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HomeMy WebLinkAboutLegal Documents EASEMENT DEDICATION SHEET To be filled in and submitted with construction plans and specifications for preliminary review (Not to be used where City is purchasing property) THIS SECTION TO BE COMPLETED BY CITY STAFF PROCESSED BY: DEPT. EXT. REQUESTED BY: DEPT. EXT. ACCOUNT NO. PROJECT NO. (For ordering title work,appraisals,etc.) TYPE OF EASEMENT: Public Utilities(PUE) Temporary Blanket PUE Electric Only (prior to building permit) Water Only PURPOSE FOR EASEMENT: REVIEW AND APPROVAL REQUIRED/GIVEN BY THE FOLLOWING DEPARTMENTS: Approval Required By: Electric Approval Given By: Electric (please initial) Water/WW (please initial) Water/WW Asst. City Engineer Asst. City Engineer Public Works Public Works METES&BOUNDS DESCRIPTION CHECKED FOR CLOSURE BY: (City Staff—Name/Dept.) THIS SECTION+ TO BE COMPLETED BY APPLICANT JTC PROPERTY OWNER(S): L f Cr,r .w(i c VIC (Names must be exactlyas they appear on the deed) ADDRESS: 2.1-101 ?)co Fct Mow__ S) 1FZt PHONE NUMBER: 91q- 176' ?T2 0 3 Rtifrr) 1 c)2 �-}- T T , I J►.,,, ALL LENDERS(Please furnish copies of all lien documents): 1 �� 1�%I N f (Names AddD�L r3 ►") _. v F gi- /(1-YAK)/ strio ki 7)1 IF OWNER IS A CORPORATION, PARTNERSHIP, OR JOINT VENTURE(also see#5 below): 1. State of Incorporation/Registration 1E-x,1, 2. Partners'Names(if applicable) 3. Person Authorized to Sign `( S f -I * J CAPP$ I PPF--1 1 DP-u I (Name and Title) LEGAL DEPARTMENT MUST BE PROVIDED WITH THE FOLLOWING: (Please check items that are attached) 1. A copy of a recent(within 90 days)deed or title insurance policy showing the names of the grantors/owners;and _ 2. For unplatted property,a signed,sealed and dated metes and bounds description and a diagram of the property showing / the location of the easement;or 3. For plotted property,a copy of the plat showing the lot,block,subdivision,and recording information. 4. For blanket easements,a signed,sealed and dated metes and bounds description and a diagram of the property. 5. Corporate or partnership owners must furnish a copy of a corporate resolution or other proof of authority to sign on behalf of the corporation,partnership,or joint venture. 6. Name,address and phone number of person who is to receive the easement and be responsible for getting it executed: RESOLUTIONS ADOPTED BY UNANIMOUS WRITTEN CONSENT OF THE MEMBERS IN LIEU OF SPECIAL MEETING OF BIRDCAT, LLC The undersigned Members, being the only Members of BIRDCAT, LLC, a Texas limited liability company(the"Company"),do by this writing take the following actions in accordance with Sections 3.3 and 3.5 of the Company Agreement of BIRDCAT, LLC. RESOLVED, the Company, as general partner of BIRDCAT PARTNERSHIP, LP (the "Partnership"), on behalf of the Partnership is authorized to construct an office building on recently acquired property located in Brazos County,Texas,more particularly described as Lot 5, Block 2, Crescent Pointe Phase 2, City of College Station, Texas (the"Property"). RESOLVED, that KEVIN J. SHERRY and K. STEFAN CAPPS, in their capacity as Members of the Company, are hereby authorized, empowered and directed, acting alone for the Company, to execute, acknowledge, receive and deliver on behalf of and in the name of the Company, as the general partner of BIRDCAT PARTNERSHIP, LP, such contracts, financing documents, notes, deed of trust, easement dedication sheets, easements, and all other instruments,containing any terms and conditions that they deem necessary or desirable to effectuate the construction of the office building on the above- described real property; and the affixation of the seal of the Company shall not be necessary. RESOLVED FURTHER,that the above Members of the Company are directed to certify the Minutes of this meeting and the contents of these resolutions and to deliver such certification in support of the authority of the above Members to act on behalf of the Company, as general partner of the Partnership. IN WITNESS WHEREOF,the undersigned have hereunto signed their names. Dated as of (e-*0 , 2006. 141LA KEVIN J. SI-JERRY, Member K. STEFAN C PPS, M Tiber • We hereby teary tactile cthe fongoif rs hue and cone COW of Hie-odaptal. LA 6 co.OF MOOGf tU. After Recording Please Return To: Prilf Lawyers Title Company 1073 Briarerest Dr. Bryan,Texas 77802 Space Above Thie Line For Recording Data DEED OF TRUST DATE AND PARTIES. The date of this Deed Of Trust(Security Instrument) is August 15, 2008, The parties and their addresses are: GRANTOR: B1RDCAT PARTNERSHIP,LP A Limited Partnership 2402 Broadmoor Dr.,Suite A-204 Bryan,Texas 77602.2898 TRUSTEE: TIMOTHY N.BRYAN 2807 Texas Avenue Bryan,Texas 77802 LENDER: THE FIRST NATIONAL BANK OF BRYAN Organized and existing under the laws of the United States of America 2807 Texas Avenue PO Box 833 Bryan,Texas 77805-0833 1.CONVEYANCE. For good and valuable consideration,the receipt and sufficiency of which Is acknowledged,and to Secure the Secured Debts and Grantor's performance under this Security Instrument,Grantor irrevocably grants, conveya and sells to Trustee, in trust for the benefit of Lender, with power of sale, the following described property; All of Lot 5, Block 2, Crescent Pointe Phase 2,an addition to the City of College Station, Brazos County, Texas, according to the Plat recorded in Volume 7402,Page 189,Official Records of Brazos County,Texas. The property is located in Brazos County at Lot 5 Black 2 Crescent Point,College Station,Texas 77840. Together with all rights, easements, appurtenances,royalties, mineral rights,oil and gas rights, crops, timber, all diversion payments or third party payments made to crop producers and all existing and future improvements, structures, fixtures, and replacements that may now, or et any time in the future, be part of the real estate described loll referred to as Property). This Security Instrument will rernein in effect until the Secured Debts and all underlying agreements have been terminated in writing by Lender. 2.MAXIMUM OBLIGATION LIMIT. Tho total principal amount secured by this Security Instrument at any one time will not exceed 0249,000.00. ThIs limitation of amount does not include interest and other fees and charges validly made pursuant to this Security Instrument. Also,this limitation does not apply to advances made under the terms of this Security Instrument to protect Lender's security and to perform any of the covenants contained in this Security Instrument. 3. SECURED DEBTS. The term "Secured Debts" Includes and this Security Instrument will secure each of the following: A. Specific Debts. The following debts and all extensions, renewals, refinancings, modifications and replacements. A promissory note or other agreement, No. 325587480, dated August 15, 2008,from Grantor to Lender, with a loan amount of $249,000.00, with an initial interest rete of 8.25 percent per year(this Is a variable Interest rate and may change as the promissory note prescribes)end maturing on August 15,2007. B. All Debts. All present and future debts from Grantor to Lender, even 11 this Security Instrument Is not specifically referenced, or if the future debt is unrelated to or of a different type than this debt. if more then one person signs this Security Instrument, each agrees that it will secure debts incurred either individually or with others who may not sign this Security Instrument. Nothing in this Security Instrument constitutes a 5a,pererwe 1p,V T*'tn Lead or Twit 7knnhawkina0D9371Dtt0051970190e11e5y 01396 bankers Systems,Inc.,at.cloud,MN atoms, No*1 commitment to make additional or future loans or advances. Any such commitment must be in writing. in the event that Lender fails to provide any required notice of the right of rescission, Lander waives any subscroient security interest in the Grantor's principal dwelling that Is created by this Security Instrument. This Security Instrument will not secure any debt for which a non-possessory, non-purchase money security interest is created in "household goods" in connection with a "consumer loan,"as those terms are defined by federal law governing unfair and deceptive credit practices, This Security Instrument will not secure any debt for whl.Pi a security interest is created in "margin stock" and Lender does not obtain a "statement of purpose," as defined and required by federal law governing securities. C. Sums Advanced. All eume advanced and expenses Incurred by Lander under the terms of this Stir.:city Instrument. 