HomeMy WebLinkAbout010317 - Greens Prairie Investors Tract ALLEN BOONE HUMPHRIES ROBINSON LLP
ATTORNEYS AT LAW
PHOENIX TOWER
3200 SOUTHWEST FREEWAY
SUITE 2600
HOUSTON,TEXAS 77027
TEL(713)860-6400
FAX(713)860-6401
abhr.com
Direct Line: (713)860-6436 Kristen Hogan
Direct Fax: (713)860-6636 khogan@abhr.com Legal Assistant
January 23, 2017
City of College Station RECEIVED
Sherry Mashburn
P.O. Box 9960 JAN 25 2017
College Station, TX 77842
BY:
Re: Brazos County Municipal Utility District No. 1
Dear Mr. Mashburn
Enclosed for your records are the recorded Partial Assignments of Development
Agreement for Greens Prairie Investors Tract and 2015 SOPO Tract for the Disrict.
If you have any questions, please call me at(713) 860-6436. Thank you.
Sincerely,
Kristen Hogan
Enclosures
642336
0 Mir 1'i< )
PARTIAL ASSIGNMENT AND ASSUMPTION OF DEVELOPMENT AGREEMENT
(GREENS PRAIRIE INVESTORS TRACT)
THE STATE OF TEXAS §
COUNTY OF BRAZOS §
THIS. PARTIAL ASSIGNMENT AND ASSUMPTION OF DEVELOPMENT
AGREEMENT ( lis "Partial Assignment") is entered into and made to be effective as of the
2$' day of , 2016, by and between MCALISTER OPPORTUNITY FUND,
2012, L.P. a Delaware limited partnership ("Developer" or"Assignor"); and GREENS PRAIRIE
INVESTORS, LTD., a Texas limited partnership("Assignee").
WHEREAS, the City of College Station, Texas (the "City") and Assignor, entered into
that certain Development Agreement dated March 12, 2015 and as amended on November 10,
2016 (the "Development Agreement") to facilitate the development of 552.905 acres within the
boundaries of the Brazos County Municipal Utility District No. 1 (the"Tract");.
WHEREAS, pursuant to Section 7.1 of the Development Agreement, any agreement by
Developer to sell the entirety or any portion of the Tract to a person intending to develop the
tract or such portion thereof(a "Successor Developer," whether one or more) and any instrument
of conveyance for the entirety or any portion of the Tract to such Successor Developer shall
recite and incorporate the Development Agreement and provide that the Development
Agreement be binding on such Successor Developer;
WHEREAS, Assignee has purchased a 178.73 acre tract from Assignor, described on the
attached Exhibit "A"("GPI Tract"), and the GPI Tract is part of the Tract bound by the terms of
the Development Agreement;
WHEREAS, Assignor desires to assign to Assignee all of its rights, duties and
obligations under the Development Agreement relating to the GPI Tract but will retain all of its
rights, duties and obligations as it otherwise pertains to the remaining Tract under the
Development Agreement, and Assignee desires to accept such partial assignment and assume
Assignor's right,duties and obligations relating to the GPI Tract thereunder.
NOW THEREFORE, for and in consideration of the sum of Ten Dollars ($10.00) and
other good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged,the parties agree as follows:
1. Partial Assignment and Assumption. Assignor does hereby GRANT, SELL,
SET OVER, TRANSFER, ASSIGN, and convey to Assignee, its successors and assigns, all of
Assignor's rights, title, interests, powers, privileges, benefits, duties and obligations, in, to and
under the Development Agreement of the Developer pertaining and attributable to the GPI Tract.
634011
Assignee hereby accepts and assumes all of Assignor's rights, title, interests,powers, privileges,
benefits, duties and obligations, in the Development Agreement as it pertains to the GPI Tract
and agrees to perform and discharge all duties and obligations of Assignor as it pertains to the
GPI Tract. Assignor retains all remaining rights, title, interest, powers, privileges, benefits,
duties and obligations, in, to and under the Development Agreement pertaining to the Tract
(other than the GPI Tract).
2. Other Documents. Assignor and Assignee each agree to execute any and all
other documents and instruments which are reasonable and necessary to effectuate the
assignment to Assignee in accordance with terms of the Partial Assignment, including written
notice to the City within thirty days of the effective date of this Partial Assignment.
