HomeMy WebLinkAboutResolution No. 2025-130CITY OF THE COLONY, TEXAS
RESOLUTION NO. 2025 -D
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE
COLONY, TEXAS, AUTHORIZING AND APPROVING THE
EXECUTION OF A PRIVATE TRANSFER AGREEMENT (GRANT BY
SPECIAL WARRANTY DEED) BY AND BETWEEN THE COLONY
LOCAL DEVELOPMENT CORPORATION AND LMG VENTURES, LLC,
A TEXAS LIMITED LIABILITY COMPANY, CONCERNING THE
CONVEYANCE OF APPROXIMATELY 1,365,123 SQUARE FEET OR
31.3389 -ACRES OF LAND SITUATED IN THE B.B.B. & C.R.R. CO.
SURVEY, ABSTRACT NO. 174, CITY OF THE COLONY, DENTON
COUNTY, TEXAS; PROVIDING A SEVERABILITY CLAUSE; AND
PROVIDING FOR AN IMMEDIATE EFFECTIVE DATE.
WHEREAS, The Colony Local Development Corporation (hereinafter referred to as the
"LDC") has been created and organized as a public, nonprofit local government corporation
incorporated pursuant to Subchapter D of Chapter 431, Texas Transportation Code, as amended to
aid, assist and act on behalf of the City of The Colony, Texas (hereinafter referred to as the "City")
in the performance of the City's governmental functions; and
WHEREAS, LDC is the sole owner of approximately 1,365,123 square feet or 31.3389 -
acres of land situated in the B.B.B. & C.R.R. Co. Survey, Abstract No. 174, City of The Colony,
Denton County, Texas, subject to the Private Transfer Agreement (Grant by Special Warranty
Deed), a copy of which is attached hereto as Exhibit A, pursuant to Instrument Numbers 2014-
30675, 2014-30676, and 2014-30677 filed and recorded in the Real Property Records of Denton
County, Texas; and
WHEREAS, on or about November 5, 2025, the Board of Directors of the LDC approved
the Private Transfer Agreement (Grant by Special Warranty Deed) a copy of which is attached
hereto as Exhibit A, conveying approximately 1,365,123 square feet or 31.3389 -acres of land
situated in the B.B.B. & C.R.R. Co. Survey, Abstract No. 174, City of The Colony, Denton County,
Texas, to LMG Ventures, LLC; and
WHEREAS, the form of the Private Transfer Agreement (Grant by Special Warranty
Deed) was approved as part of the bond validation suit styled Ex parte The Colony, in the 53`d
Judicial District Court, Travis County, Texas, Cause No. 0 -1 -GV -11-001995, decided January 18,
2012, Trial Exhibit No. 38; and
WHEREAS, the City Council for the City of The Colony, Texas, finds and determines it
is in the best interest of the City of The Colony, Texas, to approve the Private Transfer Agreement
(Grant by Special Warranty Deed) by and between the LDC and LMG Ventures, LLC, a copy of
which is attached hereto as Exhibit A.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF THE COLONY, TEXAS, THAT:
SECTION 1. The findings set forth above are hereby found to be true and correct findings
of the City and are incorporated into the body of this Resolution as if fully set forth herein.
SECTION 2. The City Council of the City of The Colony, Texas, does hereby approve
and authorize the President of the LDC to execute the Private Transfer Agreement (Grant by
Special Warranty Deed) by and between the LDC and LMG Ventures, LLC, a copy of which is
attached hereto as Exhibit A, and is incorporated herein for all purposes.
SECTION 3. If any section, article paragraph, sentence, clause, phrase or word in this
Resolution, or application thereto to any persons or circumstances, is held invalid or unconstitutional
by a Court of competent jurisdiction, such holding shall not affect the validity of the remaining
portions of this Resolution; and the City Council hereby declares it would have passed such remaining
portions of this Resolution despite such invalidity, which remaining portions shall remain in full force
and effect.
SECTION 4. This Resolution shall become effective immediately upon passage.
PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE
COLONY, TEXAS, THIS 5th DAY OF NOVEMBER 2025.
ichard Boyer, Mayor
City of The Colony, Texas
ATTE
Tina Stewart, TRMC, CMC, City Secretary
:tee
APPROVED AS TO FORM: ..'s
�1
Jeffrey L. M pre, City Attorney Ana Lidia AlvaradoMy Commission Expires
+ 4/23/2029
Notary 10135512577
Page 2
Exhibit A
Private Transfer Agreement
(Grant by Special Warranty Deed)
[1,365,123 square feet or 31.3389 -acres of land situated
in the B.B.B. & C.R.R. Co. Survey, Abstract No. 174,
City of The Colony, Denton County, Texas]
IsAna Lidle Alvarado
My CommissionExpires
4123!2429
Notary ID135512577
Recorded On: November 06, 2025 11:18 AM
Total Recording: $65.00
Denton County
Juli Luke
County Clerk
Instrument Number: 125540
Real Property Recordings
MISCELLANEOUS
Number of Pages: 11
" Examined and Charged as Follows: "
*********** THIS PAGE IS PART OF THE INSTRUMENT ***********
Any provision herein which restricts the Sale, Rental or use of the described REAL PROPERTY
because of color or race is invalid and unenforceable under federal law.
File Information:
Document Number:
Receipt Number:
Recorded Date/Time:
User:
Station:
125540
20251106000234
November 06, 2025 11:18 AM
Brooke M
Station 36
Record and Return To:
THE CITY OF THE COLONY
6800 MAIN STREET
THE COLONY TX 75056
STATE OF TEXAS
COUNTY OF DENTON
I hereby certify that this Instrument was FILED In the File Number sequence on the date/time
printed hereon, and was duly RECORDED in the Official Records of Denton County, Texas.
Juli Luke
County Clerk
Denton County, TX
NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU
MAY REMOVE OR STRIKE ANY OR ALL 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.
PRIVATE TRANSFER AGREEMENT
(GRANT by SPECIAL WARRANTY DEED)
THE STATE OF TEXAS
KNOW ALL MEN BY THESE PRESENTS:
COUNTY OF DENTON
After making findings that this grant is authorized by Texas Tax Code Section 311.010(h),
serves the legitimate public purpose of promoting economic development, and affords a clear
public benefit in terms of both increased tax revenue and job opportunities, THE COLONY LOCAL
DEVELOPMENT CORPORATION, a Texas non-profit corporation ("Grantor"), for and in
consideration of the sum of Ten and No/100 Dollars ($10.00) and other valuable non -monetary
consideration in the form of the Additional Consideration (defined below), for which no lien is
retained either express or implied, and pursuant to which no right of reverter is granted to Grantor
or its successors or assigns either express or implied, the receipt and sufficiency of which
consideration are hereby acknowledged to be adequate, has GRANTED, SOLD, AND
CONVEYED, and by these presents does hereby GRANT, SELL AND CONVEY, unto LMG
VENTURES, LLC, a Texas limited liability company ("Grantee") having an address of 700 S. 72nd
Street, Omaha, NE 68114, all that real property situated in the County of Denton, State of Texas,
and more particularly described on Exhibit "A" attached hereto and made a part hereof for all
purposes plus all of Grantor's right, title and interest in and to (i) all improvements and related
amenities located in and on such real property, (ii) easements, if any, benefiting such real property,
(iii) the oil, gas, and other minerals (and all executory and leasing rights relating thereto) that are
in and under such real property and that may be produced from such real property and (iv)
appurtenances, if any, pertaining to such real property, including any right, title and interest of
Grantor in and to: (a) water wells and any other permits for utilities, drainage and detention rights
which serve or which will serve the land and improvements now or hereafter constructed thereon;
(b) any architectural plans and specifications, surveys, engineering, soils, seismic, geological and
environmental reports, studies, certificates and other technical descriptions applicable to the land
and/or improvements; (c) any warranties, guaranties, indemnities, claims and causes of action, to
the extent applicable to the land and/or improvements; (d) any licenses, permits, governmental
approvals, utility commitments, utility rights, reimbursement rights, development rights or other
similar rights; (e) any rights to credits, refunds, and reimbursements including without limitation
any credits against, or right to pay reduced application fees, permit fees, inspection fees or impact
fees applicable to the land; (f) any rights under zoning cases, preliminary plans, plats, and other
development applications and approvals; and (g) all other development rights, powers, privileges,
options, or other benefits associated with, that pertain to, are attributable to, are appurtenant to,
apply to, or which otherwise directly benefit the land (collectively, the "Prope").