4, PAYMENTS. Grantor agrees that ell payments under the Secured Debts will be paid when due anti in accordance with the terms of the Secured Debts and this Security Instrument. 5. WARRANTY OF TITLE. Grantor warrants that Grantor is or will be lawfully seized of the estate conveyed by this Security instrument and has the right to irrevocably grant, convey and cell the Property to Trustee, in bust, with power of sale. Grantor also warrants that the Property is unencumbered,except for encumbrances of reer'rd. S. PRIOR SECURITY INTERESTS. With regard to any other mortgage, deed of trust, security agreement or•Ifher lien document that created a prior security interest Or encumbrance on the Property, Grantor agrees: A.To make all payments when due and to perform or comply with all covenants. B.To promptly deliver to Lender any notices that Grantor receives from the holder. G. Not to allow any modification or extension of, nor to request any future advances under any nor_+ or agreement secured by the lien document without Lender's prior written consent. 7. CLAIMS AGAINST TITLE. Grantor will pay all taxes, assessments, liens, encumbrances, lasso payments, ground runts,utilities, and other charges relating to the Property when due, Lender may require Grantor to pinvldc to Lender copies of all notices that such amounts are due and the receipts evidencing Grantor's payment. Ginntor will defend title to the Property against any claims that would impair the lien of this Security Instrument. Grantor agrees to assign to Lender, as requested by Lender, any rights, claims or defenses Grantor may have nc,ina1 parties who supply labor or materials to maintain or improve the Property. 8. DUE ON SALE OR ENCUMBRANCE. Lender may, at its option, declare the entire balance of the Secured rlobt to be immediately due and payable upon the creation of, or contract for the creation of, any lien, encumbrance, transfer or sale of all or any part of the Property. This right is subject to the restrictions imposed by fcdera' law (12 C.P.A. 591),as applicable. B. TRANSFER OF AN INTEREST iN THE GRANTOR. If Grantor is an entity other than a natural person (such as a corporation or other organization).Lender may demand immediate payment If: A.A beneficial interest In Grantor Is sold or transferred. B.There is a change in either the identity or number of Members of a partnership or similar entity. C.There is a change in ownership of more than 2S percent of the voting stock of a corporation or similar amity, However, Lender may not demand payment In the above situntions if ft is prohibited by law as Of the date or this Security instrument, 10. WARRANTIES AND REPRESENTATIONS. Granter makes to Lender the following warranties end representations which will continue as long as this Security Instrument is in effect: A. Power. Grantor is duly organized, and validly existing and in good standing in all jurisdictions In which Grantor operates. Grantor has the power and authority to enter Into this transaction and to carry on Grantor's business or activity as it is now being conducted and, as applicable, Is qualified to do so in each jurisdiction in which Grantor operates. 6, Authority. The execution, delivery and performance of this Security Instrument and the obligation evidenced by this Security instrument are within Grantor's powers,have been duly authorized,have received all necessary governmental approval,will not violate any provision of law,or order of court or governmental agency,an..l will not violate any agreement to which Grantor is a party or to which Grantor is or any of Grantor's property Is subject. C. Name and Piece of Bueinees. Other then previously disclosed in writing to Lender,Grantor has not chrngad Grantor's name or principal place of business within the last 10 years and has not used any other tra•le or fictitious name. Without Lender's prior written consent, Grantor does not end will not use any other name and will preserve Grantor's existing name,trade names and franchises. 11. PROPERTY CONDITION, ALTERATIONS AND INSPECTION, Grantor will keep the Property in good con''ttion end make all repairs that are reasonably necessary- Grantor will not commit or allow any waste, Impairment, or deterioration of the Property. Grantor will keep the Property free of noxious weeds and grasses. Grantor agrees that the nature of the occupancy and use will not substantially change without Lender's prior written consent. Grantor will not permit any change in any license, restrictive covenant or easement without Lender's prior written consent. Grantor will notify Lender of all demands, proceedings, claims,and actions against Grantor,and ni any loss or damage to the Property. No portion of the Property will be removed,demolished or materially altered without Lender's prior written co'sent except that Grantor hes the tight to remove items of personal property Comprising a part of the Property that become worn or obsolete, provided that such personal property is replaced with other personal property at feast equal In value to the replaced personal property, free from any title retention device, security agreement or other encumbrance. Such replacement of personal property will be doomed subject to the security interest Crea:od by this Security Instrument. Grantor will not partition or subdivide the Property without Lender's prior v ritten consent. Lander or Lender's agents may, at Loader's option, enter the Property at any reasonable time for the purp"se of inspecting the Property, Lender wilt give Grantor rlatipo et the time of or before en inspection epocifving o sheen Pertnerehls,LP -- Teau Deed 01 TNN TXPinfirMIRII0093710000511117019061106Y close Banken Systeme,Inc.,St dead,MN B!MA$' "ops 2 reasonable purpaae for the inspection. Any inspection of the Property will be entirely for Lander's benefit and Grantor will in no way rely on Lender's inspection 12. AUTHORITY TO PERFORM. If Grantor fails to perform any duty or any of the covenants contained in this Security Instrument,Lender may,without notice,perform or cause them to be performed. Grantor appoints Lender as attorney in fact to sign Grantor's name or pay any amount necessary for performance, Lender's right to perform for Grantor will not create an obligation to perform, and Lender's failure to perform will not preclude Lender from exercising any of Lender's other rights under the law or this Security Instrument.•if any construction on the Property is discontinued or not carried on in a reasonable manner, Lender may take all steps necessary to protect Lender's security interest in the Property,including completion of the construction. 