3. Survival of Provisions. All terms, conditions and provisions of this Partial
Assignment shall be deemed covenants running with the property and shall be binding upon
Assignee, and its respective heirs, successors, and legal representatives.
4. Captions. The captions of section in the Partial Assignment are for convenient
reference only and are not to be construed in any way as part of the Partial Assignment.
5. Applicable Law. This Partial Assignment shall be governed by and construed in
accordance with the laws of the State of Texas and the laws of the United States of America
applicable to transactions in Texas.
6. Multiple Counterparts. This Partial Assignment may be executed in multiple
counterparts, each of which shall be deemed an original and all of which together shall constitute
a single instrument.
7. Notices to Assignee. Upon execution of this Partial Assignment, notices to
"Developer" as it pertains to the GPI Tract shall be provided to:
Wallace S. Phillips
4490 Castlegate Dr.
College Station,TX 77845
(979) 6907250
(EXECUTION PAGES FOLLOW)
Partial Assignment Assmnption of Development Agreement-Greens v2 2
Doc Bk Vol Ni
.128660 OP 13809 8u
IN WITNESS WHEREOF, the parties hereto may execute this Agreement in multiple
copies,each of equal dignity, as of the date and year set forth on the first page hereof.
ASSIGNOR:
McALISTER OPPORTUNITY FUND 2012,L.P.,
a Delaware limited partnership
By: MOF 2012 GP, LLC, a Delaware limited
liability company, its Ge tal Partner
$Y: i'
'• ICo t •r
anag-r
STATE OF TEXAS §
COUNTY 6F '\ttt-1,L,5 §
This instrument was acknowledged before me this _,cam day of t\ y.Q1l40-4-11
2016, by Paul Connor, Manager of MOF 2012 GP, LLC, a Delaware limited liability company,
General Partner of MCALISTER OPPORTUNITY FUND 2012, L.P., a Delaware limited
partnership,on behalf of said limited partnership and said limited iability company.
40:14.p�i�� PAMELA VICKERS gup-
Nota c; State of Texas
���Notery Puk t to of Texas
y�yr r�i �rYE'�ilr�-'10-2020
'ii,°n„0 Notary ID 129078862
Partial Assignment Assumption of Development Agreement-Greens v2 3
1Joi F
si,, (F ).. 1.19
ASSIGNEE:
GREENS PRAIRIE INVESTORS, LTD., a Texas
limited partnership
By: GREENS PRAIRIE ASSOCIATES LLC, a
Texas limited liability company,
its sole general partner
By:1,41dt-e .ef iV :0) 11G
Wallace Phillips,Mana er
STATE OF TEXAS §
COUNTY OF 41.4ipd § �,
This instrument was acknowledged before me this c.80 day of /G
2016, by Wallace Phillips, Manager of GREENS PRAIRIE ASSOCIATES, LLC, a Texas
limited liability company, General Partner of GREENS PRAIRIE INVESTORS, LTD., a Texas
limited partnership,on behalf of said limited partnership and said limited liability company.
BEVERLEY STONE
-4' NOTARY PUBLIC
* 31/4-• * STATE OF TEXAS CZkn2-4
N,9 to MY COMM.EXR 10/04/2020 Notary Public, Sta of Texas
.11 NOTARY ID 206783.2 Y
Partin!Assignment Assumption of Development Agreement-Greens v2 4
j.