The "Additional Consideration" for this transfer to Grantee includes the following grant
performance standards:
1. Grantee's use of the Property increasing the property tax revenues and sales tax
revenues collected by the City of The Colony, Texas, within Tax Increment Reinvestment Zone
Number One, City of The Colony, Texas (the "Zone").
2. On January 1 of the first calendar year after the Facility defined in the Final Project
and Finance Plan for Tax Increment Reinvestment Zone Number One, City of The Colony, Texas,
adopted by the Board of Directors of the Zone on November 15, 2011, and approved by the City
Council on November 15, 2011 (the "Project and Finance Plan") is open for business to the public,
TXFM, Inc., a Texas corporation, causing the Facility to provide a minimum of 850 Full -Time
Equivalent Jobs as defined in the Project and Finance Plan. If the Facility does not provide the
required minimum number of Full -Time Equivalent Jobs, the penalty provisions included in that
certain Development and Tax Increment Payment Agreement approved by Grantor on November
15, 2011, shall apply to TXFM, Inc. On April 7, 2015, the Grantor approved Resolution No.
LDC2015-003 finding that the performance standards referenced in this Section 2 were satisfied.
Further, on December 5, 2017, the City Council of the City of The Colony, Texas, approved
Resolution No. 2017-109 finding that the performance standards reference in this Section 2 were
satisfied. Grantor, on behalf of itself and on behalf of any party holding a right under the Project
and Finance Plan or any documents ancillary thereto, expressly acknowledges and agrees with
such findings, and further acknowledges and agrees that the obligation with respect to required
minimum number of Full -Time Equivalent Jobs, and any penalty associated therewith as aforesaid,
shall not survive the execution and delivery of this Private Transfer Agreement.
3. This Private Transfer Agreement is made and accepted expressly subject to the
matters set forth on Exhibit B attached hereto and made a part hereof for all purposes and subject
to the lien for all ad valorem taxes arising after the date hereof the payment of which Grantee
hereby assumes (collectively, the "Permitted Encumbrances").
TO HAVE AND TO HOLD the Property, subject to the Permitted Encumbrances, together
with all and singular the rights and appurtenances belonging in any way to the Property, unto the
said Grantee, its successors and assigns forever, and Grantor binds itself and its successors and
assigns to warrant and forever defend all and singular the Property, subject to the Permitted
Encumbrances, to Grantee, its successors and assigns against every person lawfully claiming or to
claim all or any part of the Property, by, through, or under Grantor, but not otherwise.
[SIGNATURE PAGE FOLLOWS]
IN WITNESS WHEREOF, Grantor has executed this Private Transfer Agreement (Sale
by Special Warranty Deed) to be effective as of Obv er4er S , 2025.
GRANTOR:
THE COLONY LOCAL DEVELOPMENT
CORPORATION,
a Texas non-profit corporation
Richard Boyer, President
TE5
Dan Rainey, Secretary
STATE OF TEXAS §
COUNTY OF DENTON §
This instrument was acknowledged before me on this 5 day of October, 2025, by Richard
Boyer, the President of The Colony Local Development Corporation, a Texas non-profit
corporation, and acknowledged to me that he executed the same for the purposes and consideration
therein expressed on behalf of said corporation.