13. ASSIGNMENT OF LEASES AND RENTS. Grantor absolutely, unconditionally, irrevocably and immediately assigns,grants,conveys to Lender all the right,title and interest In the following(Property). A. Existing or future leases, subleesea, licenses, guaranties and any other written or verbal agreements for the use and occupancy of the Property, including but not limited to any extensions, renewals, modifications or replacements(Leases(, B. Rents, issues and profits, Including but not limited to security deposits, minimum rents, percentage rents, additional rents, common area maintenance charges, parking charges. real estate taxes, other applicable taxes, insurance premium contributions, liquidated damages following default, cancellation premiums, "loss of rents' insurance,guest receipts,revenues, royalties,proceeds,bonuses,accounts, contract rights, general intangibles, and all rights and claims which Grantor may have that in any way pertain to or are on account of the use or occupancy of the whole or any part of the Property(Rents). In the event any item listed as Leases or Rents Is determined to be personal property,this Assignment will also be regarded as a security agreement. Grantor will.promptly provide Lender with copies of the Leases and will certify these Leases are true and correct copies. The existing Leases will be provided on execution of the Assignment, and all future Leases and any other information with respect to these Leases will be provided immediately after they are executed. Lender grants Grantor a revocable license to collect, receive,enjoy and use the Rents so long as Grantor is not in default- Grantor's default automatically and immediately revokes this license. Grantor wiN riot collect In advance any Rents due In future lease periods, unless Grantor first obtains Lender's written consent, Amounts collected will be applied at Lender's discretion to the Secured Debts, the coats of managing,protecting and preserving the Property, and other necessary axpensea- Upon default, Grantor will receive any Rants in trust for Lander and Grantor will not commingle the Rents with any other funds, When Lender so directs, Grantor will endorse and deliver any payments of Rents from the Property to Lender. Grantor agrees that Lender will not be considered to be a mortgagee-in-possession by executing this Security Instrument or by collecting or receiving payments on the Secured Debts, but only may become a mortgagee-In-possession after Grantor's license to collect, receive,enjoy and use the Rents is revoked by Lender or automatically revoked on Grantor's default,and Lender takes actual possession of the Property. Consequently, until Lender takes actual possession of the Property, Lender is not obligated to perform or discharge any obligation of Grantor under the Laaaes, appear In or defend any action or proceeding relating to the Rents, the Leases or the Property, or be liable in any way for any injury or damage to any person or property sustained In or about the Property. Grantor agrees that this Security Instrument is immediately effective between Grantor and Lender and effective as to third parties on the recording of this Assignment. As long as this Assignment is in effect,Grantor warrants and represents that no default exists under the Leases,and the parties subject to the Leases have not violated any applicable law on leases, licenses and landlords and tenants. Grantor, at its sole cost and expense, will keep, observe end perform, end require all other parties to the Leases to comply with the Leases and any applicable law. If Grantor or any party to the Lease defaults or fails to observe any applicable law, Grantor will promptly notify Lender. If Grantor neglects or refuses to enforce compliance with the terms of the Laaaes, then Lender may, at Lender's option, enforce compliance. Grantor will not sublet, modify, extend, cancel, or otherwise alter the Leases, or accept the surrender of the Property covered by the Leases (unless the Leases so requirel without Lender's consent. Grantor will not assign, compromise,subordinate or encumber the Leases and Rents without Lender's prior written consent. Lender does not assume or become liable for the Property's maintenance,depreciation,or other losses or damages when Lender acts to manage,protect or preserve the Property,except for losses and damages due to Lender's gross negligence or intentional torte. Otherwise, Granter will Indemnify Lender and hold Lender harmless for ail liability, loss or damage that Lender may incur when Lender opts to exercise any of its remedies against any party obligated under the Leases. 14.DEFAULT. Grantor will be In default If any of the follawIng occur: A.Payments. Grantor fails to make a payment In full when due. B.insolvency or Bankruptcy. The death,dissolution or insolvency of.appointment of a receiver by or on behalf of, application of any debtor refer law, the assignment for the benefit of creditors by or on behalf of, the voluntary or involuntary termination of existence by, or the commencement of any proceeding under any present or future federal or state insolvency, bankruptcy, reorganization,composition or debtor relief law by or against Grantor, Borrower, or any co-sIgner, endorser, surety or guarantor of this Security Instrument or any other obligations Borrower has with Lender. C.Business Termination, Grantor merges,dissolves, reorganizes,ends its business or existence, or a partner or majority owner dies or Is declared legally Incompetent, D. Failure to Perform. Grantor falls to perform any condition or to keep any promise or covenant of this Security Instrument. E. Other Documents. A default occurs under the terms of any other transaction document. Including but not limited to any Construction or Loan Agreement or Guaranty Agreement, F. Other Agreements. Grantor is In default on any other debt or agreement Grantor has with Lender. G.Misrepresentation. Grantor makes any verbal or written statement or provides any financial information that is untrue,inaccurate,or conceals a material fact at the time it is made or provided. H.Judgment. Grantor fails to satisfy or appeal any Judgment against Grantor. NreserAlp. Tnrap bawd 04 Um* *xrdn',rron.00earr0000e,07oisoel roar areae e,nk r.syrtams,Inc,,ST.cwud,MN .,r.3 I.Forfeiture. The Property is used In a manner or for a purpose that threatens confiscation by a legal authority. J. Name Change. Grantor changes Grantor's name or assumes en additional name without notifying Ler ler before making such a change. K. Property Transfer. Grantor transfers all or a substantial part of Grantor's money or property. This condition of default, as it relates to the transfer of the Property, Is subject to the restrictions contained ill the DUE OM SALE section. L Property Value. Lender determines in good faith that the value of the Property has declined or is impaired, M. Material Change. Without first notifying Lender, there Is a material change in Grantor's business,inclur"ng ownership,management,and financial conditions. N. Insecurity. Lender determines In good faith that a material adverse change has occurred in Grantor's financial condition from the conditions act forth in Grantor's most recent financial statement before the data of this Security Instrument or that the prospect for payment or performance of the Secured Debts is impaired for any reason. 16, REMEDIES. On or after default,Lender may use any and all remedies Lender has under state or federal law or in any document relating to the Secured Debts, including,without limitation, the power to sell the Property, Any amounts advanced on Grantor's behalf wilt be immediately due and may be added to the balance awing under the Secured Debts. Lender may make a claim for any and all insurance benefits or refunds that may be available,on Grantor's default. Subject to any right to cure,required time schedules or any other notice rights Grantor may have under federal and state law,Lender may make all or any part of the amount owing by the terms of the Secured Debts immediately due and foreclose this Security Instrument in a manner provided by law upon the occurrence of a default or anytime thereafter. In the event of default, it will be the duty of the Trusted, at the request of Lender (which request is hereby conclusively presumedl, to Invoke power of sale as required by Section 51.002 of the Texas Property Coda, as then amended. Trustee will advertise and sell the Property as a whole or in separate parcels at public auction to the highest bidder for cash and convey indefeasible title to the Property with covenants of generst warranty, Trustee Will give notice of sale including the time,terms and place of sale end a description of the Property in be sold as required by the applicable law in effect at the time of the proposed sale, To the extent permitted by law, a mortgage servicer on behalf of Lender may manage Information regarding Grantor's last known address, appoint a trustee or substitute trustee, Including, without limitation, a perpetual substitute trustee, and administer all aspects of a foreclosure es authorized In this Security Instrument of by applicable law. The Lender may include,without limitation, a book