EXHIBIT"A"
(178.73 acre Tract)
Partial Assignment Assumption of Development Agreement-Greens v2 5
2, 1)1' `:1I. 1'L7
Grid Raceplex Holdings, Ltd. S.D. Sn7jtt)Suiy y
178.73 Acres Absttelid No. 21 Ot
STATE OF TEXAS §
COUNTY OF BRAZOS §
A METES & BOUNDS description of a certain 178.73 acre tract situated in the Sterrett D. Smith
Survey, Abstract No. 210 in Brazos County, Texas, being a portion of the remainder of a called
552.905 acre tract conveyed by Special Warranty Deed to McAlister Opportunity Fund 2012,
LP, recorded in Volume 11756, Page 130 of the Official Public Records of Brazos County and
all of a called 10.00 acre tract conveyed by Special Warranty Deed with a one-fifth undivided
interest to Hunter Goodwin, Lawrence B. Hodges, JR., Kyle A. Davis, Brian G. Fisher, and
Charles Moreau, recorded in Volume 12113, Page 115 of the Official Public Records of Brazos
County; said 178.73 acre tract being more particularly described as follows with all bearings
based on the Texas Coordinate System of 1983, Central Zone;
BEGINNING at a found 1/2-inch iron rod (with cap stamped "Strong") in the occupied north
right-of-way of Peach Creek Cutoff Road (unknown width), marking the southeast corner of the
herein described subject tract being common with the southwest corner of a called 20.00 acre
tract conveyed by General Warranty Deed to Richard C. Conole and Sharyn S. Conole recorded
in Volume 5229, Page 238 of the Official Public Records of Brazos County;
THENCE South 86°59'09" West, along said occupied north right-of-way of Peach Creek Cutoff
Road, 71.87 feet to a found 3/4-inch iron rod for corner of the herein described subject tract in
said occupied north right-of-way of Peach Creek Cutoff Road being common with the southeast
corner of Lot 1, Block 1 of LGL Subdivision recorded in Volume 5996, Page 197 of the Official
Public Records of Brazos County;
THENCE along the common lines of the herein described subject tract and said Lot 1, Block 1
of LGL Subdivision the following four (4) courses and distances:
1. North 10°05'29" East, 296.88 feet to a found 5/8-inch iron rod for angle;
2. North 07°20'44" East, 113.30 feet to a set 5/8-inch iron (with cap stamped
"Jones&Carter"), from which a found 5/8-inch iron rod (with cap stamped "CCI") bears
North 01°11'21" West, 1.13 feet;
3. South 86°59'29"West, 586.03 feet to a found 5/8-inch iron rod;
4. South 02°57'21" East, 400.65 feet to a found bent 3/4-inch iron rod for corner of the
herein described subject tract in aforementioned occupied north right-of-way of Peach
Creek Cutoff Road being common with the southwest corner of said Lot 1, Block 1 of
LGL Subdivision;
THENCE along said occupied north right-of-way of Peach Creek Cutoff Road the following two
(2)courses and distances:
1. South 86°59'09"West, 182,01 feet to a found 1/2-inch iron rod for angle;
2. South 89°04'20"West, 850.85 feet to a found 1/2-inch iron rod (with cap stamped
"Strong") marking a southerly corner of the herein described subject tract being in said
occupied north right-of-way of Peach Creek Cutoff Road and in the occupied northeast
right of way of State Highway No. 6 (variable width);
THENCE North 73°35'16" West, along said occupied northeast right-of-way of State Highway
No. 6, 273.19 feet to a found 1/2-inch iron rod marking a southerly corner of the herein
Page 1 of 4
Grid Raceplex Holdings, Ltd, S.D. Smith Survey
178.73 Acres Abstract No. 210
described subject tract being common with the southeast corner of a called 3.333 acre tract
conveyed by General Warranty Deed to GSI Oil & Gas, Inc. recorded in Volume 2144, Page
173 of the Official Public Records of Brazos County, from which a found concrete monument
bears North 73°37'37"West, 105.59 feet;
THENCE along the common lines of the herein described subject tract and said 3.333 acre tract
the following four(4) courses and distances:
1. North 16°28'27" West, 121.52 feet to a found 1/2-inch iron rod;
2. North 37°34'13" East, 169.28 feet to a found 1/2-inch iron rod;
3. North 52°25'47" West, 501.14 feet to a found 1/2-inch iron rod (with cap stamped
"Strong");
4. South 37°37'29"West, 278.22 feet to a found 5/8-inch iron rod marking a southerly
corner of the herein described subject tract being in aforementioned occupied northeast
right-of-way of State Highway No. 6;
THENCE along said occupied northeast right-of-way of State Highway No. 6 the following two
(2)courses and distances:
1. North 52°20'20"West, 199.00 feet to a found concrete monument for angle;
2. North 54°51'16"West, 516.76 feet to a set 5/8-inch iron rod (with cap stamped
"Jones&Carter")marking the southwest corner of the herein described subject tract in
said occupied northeast right-of-way of State Highway No. 6 being common with a
southerly corner of aforementioned 552.905 acre remainder tract;
THENCE along the common lines of the herein described subject tract and said 552.905 acre
