet to a po:n: for corner; THENCE, SOtJ'I'H 00'24'42" EAST, a distance of 18.80 feet to :he point of curvature of a non-tangent curve to the left; THENCE, SOUTHWESTERLY, along the arc of said curve to the left: having a radius of 779.00 feet, a central angle of 01'56'00", a chord bearing South 69°36'19" West a distance of 26.25 feet. for an arc distance of 26.25 feet to an angle point; THENCE SOtJ'I'H 00 0 05'59" WEST, a distance of 109.96 feet to the most Southerly Southeast corner of the herein described tract:; ':'HENCE SOUTH 89°26'35" 35" WEST, a distance of 27.71 feet to t::e sout:hwest: corner of the herein described tract and being in t:he common West line of said called 4.081 acre 􀁾􀁲􀁡􀁣􀁴􀀠and East: l:ne of a called 137,968 square foot tract of land conveyed t:o 􀁐􀁵􀁢􀁬􀁾􀁣􀀠Storage of Dallas, LTD. on June 13, 1979 and recorded in 􀁖􀁯􀁬􀁵􀁾􀁥􀀠78:15, Page 3018 of said Deed Records, said called 137.968 square foot: t:ract being all of Lot: 1, of the Wat:son and Taylo= 􀁓􀁵􀁢􀁤􀁾􀁶􀁾􀁳􀁩􀁯� �􀀬􀀠an addition t:o t:he Town of Addison, as evidenced by t:he plat: dat:ed March 31, 1979 and reco.rded in Volume 78082, Page 889 of 􀁳􀁡􀁾􀁤􀀠Deed Records; ':'HENCE, NORTH 00°))'49" WEST (called North 00°26'30· West:). along said cQIIIIIC)n line, a distance of 141.29 feet to a point: ." 􀁳􀁡􀁾􀁤􀀠proposed South right of way line of Arapaho Road, being :n a non-tangent curve to the right; THENCE, NORTHEASTERLY, departing said common line, along sald proposed South right of way line of Arapaho Road and the arc of 􀁳􀁡􀁾􀁤􀀠curve to the right having a radius of 818.0Q. feet:, a central angle of 23°27'04", a chord bearing Nort:h 78°17'39" Eas: a 􀁤􀁾􀁳􀁴􀁡􀁮􀁣􀁥􀀠of 332.48, for an arc distance of 334.81 feet: Pag_ 2 of ) PARCEL 12 -TE -ARAPAHO ROAD PROJECT THENCE, SOUTH 89°58'49" EAST, continuing along said proposed South right of way line, a distance of 180.61 feet to the POINT OP BEGINNING; CONTAINING an area of 0.5291 acres or 23,049 square feet of land wlthln the metes recited. All bearings are referenced to the North Right of Way line of Centurion Way, called S 89°51'55" E, according to the final plat of Lot 3, Surveyor Addition, recorded in Vol. 77173, Page 135. Deed Records of Dallas County, Texas. A plat of even survey date herewith accompanies this description. I, Ayub R. Sandhu, a Registered Professional Land Surveyor. hereby certify that the legal description hereon and the accompanying plat represent an actual survey made on the ground under my supervision. 􀁢􀁴􀀡􀁾􀀠(; A:. >"..ec 􀀯􀁾􀀭􀀧􀀯􀀭􀁤􀀠2AyUb R. Sandhu, R.P.L.S. 7exas Registration No. 2910 ... Page 3 of 3 􀁾􀁬􀁬􀁦􀁬􀁬􀀾􀀧􀀠,' POl. t 􀀭􀀭􀀭􀀭􀀭􀀭􀁾􀀠'i .:: ' -􀁾􀀮􀁾􀀺􀀠IATtR rAc;,rU£NI filJt\\ '17011» .'\ .. ' 􀀱􀁲􀀧􀁾􀀧􀁩􀁦􀁉􀀺􀀺􀁗􀁾􀀬􀀠􀁾􀁒􀁈􀁉􀀺􀁾􀀧􀁉􀀷􀁉􀀻􀀺􀁗􀀠􀁢􀁜􀀢􀁜􀀧􀁬􀁉􀁾􀁾􀀠􀁾􀀠.. ";3' N I, I'... . . dl!!· ;; ..W',II!'"􀀱􀀺􀁩􀀡􀀧􀁬􀁾􀁉􀁴􀀬􀀮􀀺􀀠-DN.lAS AR£A 'RAPIIiliiANsii -' PR(ftRIY ACWlSInON CORPORA nON (100' R.o..) -r------. 􀀢􀀭􀀭􀀭􀁾􀀮􀀠ORAINAG( CHANN[ t PROPOSEO ARAPAHO ROAD 8' .. 