entry systete to the extent permitted by law. To the extent not prohibited by law,Trustee will apply the proceeds of the Property's sale in the following order:to all foes,charges, costs and expenses of exercising the power of sale and the sale; to Lender for all advances rr.ade for repairs, taxes, insurance, tens, assessments and prior encumbrances and interest thereon; to the Secrired Debts' principal and interest; and paying any surplus as required by law. Lender or its designee may purchase the Property. Upon sale of the Property and to the extent not prohibited by law, Trustee shell make and deliver a deed to the Property sold which conveys indefeasible title to the purchaser, without warranty or with covenants or speci'l or general warranty, The recitals in any deed of conveyance shall be prima facie evidence of the facts set forth therein to the extent permitted by law. All remedies are distinct, cumulative and not exclusive,and the Lender is entitled to all remedies provided at law or equity, whether or not expressly set forth. The acceptance by Lender of any sum In payment or partial payment on the Secured Debts after the balance is due or is accelerated or after foreclosure proceedings are filed will not constitute a waiver of Lender's right to require full and complete cure of any existing default. By not exercising any remedy, Lender does not waive Lender's right to later consider the event a default If It continues or happens again. 16.FORECLOSURE. In the event a foreclosure under power of sale should be commenced by the Trustee, Lender may at any time before the sale of the Property direct the Trustee to abandon the sale,and may then Institute net for the collection of the Secured Debts and for the foreclosure of the lien of this Security Instrument. It is fur Cher agreed that if Lander should institute a suit for the collection of the Secured Debts,and for a foreclosure of the lien of this Security Instrument,that Lender may at any time before the entry of a final iudgment in said suit dtamias the same, and require the Trustee to Bell the Property In accordance with the provisions of this Security instrument, Lender, if it is the highest bidder, will have the right to purchase at any sale of the Property, and to have the amount for which such Property is Bold credited on the Secured Debts. 17. COLLECTION EXPENSES AND ATTORNEYS' FEES. On or after Default, to the extent permitted by law, Grantor*grace to pay all expenses of collection, enforcement or protection of Lender's rights and remedies under this Security instrument or any other document relating to the Secured Debts. Grantor agrees to pay expenses for Lender to inspect and preserve the Property and for any recordation costs of releasing the Property from this Security Instrument. Expenses Include, but are not limited to, reasonable attorneys' tees, court costs,and ether legal expenses. These expenses are due and payable immediately. if not paid immediately, these expenses will bear interest from the date of payment until paid in full at the highest Interest rate in effect as provided for it the terms of the Secured Debts. In addition, to the extent permitted by the United States Bankruptcy Code, Gr'nter agrees to pay the reasonable attorneys' fees incurred by Lender to protect Lender's rights end interer,'e In connection with any bankruptcy proceedings initiated by or against Grantor. 7B. ENVIRONMENTAL LAWS AND HAZARDOUS SUBSTANCES. As used in this section, (1) Environmental Law means, without limitation, the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA, 42 U.S.C. 9601 at seq.i, an other federal, state and local laws, regulations, ordinances, court orders, attorney general opinions or interpretive fetters concerning the public health, safety, welfare, environment or a hazardous substance; and 12) Hazardous Substance.means any toxic,radioactive or hazardous material, waste, pollutant or contaminant which has characteristics which render the substance dangerous or potentially dangerous to the uublio wane Penne,nwp,LP Two Dud OF Teu11 rx74,V wlen100t37t0000!1570100511051 91996 senses systems,Inc,SI.elms,MN fAnWpir Pap 4 health, safety, welfare or environment. The term Includes, without limitation, any substances defined as "hazardous material," 'toxic substance," "hazardous waste," "hazardous substance," or 'regulated substance" under any Environmental Law. Grantor represents,warrants end agrees that: A.Except as previously disclosed and acknowledged In writing to Lender,no Hazardous Substance has been,is, or will be located,transported, manufactured,treated, refined,or handled by any person on, under or about the Property, except in the ordinary course of business end in strict compliance with all applicable Environmental Lew. 8. Except as previously disclosed and acknowledged In writing to Lender, Grantor has not and will not cause, contribute to,or permit the release of any Hazardous Substance on the Property. C. Grantor will immediately notify Lender If (1)a release or threatened release of Hazardous Substance occurs on, under or about the Property or migrates or threatens to migrate from nearby property; or (2) there Is a violation of any Environmental Law concerning the Property. In such an event, Grantor will take all necessary remedial action In accordance with Environmental Law. D. Except as previously disclosed end acknowledged in writing to Lender, Grantor has no knowledge of or reason to believe there is any pending or threatened investigation, Claim, or proceeding of any kind relating to 11) any Hazardous Substance located on, under or about the Property; or 12) any violation by Grantor or any tenant of any Environmental Law. Grantor will immediately notify Lender in writing as soon as Grantor has reason to believe there is any such pending or threatened investigation,claim,or proceeding. In such an event, Lender has the right,but not the obligation,to participate in any such proceeding including the right to receive copies of any documents relating to such proceedings. E. Except as previously disclosed and acknowledged in writing to Lender, Grantor and every tenant have been, are and will remain in full compliance with any applicable Environmental Law. F. Except as previously disclosed and acknowledged in writing to Lender, there are no underground storage tanks, private dumps or open wells located on or under the Property end no such tank, dump or well will be added unless Lender first consents in writing. G. Grantor will regularly inspect the Property,monitor the activities and operations on the Property,and confirm that all permits,licenses or approvals required by any applicable Environmental Law are obtained and complied with. 1.1. Grantor will permit,or cause any tenant to permit,Lender or Lender's agent to enter and inspect the Property and review all records at any reasonable time to determine 11) the existence, location and nature of any Hazardous Substance on,under or about the Property;(2)the existence,location,nature,and magnitude of any Hazardous Substance that has been released on,under Or about the Property;or(3)whether or not Grantor and any tenant are in compliance with applicable Environmental Law. . 1. Upon Lender's request and at any time, Grantor agrees, at Grantor's expense, to engage a qualified environmental engineer to prepare an environmental audit of the Property and to submit the results of such audit to Lender. The choice of the environmental engineer who will perform such audit Is subject to Lender's approval. J. Lender has the right, but not the obligation, to perform any of Grantor's obligations under this section at Grantor's expense. IC. As a consequence of any breach of any representation,warranty or promise made in this section, (f)Grantor . will indemnify and hold Lander and Lender's successors or assigns harmless from and against all losses,claims, demands, liabilities, damages, cleanup, response and remediation coats, penalties and expenses, Including without limitation all costs of litigation and attorneys' tees, which Lender and Lender's successors or assigns may sustain; end (2)at Lender's diacretion, Lender may release this Security Instrument and in return Grantor will provide Lender with collateral of at least equal value to the Property without prejudice to any of Lender's rights under this Security Instrument. 