remainder tract the following four(4) courses and distances:
1. North 34°54'18" East, 588.22 feet to a set 5/8-inch iron rod (with cap stamped
"Jones&Carter");
2. North 36°48'29"West, 1064.61 feet to a set 5/8-inch iron rod (with cap stamped
"Jones&Carter")and the beginning of a curve to the left;
3. Along said curve to the left, have a radius of 3052.50 feet, an arc length of 118,43 feet, a
delta angle of 2°13'23", a chord bearing of South 48°34'14"West, and a chord length of
118.43 feet, to a set 5/8-inch iron rod (with cap stamped "Jones&Carter");
4. North 49°05'43" West, 219.47 feet to a set 5/8-inch iron rod (with cap stamped
"Jones&Carter") marking the most westerly corner of the herein described subject tract
being common with a northerly corner of said 552.905 acre remainder tract, a
southeasterly corner of a called 78.63 acre tract conveyed by Special Warranty Deed to
2015 SOPO, LTD., recorded in Volume 12821, Page 151 of the Official Public Records
of Brazos County and the beginning of a curve to the left;
THENCE along said curve to the left, have a radius of 1545.00 feet, an arc length of 97.21 feet,
a delta angle of 3°36'19", a chord bearing of South 73°40'51" East, and a chord length of 97.20
feet, to a found 5/8-inch iron rod (with cap stamped "Jones&Carter") marking a westerly corner
of the herein described subject tract being common with the southeast corner of said 78.63 acre
tract;
THENCE along the common lines of the herein described subject tract and said 78.63 acre tract
the following three (3) courses and distances:
Page 2 of 4
Grid Raceplex Holdings, Ltd. S.D. Smith Survey
178.73 Acres Abstract No. 210
1. North 15°22'50" East, 129.38 feet to a found 5/8-inch iron rod (with cap stamped
"Jones&Carter") and the beginning of a curve to the right;
2. Along said curve to the right, have a radius of 900.00 feet, an arc length of 405.93 feet, a
delta angle of 25°50'33", a chord bearing of North 28°18'06" East, and a chord length of
402.50 feet, to a found 5/8-inch iron rod (with cap stamped "Jones&Carter");
3. North 24°49'31" East, 29.55 feet to a set 5/8-inch iron rod (with cap stamped
"Jones&Carter") marking the most northerly west corner of the herein described subject
tract being common with an easterly corner of said 78.63 acre tract and a westerly
corner of aforementioned 552.905 acre remainder tract;
THENCE along the common lines of the herein described subject tract and said 552.905 acre
remainder tract the following eleven (11)courses and distances:
1. South 31°49'15" East, 109.67 feet to a set 5/8-inch iron rod (with cap stamped
"Jones&Carter");
2. South 56°06'51"West, 33.54 feet to a set 5/8-inch iron rod (with cap stamped
"Jones&Carter");
3. South 55°20'18" West, 13.46 feet to a set 5/8-inch iron rod (with cap stamped
"Jones&Carter");
4. South 36°44'50" East, 2029.31 feet to a set 5/8-inch iron rod (with cap stamped
"Jones&Carter");
5. North 70°44'50" East, 460,09 feet to a point-for-corner;
6. North 21°00'39"West, 165.67 feet to a set 5/8-inch iron rod (with cap stamped
"Jones&Carter");
7. North 21°26'58" West, 413.13 feet to a set 5/8-inch iron rod (with cap stamped
"Jones&Carter");
8. North 68°33'02" East, 784.57 feet to a set 5/8-inch iron rod (with cap stamped
"Jones&Carter") and the beginning of a curve to the left;
9. Along said curve to the left, have a radius of 940.00 feet, an arc length of 186.23 feet, a
delta angle of 11°21'04", a chord bearing of North 62°52'30" East, and a chord length of
185.92 feet, to a set 5/8-inch iron rod (with cap stamped "Jones&Carter");
10. North 39°32'17"West, 218.51 feet to a set 5/8-inch iron rod (with cap stamped
"Jones&Carter");
11. North 50°27'43" East, 2270.00 feet to a set 5/8-inch iron rod (with cap stamped
"Janes&Carter") marking the north corner of the herein described subject tract being
common with an easterly corner of said 552.905 acre remainder tract and in the west
line of a called 2.92 acre tract conveyed by General Warranty Deed to Ashraf Lakhani
recorded in Volume 8902, Page 256 of the Official Public Records of Brazos County;
THENCE South 39°32'17" East, along the common line of the herein described subject tract and
said 2.92 acre tract, 1142.36 feet to a found 1/2-inch iron rod marking the most northerly east
corner of the herein described subject tract being common with a westerly interior corner of a
called 6.00 acre tract conveyed by General Warranty Deed to Samantha E. Conole recorded in
Volume 1681, Page 299 of the Official Public Records of Brazos County;
THENCE South 13°53'13" West, passing at 1261.37 feet a found 1/2-inch iron rod (with cap
stamped "Strong") marking the northeast corner of aforementioned 10.00 acre tract being in the
Page 3of4
t,o; Bi, V o_t
1.1,' ',oh/ !)t:' 1, 9
�/
Grid Racepiex Holdings, Ltd. S.D. Smith Survey
178.73 Acres Abstract No, 210
west line of a called 5,604 acre tract conveyed by General Warranty Deed to Samantha E.