􀀭􀁾􀀺aS" 􀁾􀀼􀁮􀀠􀁾􀁾􀁲􀁴􀁾􀀠􀁪􀁩􀀢􀀡􀁾􀁾􀀧􀀠D£ctUBER l7, 18110 VOL 81008. PG. 13110 O.A.O.C.1. _. _.􀁟􀁾􀀠1... 5 ..'!!If.,' ( 􀀺􀀺􀀭􀁟􀁉􀁾􀀮􀁾􀁉􀂷... _ [AS[U[NI C3 " tnl'4". -,.W 􀁾􀁾􀀠5¢ .J! !a lOT l 􀁩􀀢􀀧􀁾􀁾􀁴􀁦􀀮􀀺􀀠-z· 􀁾􀀠... 2:::;1:1'. 􀁉􀁾􀁾􀁲􀀮􀀠􀀮􀁾􀀠􀀭􀁾􀁾􀀮􀁾􀁾􀀮􀀿􀁾􀀭-----'.ATSON _ TAnDA _SUIIOIWSIOH NO. 2 SEPltllll[R 12. 117 • 1IIlL. 7111110. PC. _ CAUfD •.•, toe. PUIIUC 11'IJIt": Of" DM1.AS. LTD. IlC'nlIER !. 1171 o.R.D.C.T. /' 􀁅􀁩􀁩􀁬􀀢􀁾􀀱􀀠􀁾􀀺􀀠􀀬􀁾􀀬􀀠S on4'42" E 11.110' Wl. 711'" fill. "" D.R.D.c.r. 􀁉􀁾􀀠􀁩􀁾􀀱􀀭􀁾􀀠z 􀁾􀀠􀀮􀁾􀀠• 􀁾􀁾􀁾􀀮􀀠N..l. USEII£NTS SHOIIN AR£ TAIII'N 􀁾1HE PlATS lNIJICAIEO M". <". 􀁾􀀠, NOlES: CCMJ.lW $ CIO'OI"or • HEREON. M 􀁓􀁕􀁬􀀡􀀧􀁦􀀺􀁾􀀠IJI) NOT ABSlRAi:T mE SU8..£CT It .,\.. h' 􀁾􀁾􀁴􀀿􀁾􀀠(􀁐􀁒􀀨􀁦􀁴􀁾􀁔􀁙􀀠SO AU £ASEII£HTS UAY HOT 9£ SHOIN lJ", "'. 't\:' ., 'lj,.i.'. S _':!S". ALL .A_5 AR£ Rf:rEREHCED TO mE NOR!H RlCHT or WAY 􀁾􀀧.." H SAIMIlIn.7\' UNt or CEN_ .AY, CAllED S 19"51'55' E. ACC_I: TO ..." •• !HE AHAI. PlAT or LOT 3, SUtI'f:YOR AIlO!f1ON. RECORII£O IN ':y ', •• !)to••,;O-.f SO D£NOltS A rOONO POINT AS INOICAltO 1IIlL. 77173, PAC{ 135. O.RD.C.T. .I I • 􀁾􀀻􀀢􀀠(l K---" !.-. 􀁾• D£NOlts A 5/11' IRON ROO SET _£S5 OMA.,SE NOIEO A lEGAl D£SCRlPllOH or E\lEN SUA'f:Y OAlt 􀁾􀁒􀁅􀁗􀁉􀀡􀁈􀀠.):t.J!t..I,ri GRAPHIC SCALE -PROPOSEO RIGHT or WAY LINE ACCOIoIPANIES THIS PlAI. . /&> -􀁾􀀯􀀭􀁴􀀾􀀠Z. t INCH -50 fT. Ih 40.011' 0.5291 IN M _ 􀁾􀁐􀀮􀁏􀀮􀀹􀀮􀀠'1 CMJ,IO 1.111.1 toe. 􀀮􀁾􀀧􀁉􀁉􀁃􀁏􀁓􀀠GJFICI .... II. ,...=.":!l'1 WI.. .."s. PO. D.•.O.C.T. .IIW VflII ADIlI'IICN. " 5 AIICJI!l(JH litS I IIAI. p_ Y 7. 197. l. PC 01120 OC T. PARCEL 12-lE A PlAT Of A ACRE (2,),049 SQ. n.) TRACT Of LAND DAVID MYERS SURVE Y ABSTRACT NO. 92,) TOWN Of ADDISON DALLAS COUNTY, lE XAS 0 25 50 100 JOWLES &THOMPSO" A Professional Corporation ATTORNEYS AND COUNSELORS JOHN M.HIL.!.. 214.&72.2170 JHlt.L@COWLESTHOMPSON.COM February 25, 2003 Mr. Bill Blackburn Attorney and Counselor 9400 North Central Expwy., Suite 1616 Dallas. Texas 75231 RE: Town of Addison I Public Storage of DaUas Dear Bill: As we have discussed, enclosed please find copies of a Commitment for Title Insurance for each of the tracts being acquired by Addison from Public Storage. Also enclosed are the exception documents which are referenced in the Commitments. I noticed today that the legal description for each of the temporary construction easements is incorrect, and I am forwarding today a note to the Title Company to correct each of the descriptions. When the revised Commitments are returned to me, I will forward a copy to you. Paragraph 10.a. of Schedule B of each of the Commitments references an easement to Texas Power and Light Company which is not tied to a specific legal description, as we have discussed. When you have a moment, moment, I would appreciate it if you could provide me with an update as to the status of the Contract ofSale. Thanks. ___"",,,.,l( truly yours, JMHlyjr Enclosures cc: Mr. Mike Murphy Mr. Ken Dippel 901 􀁾􀁁􀀡􀁎􀀠STREET SUITE 4000 DALLAS, TEXAS ;,}2J: 5";' DALLAS T Y L £ R TEl.. 214,&72.201)0 FAX 214.672,2020 WWW.COWL(SfHOMPSON.COM