1, Notwithstanding any of the language contained in this Security Instrument to the contrary,the terms of this section will survive any foreclosure or satisfaction of this Security instrument regardless of any passage of title to Lender or any disposition by Lender of any or all of the Property. Any claims and defenses to the contrary are hereby waived, 19. CONDEMNATION. Grantor will give Lender prompt notice of any pending or threatened action by private or public entities to purchase or take any or ail of the Property through condemnation, eminent domain,or any other means. Grantor authorizes Lender to intervene in Grantor's name in any of the above described actions or claims. Grantor assigns to Lender the proceeds of any award or claim for damages connected with a condemnation or other taking of all or any part of the Property. Such proceeds will be considered payments end will be applied as provided in this Security Instrument. This assignment of proceeds is subject to the terms of any prior mortgage, dead of trust,security agreement or other lien document. 20. ESCROW FOR TAXES AND INSURANCE. Grantor will pay to Lender amounts for (a) yearly taxes and assessments on the Property which under the taw may be superior to this Security Instrument, Ib)yearly leasehold payments or ground rents (i( any), (c) yearly premiums for hazard or property insurance, (d) yearly premiums for flood insurance (if any),and (a)yearly premiums for mortgage insurance (if any). Grantor will pay those amounts to Lender unless Lender tells Grantor, in writing, that Grantor does not have to do so, or unless the law requires otherwise. Grantor will make those payments at the times required by Lender, Lender will estimate from time to time Grantor's yearly taxes, assessments, leasehold payments or ground rents and insurance premiums, which will be called the Escrow Items. The amounts that Grantor pays to Lender for Escrow Items under this section will be called the Funds, Lander will keep the Funds In a savings or banking institution which bee Its deposits or accounts insured or guaranteed by a federal or state agency. If Lender Is such an institution, Lender may hold the Fundg, Lander will use the Funds to pay the Escrow Items, rte e:el Planet**.LP re"ee Deed 01 Teter TXI4Me*kln44193710000518707 see 1'leer 01 Ne Benkr"Syituee.Ina.,at Mud,MN&taper Pepe 5 Lender will not be required to pay Grantor any Interest or earnings on the Funds unless either le Lander and Gr•n tor agree in writing, at the time Grantor signed this Security Instrument, that Lender will pay interest on the Fuer't;or till the law requires Lender to pay Interest on the Funds. If the amount of the funds held by Lender at any time is not sufficient to pay the Escrow Items when due, Lander may notify borrower in writing,and,in such ease, borrower will pay to Lender the amount necessary to mal•s up the shortage or deficiency. Borrower shall make up the shortage or deficiency as Lender directs, subject in the requirements of applicable law. it, by reason of any default under this Security Instrument, Lender declares all Secured Debts due and payable, Lender mey then apply any Puede against the Secured Debts. When Grantor has paid all of the sums secured, Lender will promptly refund to Grantor any Funds that arc •.ning held by Lender. 21. COSIGNERS. It Grantor signs this Security Instrument but is not otherwise obligated to pay the Sr ,rad Debts, Grantor does so only to convey Grantor's interest in the Property to secure payment of the Secured :'opts and Grantor does not norm by signing this Security Instrument to be personally liable on the Secured Debts. i this Security Instrument secures a guaranty between Lender and Grantor, Grantor agrees to waive any fights tho nay prevent Lender from bringing any action or claim against Grantor or any party indebted under the obligation, These rights may Include,but are net limited to,any anti-deficiency or one-action laws. 22. SUCCESSOR TRUSTEE. Lender, at Lender's option, may from time to time remove Trustee and appoint a successor without any other formality than the designation in writing. The successor trustee,without conveyance of the Property, wilt succeed to all the title, power and duties conferred upon trustee by this Security Inxtrumom and applicable law. 23. WAIVERS, Except to the extent prohibited by law, Grantor waives all appralsement rights relating ie the Property. 24. USURY SAVINGS, In no event shall any provision of this Security Instrument Or any other instf:11am evidencing or securing the Secured Debts ever obligate Grantor to pay or allow Lender to collect interest e'i the Secured Debts at a rete greater then the maximum non•usuriaus rate permItted by applicable law, in the event any portion of the sums intended to be Secured by this Security Instrument cannot be lawfully sn;urad hereby, payments In reduction of such sums shall be applied first to those portions not secured hereby, In the event that any law is intorptetod so that any charge provided for In this Security Instrument andfor together with any instrument evidencing the Secured Debts,violates such law by reason of the acceleration of the Secured Debts or otherwise• such charge is hereby reduced to eliminate such violation. Any amounts paid to Lender in excess ci the amounts permitted by applicable raw shall be applied to reduce the principal of the Secured Debts, •r, at Lender's option,be refunded. 25. OTHER TERMS, The following are applicable to this Security Instrument: A, Additional Terms. Water Rights. At least thirty 1301 days before leasing the property secured by this )sed of Trust for the drilling, development end/or production of underground water, Grantor will give written etice to Lender, by certified mail, return receipt requested, at the Lender's address, of the complete term- and provisions of the proposed lease. Grantor agrees that Lender must approve in writing the execution it such lease;and Grantor agrees not to execute such tease prior to securing Lender's written approval, which ac roval may be withheld by Lender in its discretion. Granter further agrees not to convey Grantor's water rights • any part thereof pertaining to the property secured by this Deed of Trust without first securing the Lender's":itten consent, which can be withhold. No conveyance of such interest In water rights shall bo effective resent compliance with this provision. Any failure to comply with this covenant constitutes a default entitling the Lender to declare the entire balance due and payable and to proceed under the remedies of this Deed of Trust, and such other rights and remedies as may be provided by law. 26. APPLICABLE LAW. This Security Instrument Is governed by the laws of Texas, the United States of America, and to the extent required, by the laws of the jurisdiction where the Property Is located,except to the exten, such state laws are preempted by federal law. 27. JOINT AND INDIVIDUAL LIABILITY AND SUCCESSORS. Each Grantor's obligations under this Sr:;urity Instrument are independent of the obligations of any other Grantor. Lender may sue each Grantor lndlviduelly or together with any ether Greeter, Lender may release any part of the Property and Grantor will still be obl'pated under this Security Instrument for the remaining Property. Grantor agrees that Lender and any party to this Security instrument may extend, modify or make any change in the terms of this Security Instrument 'r any evidence of debt without Grantor's consent. Such a change will not release Grantor from the terms I this Security Instrument. The duties and benefits of this Security Instrument will bind and benefit the success,- * and assigns of Lender and Grantor. 