Conole recorded in Volume 1685, Page 221 of the Official Public Records of Brazos County,
continuing in all a total distance of 1613.08 feet to a found 1/2-inch iron rod (with cap stamped
"Strong")marking an easterly corner of the herein described subject tract being common with
the northeast corner of a called 10.01 acre tract conveyed by General Warranty Deed to Laredo
Energy V, L.P. recorded in Volume 11588, Page 220 of the Official Public Records of Brazos
County and in a westerly line of a called 6.348 acre tract conveyed by General Warranty Deed
to Charles A. Anderson, II recorded in Volume 1647, Page 281 of the Official Public Records of
Brazos County;
THENCE along the common lines of the herein described subject tract and said 10.01 acre tract
the following four(4)courses and distances:
1. North 76°35'25"West, 574.92 feet to a found 1/2-inch iron rod (with cap stamped
"Strong");
2. South 14°00'53"West, 286.04 feet to a found 1/2-inch iron rod (with cap stamped
"Strong");
3. South 86°05'16"West, 349,33 feet to a found 1/2-inch iron rod (with cap stamped
"Strong"), from which a found 1/2-inch iron rod (with cap stamped "Strong") marking the
northwest corner of aforementioned 10.00 acre tract bears North 13°52'06" East, 749.45
feet;
4. South 09°31'10"West, 165.80 feet to a found 1/2-inch iron rod (with cap stamped
"Strong") in an easterly line of the herein described subject tract being common with
southwest corner of said 10.01 acre tract and the northwest corner of aforementioned
20.00 acre tract;
THENCE along the common lines of the herein described subject tract and said 20.00 acre tract
the following four(4)courses and distances:
1. South 04°14'54" East, 117.42 feet to a found 1/2-inch iron rod for angle;
2. South 26°26'44"West, 114.20 feet to a found 3/8-inch iron rod for angle;
3. South 07°20'44"West, 314.98 feet to a found 1/2-inch iron rod (with cap stamped
"Strong")for angle;
4. South 10°05'29"West, 282.26 feet to the POINT OF BEGINNING, CONTAINING 178.73
acres of land in Brazos County, Texas as shown on Dwg No. 1446 filed in the offices of
Jones'Carter in College Station, Texas.
r.�
, ( ' /
+ OF4; v ..
't \sTIlk 1 k:` 7 /
r'
+JAMES E.JOHNSON
Z 6604 'd/ t`
Page 4 of 4
Doc Bk Vol Po
01284607 OR 13809 87
ACKNOWLEDGED on the ,f/'J day of bee W,2016.
BRAZOS COUNTY MUNICIPAL UTILITY
DISTRICT NO. 1
Vi Ce,President,Board of Directors
AT 'EST:
Filed for Record in:
BRAZOS COUNTY
40,7
'
•' ----------�-- On: Jan 17/201? at +73:07P
SVS • Sc �tary,Board of Directors
As a
Recordings
(SAj.0u4/r,` Document Number: 01286607
u
\)N\G11'I1L UT7l//,'�� Amount 62.00
0
,'�� 4, -f .,amu,
Receipt Number - 593256
lam: ht
e5E Patsy Montalbane
<?,'t
' S A /61 STATE OF TEXAS COUNTY OF BRAZOS
%6�T „•........,. S.. I hereby certify that this instrument was
filed on the date and time stamped hereon bs me
4,i�i��*11«oae and was duly recorded in the volume and page
of the Official Public records of:
BRAZOS COUNTY
as stamped hereon bs me.
Jan 17/2017
Karen McQueen/ Brazos County Clerk
BRAZOS COUNTY
634011 6