25.AMENDMENT,INTEGRATION AND SEVERABILITY. This Security Instrument may not he amended Or m^dlfied by oral agreement. No amendment or modification of this Security instrument Is effective unless made in i•rriting and executed by Grantor and Lender, This Security Instrument and any other documents relating to the Secured Debts are the complete and final expression of the agreement. If any provision of this Security Instrurr ont is unenforceable, then the unenforceable provision will be severed and the remaining provisions will still be enforceable. 29. INTERPRETATION. Whenever used, the singular includes the plural and the plural includes the singular. The section headings are for convenience only and are not to be used to interpret or define the terms of this Security Instrument. 3D. NOTICE, FINANCIAL REPORTS, ADDITIONAL DOCUMENTS AND RECORDING TAXES. Unless otliyrwise required by law, any notice will be given by delivering it or mailing it by first class mail to tho appropriate arty's address listed in the DATE AND PARTIES section, or to any other address designated in writing. Notice ;o ane Grantor will be deemed to be notice to all Grantors. Grantor will inform Lender in writing of any chr ge In Virden WruSanNP,LP Tr kom Dowel e1 Tee 11(r.nk.wu„s0e93710000a,sretse1n toev 81998 Banken Syersnu,Ina.,sr,Clpya,MN GatgAg prpe 8 Grantor's name, address or other application information, Grantor will provide Lender any financial statements or information Lender requests. All financial statements and information Grantor gives Lender will be correct and complete. Grantor agrees to pay all expenses,charges and texas in connection with the preparation and recording of this Security Instrument. Grantor agrees to sign, deliver,and file any additional documents or certifications that Lender may consider necessary to perfect, continue, and preserve Grantor's obligations under this Security instrument and to confirm Lender's lien status on any Property, end Grantor agrees to pay all expenses, charges and taxes in connection with the preparation and recording thereof. Time is of the essence. SIGNATURES. Sy signing, Grantor agrees to the terms and covenants contained in this Security Instrument. Grantor also acknowledges receipt of a copy of this Security Instrument. THIS WRITTEN LOAN AGREEMENT REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES. GRANTOR: Birdcat Partnership, LP By Birdcat, LLC y. Stn K. app Me,tl�r By Kevin Sherry, Mo r ACKNOWLEDGMENT. State of '/c County of -rvn 60. SWORN to and SUBSCRIBED bee/jgqrre me by Kevin J. Sherry, Member of Birdcat, LLC, General Partner of Birdcat Partnership,LP on this the yr day of Alpe,2006. — JI.' ,L� — 'Notary / { N","!� Notary Pubs 61 no T" / My Comm4an10e des N r/¢ }� Aouet 25.2046 State of [ County of IL r,.. SWORN to and SUBSCRIBED efore me by K. Stefan Capps, Member of Birdcat, LLC, General Partner of Birdcat Partnershipd LP on this the ` day of ao, 2006, � • Notary JOANN OLEXEY 1 s: Notary Pubil0.Slats Df tbxae J My ComfnlaalDS Expires ^4o,N,•r August 26,SOW _- 51rdeM PslvlalallfC,LP TIMM b..d e1 T111IIt T%(imp wkn O09371D0DOsIe?O1aN911Oe99a aanrafe OyllImi,Ina.,SI.Cloud,MN bollSPIC POO 7 ar r .r We hereby certify thM.th,to, true and corned. co of tbe 4 TITLECO.OF B4: .r'1 1 . , WARRANTY DEED with Vendor's Lien THE STATE OF TEXAS KNOW ALL MEN BY THESE PRESENTS : COUNTY OF BRAZOS : NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OF THE FOLLOWING INFORMATION FROM THIS INSTRUMENT BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. ThatCRESCENTPOINTE,LTD.,a Texas Limited Partnership,ofthe County of Brazos and State of Fexas(hereinafter referred to as"Grantor"),for and in consideration of thc sum of TEN AND NO/100 DOLLARS($10.00)and other good and valuable consideration to the undersigned paid by the Grantee herein named,the receipt of which is hereby acknowledged,and the further consideration of the execution and delivery by Grantee of that one certain promissory note dated AUGUST 16,2006, in the original principal sum ofTWO HUNDRED FORTY-NINE TI-IOUSAN D AND NO/100 DOLLARS($249,000.00),payable to the order of THE FIRST NATIONAL BANK OF BRYAN,2807 S.Texas Ave.,Bryan,Brazos County,Texas,as therein provided and bearing interest at the rates therein specified and providing for acceleration of maturity in event of default and for attomey's fees;the payment of which note is secured by the vendor's lien herein retained,and is additionally secured by a deed of trust of even date herewith to TIMOTHY N.BRYAN,Trustee;has GRANTED,SOLD AND CONVEYED,and by these presents does GRANT,SELLAND CONVEY unto BIRDCAT PARTNERSHIP,LP,a Texas lirnitedpartnership,of the County of Brazos and State of Texas(herein referred to as"Grantee"),all of the following described real property("Property")situated in BRAZOS County.Texas,to-wit: All of Lot 5, Block 2,Crescent Pointe Phase 2,an addition to the City of College Station,Brazos County,Texas,according to the Plat recorded in Volume 7402,Page 169,Official Records of Brazos County,Texas. THERE_ISRESERV ED FROM AND EXCEPTED OUT OF TUTS CONVEYANCE AN D W AJ3RANTY O F TH E PROPERTY TIE FOLLOWING: I, Restrictive covenants affecting subject property recorded in Volume 7515.Page 176 oldie Official Records of Brazos County.Texas. NOTE: TO THE EXTENT THAT THESE RESTRICTIONS VIOLATE 42 USC 3604(c)BY INDICATING A PREFERENCE,LIMI'T'ATION OK DISCRIMINATION BASED ON RACE, COLOR, RELIGION, SEX, HANDICAP, FAMILIAL S'T'ATUS OR NATIONAL ORIGIN, SUCH RESTRICTIONS ARE HEREBY OMITTED. Plat recorded on June 22,2006,in Volume 7402,Page 169 of the Officio, Records of Brazos County.Texas. Ol tocaments and SottingaiPat Stacylhls DocamentslPPS-16771deed.wpd Page-1- II r• a PP81 t#PP9.1077) DSC with Vendors Lien 2. Any discrepancies,conflicts,or shortages in area or boundary lines,or any encroachments or protrusions or any overlapping of improvements_ 3. Standby fees,taxes and assessments by any taxing authority for the year 2006, 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 property under Section 11.13, Texas.Tar Code,or because of improvements not assessed for a previous tax year. 4. 25'and 40'Setback Lines along front lot line; 10'and 15'Setback Lines along rear lot line;7.5'and 15'Side Setback.Lines along interior lot lines; 10'Public Utility Easements along the front and rear lot lines;Building setback lines per City of College Station Ordinance,as shown and noted on the Plat recorded in Volume 7402, Page 169,Official Records of Brazos County,Texas,and as shown on a survey made under the supervision of S.M.Kling,R.P.L,S.No.2003,dated June 26,2006. 5. Mineral reservation and Waiver of Surface Use contained in Deed executed by Bert Wheeler's Inc.to Republic National Bank of Dallas,dated March 9, 1979,recorded in Volume 419.Page 496, Deed Records of Brazos County,Texas. 6. Mineral reservation contained in Deed executed by Republic National Bank of Dallas to Texas Instruments Incorporated,dated May 7, 1979,recorded in Volume 424,Page 672,Deed Records of Brazos County,Texas. 7. Mineral Deed executed by Bert Wheeler's,Inc.to M.D.Wheeler,Ltd..dated December 19th, 1997,recorded in Volume 3007,Page 327,Official Records or Brazos County,Texas, 8. Declaration and Memorandum of Lease executed by Bert Wheeler's, Inc., et al, to Amalgamated Bonanza Petroleum,Ltd., dated lune 1, 1977,recorded in Volume 378,Page 325, Deed Records of Brazos County, Texas(5-year primary term); Amended to Oil, Gas and Mineral Lease, recorded on September 16, 1981, recorded in Volume 41,Page 420,Oil&Gas Records of Brazos County,Texas;Partial Release of Surface Rights executed by Amalgamated Bonanza Petroleum,Ltd.,dated January 15, 1979,recorded in Volume 97, Page 3I2,Release Records of Brazos County,Texas. 9. Oil,Gas and Mineral Lease executed by Bert Wheeler's,Inc.,et al,to J.L.Schneider and Company,dated April 5,1901,recorded in Volume 1248,Page 279,Official Records of Brazos County,Texas(3-yearprimary tetm). Amendment of Oil,Gas, and Mineral Lease, dated February 26, 1992,recorded in Volume [439,Page 74; Amendment 0(0[1,Gas and Mineral Lease,dated February 27,1992,recorded in Volume 1439,Page 69,both of the Official Records of Brazos County,Texas, 10. Correction of Lease Description and Ratification of Oil and Gas Lease from Bert Wheeler's,Inc.,et al to Union Pacific Resources Company, Pat Baker, d/b/a Baker Exploration Company, Raymond F. Sebastian, and Bridweli Oil Company,dated July 14, 1992,recorded in Volume 1579,Page 2110,Official Records of Brazos County,Texas. 1 t. Maintenance charges,dues and assessments,and the lien created therein,as set out in Volume 7515,Page 176, Official Records of Brazos County,Texas. Said lien is subordinate to purchase andlor improvement liens,as [herein provided, C;Uracamaats and Settlul slPat Stscyraay DacumentstPPS•1a77ideed,w I Pogo-2- 1 f r PP$If(IIPPS•1077) Dew with Veneers lien TO HAVE AND TO HOLD the above described premises, together with all and singular the rights and appurtenances thereto in any wise belonging to the Property,subject to the provisions above,and any right,title,and interest in Grantor in and to adjacent streets,alleys and rights-of-way,unto the said Grantee,Grantee's heirs,executors, administrators,successors,or assigns Forever,and Grantor does hereby bind Grantor,and Grantor's heirs,executors, administrators,successors, and assigns,to warrant and forever defend all and singular the said premises unto Grantee and Grantee's heirs, executors, administrators, successors, and assigns, against every person whomsoever lawfully claiming or to claim the same or any part thereof,subject to the provisions above. When this Deed is executed by more than one person, or when the Grantee is more than one person, the instrument shall read as though pertinent verbs,nouns and pronouns were changed correspondingly,and when executed by or to a corporation,the words"heirs and personal representatives"or"heirs and assigns"shall be construed to mean "sucrpcaors and assigns". But it is expressly agreed that the Vendor's Lien,as well as the Superior Title in and to the above described premises,is retained against the above described property,premises and improvements until the above described note and all interest thereon are fully paid according to the face, tenor, effect and reading thereof, when this Deed shall become absolute. Taxes for the current year have been prorated as of the date hereof,and Grantee assumes and agrees to pay the same. THE FIRST NATIONAL BANK OF BRYAN of Brazes County,Texas,at the instance and request ofthc Grantee herein,having advanced and paid in cash to the Grantor herein that portion of the purchase price of the herein described property as is evidenced by the hereinbefore described$249,000.00 note,the Vendor's Lion,together with the superior title to said property, is retained herein for the benefit of said THE FIRST NATIONAL BANK OF BRYAN,and the same are hereby transferred and assigned to said TUE FiRST NATIONAL BANK OF BRYAN. C'Docements and SetttagstPat StacylMy QOCnmentslPPS-1077tdaed.Wpd Page-3- PPS:M(EPPS-t077) Claud with%Angora Lion EXECUTED as of AUGUST 16,2006. CRESCENT POINTE,LTD.. a Texas Limited Partnership BY: Its General Partner: CRESCENT POINTE HOLDINGS, INC., a Texas corpor by Name: Emanuel H.Oloc in,Jr. Title: President Mailing Address of Grantee: BIRDCAT PARTNERSHIP,LP,a Texas limited partnership 2402 Broadmoor Dr.,Suite A-204 Bryan,Texas 77802-2848 THE STATE OF TEXAS COUNTY OF BRAZOS This instrument was acknowledged before me on this the /b day of AUGUST,2006,by EMANUEL H. GLOCKZIN,JR.,President of CRESCENT POINTE HOLDINGS,INC.,a Texas corporation,as General Partner of CRESCENT POJNTE,LTD.,a Texas Limited Partnership,on behalf of said CRESCENT POINTE,LTD.,a Texas Limited Partnership. JOANN OLEXEY !Votary public,State ofTexas NOTARY P BLIC in and for � a My Contrieselon Expires The State of Texas August 25,2009 c:Wamments and SetunpylFatStacyVey oocumen1 PP&10771deed.wpd Page-4_ • Bill is i3etum to • Urnvers4 Title C?mpatrl • 0 P,o Orw.ver 01' P Collu•l a Station,Texts 77341 C4j1014..4111(3_.. 8589x6 OR 611 1 10712 Notice of Confidentiality Rights: If you are a 7 77t#00 U / natural person, you may remove or strike any of the following information from this instrument before it is filed for record in the public records: Your social security number or your driver's license number. CORRECTION ***Being refiled for purpose DEED OF TRUST of adding Vol & Pg of Mechanic's Lien to be renewed F Terms extended. Date: May 3,2004 Grantor: E. Gordon Gregg and LaNell Gregg Grantor's Address: 811 E.29th Street, Bryan,Texas 77803 Trustee: Timothy N. Bryan Trustee's Address: 2807 South Texas Avenue, Bryan,Texas 77802 Lender: The First National Bank of Bryan Lender's Address: 2807 South Texas Avenue, Bryan,Texas 77802 Note: Date: May 3,2004 Principal amount: $100,000.00 Borrower: E.Gordon Gregg and LaNell Gregg Lender: The First National Bank of Bryan Maturity date: May 3,2009 Priority of Lien: The lien securing the Note as to the property described in this Deed of Trust will be equal to and in parity with the lien,as renewed,extended,rearnortized,or otherwise adjusted from time to time, securing a note, in the original principal amount of $100,000.00, dated May 3, 2004, executed by E. Gordon Gregg and LaNell Gregg payable to the order of The First National Bank of Bryan,and fully described in a Deed of Trust recorded in Volume 610/5-Page a 3 , of the Official Records of Brazos County,Texas. If there is default in payment of any part of principal or interest of the $100,000.00 note or in observance of any covenants of any instruments securing it, the debt evidenced by the Note defined in this Deed of Trust will immediately become payable at the option of Lender. If Grantor fails to perform any of Grantor's obligations in the Note defined in this Dead of Trust or in any instruments securing it,Lender may perform those obligations and be reimbursed by Grantor on demand, at the place where the Note defined in this Deed of Trust is payable for any amounts Deed of Trust Page 1 P.400ry0.,,fl 161M1 rN89rcIM,1nMionAllaseEF19al.wgl • 0 THE STATE OF TEXAS § COUNTY OF BRAZOS This instrument was acknowledged before me on May 3,2004, by E. Gordon Gregg and LaNell Gregg, NOTARY PUBLIC A. F. . ^HNSON AIrc.. .,Of TE:X28 M commission',701E.:,APRtu 25 2006 Notary P btic, St:to of Texas AFTER RECORDING RETURN TO; PREPARED IN THE LAW OFFICE OF: The Firel National sank of Bryan West,Webb,AIIbrlt1on&Gentry,RC. 2807 South Texas Avenue 1515 Emerald Plaza Bryan,Texas 77802 College Station,Texas 77845 (Michael H.Gentry) Deecf of Trust Page 9 �aeernmo ellMtifteamoatritMiones wl•M 10/19/06 16:28 FAX 979 776 2383 LAWYERS TITLE 002 B1U. Qo' Bk Vol Ps irtt 612* �10930o 7Vol 174 u ss WARRANTY DEED with Vendor's Lien THE STATE OF TEXAS = KNOW ALL MEN BY THESE PRESENTS COUNTY OF BRAZOS : NOTICE OF CONFIDENTIALITY RIGHTS:IF YOU ARE A NATURAL PERSON,YOU MAY REMOVE OR STRIKE ANY OF THE FOLLOWING INFORMATION FROM THIS INSTRUMENT BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. That CRESCENT POINTE,LTD.,a Texas Limited Partnership,of the County of Brazos and State ofTexas(hereinafter referred to as"Grantor"),for and in consideration of the sum of TEN AND NO/100 DOLLARS($10.00)and other good and valuable consideration to the undersigned paid by the Grantee herein named,the receipt of which is hereby acknowledged,and the further consideration of the execution and delivery by Grantee of that one certain promissory note dated AUGUST 16,2006, in the originalprincipal sum of TWO HUNDRED FORTY-NINE THOUSAND AND NO/100 DOLLARS($249,000.00),payable to the order of THE FIRST NATIONAL BANK OF BRYAN,2807 S.Texas Ave.,Bryan,Brazos County,Texas,as therein provided and bearing interest at the rates therein specified and providing for acceleration of maturity in event of default and for attorney's fees;the payment of which note is secured by the vendor's lien herein retained,and is additionally secured by a deed of trust of even date herewith to TIMOTHY N.BRYAN,Trustee;has GRANTED,SOLD AND CONVEYED,and by these presents does GRANT,SELL AND CONVEY unto BIRDCAT PARTNERSHIP,LP,a Texas litnitedpartnership,of the County of Brazos and State of Texas(herein referred to as"Grantee"),all of the following described real property("Property")situated in BRAZOS County,Texas,to-wit: Allot ,Block 2,Crescent the Plat st te Phase recorded in an addition to the City ofVolume 7402,Page 1 9,Official Records of Brazos ollege Station,Brazos County,,Texas,according County,Texas. THERE IMMERSED FROM AND EXCITED OUT OF THIS CONVEYANCE AND WARRANTY OF THE PROPERTY THE FOLLOWING: 1. Restrictive covenants affecting subject property recorded in Volume 7515,Page 176 of the Official Records of Brazos County,Texas. NOTE: TO THE EXTENT THAT THESE RESTRICTIONS VIOLATE 42 USC 3604(c)BY INDICATING A PREFERENCE,LIMITATION OR DISCRIMINATION BASED ON RACE, COLOR, RELIGION, SEX, HANDICAP, FAMILIAL STATUS OR NATIONAL ORIGIN, SUCH RESTRICTIONS ARE HEREBY OMITTED. Plat recorded on June 22,2006,in Volume 7402,Page 169 of the Official Records of Brazos County,Texas. QiDaeaa►mn rad 8atba0dFat/taeTtllT Daeaa►annitlle ta'llldoed vvd Page-1- 10/19/06 16:28 FAX 979 776 2383 LAWYERS TITLE 1j003 Doc Bk Vol Fs 00936993 OR 7525 175 PP8:1T(#PPB-1077) Deed with vendors Lien 2. Any discrepancies,conflicts,or shortages in area or boundary lines,or any encroachments or protrusions or any overlapping of improvements. 3. Standby fees,taxes and assessments by any taxing authority for the year 2006,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 en exemption granted to a previous owner of the property under Section 11.13,Texas Tax Code,or because of improvements not assessed for a previous tax year. 4. 25'and 40'Setback Lines along front lot line; 10'and 15'Setback Lines along rear lot line;7.5'and 15'Side Setback Lines along interior lot lines;10'Public Utility Easements along the front and rear lot lines;Building setback lines per City of College Station Ordinance,as shown and noted on the Plat recorded in Volume 7402, Page 169,Official Records of Brazos County,Texas,and as shown on a survey made under the supervision of S.M.Kling,R.P.L.S.No,2003,dated June 26,2006. 5. Mineral reservation and Waiver of Surface Use contained in Deed executed by Bert Wheeler's Inc.to Republic National Bank of Dallas,dated March 9,1979,recorded in Volume 419,Page 496,Deed Records of Brazos County,Texas. 6. Mineral reservation contained in Deed executed by Republic National Bank of Dallas to Texas Instruments Incorporated,dated May 7,1979,recorded in Volume 424,Page 672,Deed Records of Brazos County,Texas. 7. Mineral Deed executed by Bert Wheeler's,Inc,to M.D.Wheeler,Ltd.,dated December 19th,1997,recorded in Volume 3007,Page 327,Official Records of Brazos County,Texas. 8. Declaration and Memorandum of Lease executed by Bert Wheeler's,Inc., et al,to Amalgamated Bonanza Petroleum,Ltd.,dated June 1, 1977,recorded in Vohune 378,Page 325,Deed Records of Brazos County, Texas(S year primary term);Amended to Oil,Gas and Mineral Lease,recorded on September 16, 1981, recorded in Volume 41,Page 420,Oil&Gas Records of Brazos County,Texas;Partial Release of Surface Rights executed by Amalgamated Bonanza Petroleum,Ltd.,dated January 15,1979,recorded in Volume 97, Page 312,Release Records of Brazos County,Texas. 9. Oil,Gas and Mineral Lease executed by Bert Wheeler's,Inc.,et al,to J.L.Schneider and Company,dated April 5,1991,recorded in Volume 1248,Page 279,Official Records of Brazos County,Texas(3-year primary term). Amendment of 011,Gas,and Mineral Lease,dated February 26, 1992,recorded in Volume 1439,Page 74; Amendment of Oil,Gas and Mineral Lease,dated February 27,1992,recorded in Volume 1439,Page 69,both of the Official Records of Brazos County,Texas. 10. Correction of Lease Description and Ratification of Oil and Gas Lease from Bert Wheeler's,Inc.,et al to Union Pacific Resources Company, Pat Baker, d/b/a Baker Exploration Company, Raymond F. Sebastian, and Bridwell Oil Company,dated July 14„1992,recorded in Volume 1579,Page 280,Official Records of Brazos County,Texas. 11. Maintenance charges,dues and assessments,and the lien created therein,as set out in Volume 7515,Page 176, Official Records of Brazos County,Texas. Said lien is subordinate to purchase and/or improvement liens,as therein provided. C:lawosab and aNfWat Malty gosumes sl!!&11)77MMed-wpd Page-2- lU/ly/Uti IS:28 FAX 979 776 2383 LAWYERS TITLE 2004 Doc Bk Vol Pa 00936993 DR 7525 1.76 PPS;1(*PPS-1077) Deed with Vendo,'I lief TO HAVE AND TO HOLD the above described premises, together with all and singular the rights and appurtenances thereto in any wise belonging to the Property,subject to the provisions above,and any right,title,and interest in Grantor in and to adjacent streets,alleys and rights-of-way,unto the said Grantee,Grantee's heirs,executors, administrators,successors,or assigns forever,and Grantor does hereby bind Grantor,and Grantor's heirs,executors, administrators,successors,and assigns,to warrant and forever defend all and singular the said premises unto Grantee and Grantee's heirs, executors, administrators, successors, and assigns, against every person whomsoever lawfully claiming or to claim the same or any part thereof,subject to the provisions above. When this Deed is executed by more than one person, or when the Grantee is more than one person,the instrument shall read as though pertinent verbs,nouns and pronouns were changed correspondingly,and when executed by or to a corporation,the words"heirs and personal representatives"or"heirs and assigns"shall be construed to mean "successors and assigns". But it is expressly agreed that the Vendor's Lien,as well as the Superior Title in and to the above described premises,is retained against the above described property,premises and improvements until the above described note and all interest thereon are fully paid according to the face,tenor,effect and reading thereof,when this Deed shall become absolute. Taxes for the current year have been prorated as of the date hereof,and Grantee assumes and agrees to pay the same. THE FIRST NATIONAL BANK OF BRYAN of Brazos County,Texas,at the instance and request of the Grantee herein,having advanced and paid in cash to the Grantor herein that portion of the purchase price of the herein described property as is evidenced by the hereinbefore described$249,000.00 note,the Vendor's Lien,together with the superior title to said property, is retained herein for the benefit of said THE FIRST NATIONAL BANK OF BRYAN,and the same are hereby transferred and assigned to said THE FIRST NATIONAL BANK OF BRYAN. tyloemmagi aid IsidppilatB1aelWTDao tti771deadw a Page-3- 10/19/06 16:29 FAX 979 776 2383 LAWYERS TITLE Z005 Doc B1: Vol Ps 011936942 OR 7525 177 PPB:If(!PP&1077) Deed with Vendor's Lien EXECUTED as of AUGUST 16,2006. CRESCENT POINTE,LTD., a Texas Limited Partnership BY:Its General Partner: CRESCENT POINTE HOLDINGS,INC., a Texas corpo r • by' , _ Name:Emanuel .G1oc.i Jr. / Title: President Mailing Address of Grantee: BIRDCAT PARTNERS,LP,a Texas limited partnership 2402 Broadmoor Dr.,Suite A-204 Bryan,Texas 77802-2898 THE STATE OF TEXAS : COUNTY OF BRAZOS : This instrument was acknowledged before me on this the 14 day of AUGUST,2006,by EMANUEL IL GLOCKZIN,JR.,President of CRESCENT POINTE HOLDINGS,INC.,a Texas corporation,as General Partner of CRESCENT POINTE,LTD.,a Texas Limited Partnership,on behalf of said CRESCENT POINTE,LTD.,a Texas Limited Partnership. �'° JOANN OLEXEY �II 0J No tTogory Public,State of Togo i NOTARY PUBLIC in and for My CamMlMlee Expires The State of Texas 1 VA." Au• toslit2 PO ca CA g. ---4.1;4 ;1 R iK — r. uorax r m +r a ro P -, ....Uhf '(��o V S CL A rt' fy Cl 71 Z A-i rs g a � f`~ 0. Ra'9 O ig =Ny SR p $ er egieemosati sad lettAgaitratAtaaltYrmsa YDeausl!!i- 71desig" o g Pape�- $ii 1111 ST 1 862 The First National Bank of Bryan/College Station, Texas 2807 TEXAS AVENUE BRYAN,TEXAS 77802 P.O.BOX 833 BRYAN,TEXAS 77805 Phone;979-7794111 Fax:979-823-2639 / . To: L. 1. From,' , �' ► !. Company: 4 Fox: ' 15 Pages: j Date: ( o RE: L J I lb T Comments: LEGAL DISCLAIMER:The information in this communication is confidential and intended only for the exclusive use of the addressee. The copying,distribution,or other use of this communication by the addressee or any other person or entity is prohibited. If you have received this communication by mistake,notify the sender immediately and destroy all forms of this communication(electronic or paper).