E
TINA STEWART
tary 147 #11cion 385819
Expir Cammissivn Exp4resFebruary 14. 2027
AFTER RECORDING RETURN TO:
James Kirkland
Kuckelman Torline Kirkland
10740 Nall, Ste. 250
Overland Park, KS 66211
r ''_C`L�W,_
Notary Public in and for the State of Texas
Exhibit A — Description of the Property
Exhibit B
LEGAL DESCRIPTION:
BEING a tract of land situated in the B.B.B. & C.R.R. Co. Survey, Abstract No. 174, Denton
County, Texas and being the remainder of a called 5 1. 11 acre tract described as Tract 3 in
Correction Special Warranty Deed to The Colony Local Development Corporation recorded in
Document No. 2014-30677 of the Official Records, Denton County, Texas and being more
particularly described as follows:
BEGINNING at a 1/2" iron rod with plastic cap stamped "GRAHAM ASSOC INC" found in the
south right-of-way line of Grandscape Boulevard (a variable width right-of-way), in the north
line of said remainder of 5 1. 11 acre tract, said point being the beginning of a tangent curve to the
right with a radius of 645.00 feet, a central angle of 05°06'43", and a chord bearing and
distance of North 86'43'19" East, 57.53 feet;
THENCE with said south right-of-way line of Grandscape Boulevard, the following courses and
distances:
In a easterly direction, with said tangent curve to the right, an arc distance of 57.55 feet to a 5/8"
iron rod with plastic cap stamped "KHA" set for corner;
North 89°16'41" East, a distance of 66.76 feet to a 5/8" iron rod with red plastic cap stamped
"KHA" set at the northwest corner of a right-of-way corner clip for the intersection of said
south right-of-way line of Grandscape Boulevard and the west right-of-way line of West Spring
Creek Parkway (a variable width right-of-way), from which a X cut in concrete found
bears South 47°13'55" East, a distance of 15.25 feet;
THENCE with said right-of-way clip and said west right-of-way line of West Spring Creek
Parkway and the east lines of said remainder of 5 1. 11 acre tract, the following courses and
distances:
South 47016'34" East, a distance of 36.30 feet to a 5/8" iron rod with red plastic cap stamped
"KHA" set for corner at the beginning of a non -tangent curve to the right with a radius of
970.00 feet, a central angle of 0204705", and a chord bearing and distance of South 01°41'58"
East, 47.14 feet;
In a southeasterly direction, with said non -tangent curve to the right, an arc distance of 47.14 feet
to a 5/8" iron rod with red plastic cap stamped "KHA" set for corner;
South 00°18'26" East, a distance of 1,340.78 feet to a 5/8" iron rod with red plastic cap stamped
"KHA" set for corner at the southeast corner of said remainder of 51.11 acre tract and
being in the north line of Kings Ridge Addition Phase Three, an addition to the City of The Colony
according to the plat recorded in Cabinet X, Page 450 of the Plat Records, Denton
County, Texas;
THENCE departing said west right-of-way line of West Spring Creek Parkway and the north line
of said Kings Ridge Addition Phase Three, and the north line of said Kings Ridge Addition
Phase Three, South 89°39'43" West, a distance of 1,199.17 feet to a 5/8" iron rod with plastic cap
stamped "KHA" set for corner in the east right-of-way line of Burlington Northern Santa
Fe Railroad (a 100 -foot wide right-of-way) and being the southwest corner of said remainder of
5 1. 11 acre tract and being at the beginning of a non -tangent curve to the left with a radius
Exhibit B
of 3,803.75 feet, a central angle of 09'19'41 ", and a chord bearing and distance of North 02°20'08"
West, 618.58 feet;
THENCE with said east right-of-way line of Burlington Northern Santa Fe Railroad, the
following courses and distances:
In a northwesterly direction, with said non -tangent curve to the left, an arc distance of 619.27 feet
to a 5/8" iron rod with plastic cap stamped "KHA" set for corner;
North 06°59'58" West, a distance of 106.49 feet to a 5/8" iron rod with plastic cap stamped "KHA"
set for corner in said south right-of-way line of Grandscape Boulevard;
THENCE with said south right-of-way line of Grandscape Boulevard, the following courses and
distances:
North 73°47'38" East, a distance of 75.23 feet to a 5/8" iron rod with plastic cap stamped "KHA"
set for corner;
North 16°12'22" West, a distance of 23.07 feet to a 5/8" iron rod with plastic cap stamped "KHA"
set for corner, from which a brass cap stamped "GRAHAM ASSOCIATES
817-640-8535" bears South 84°42'51" West, a distance of 11.67 feet;
North 72°09'55" East, a distance of 50.42 feet to a 5/8" iron rod with plastic cap stamped "KHA"
set for corner at the beginning of a non -tangent curve to the left with a radius of
794.00 feet, a central angle of 32'44'41", and a chord bearing and distance of North 57°25'05"
East, 447.62 feet;
In a northeasterly direction, with said non -tangent curve to the left, an arc distance of 453.77 feet
to a 5/8" iron rod with plastic cap stamped "KHA" set for corner;
North 41'02'45" East, a distance of 240.20 feet to a 5/8" iron rod with plastic cap stamped "KHA"
set for corner at the beginning of a tangent curve to the right with a radius of 656.00
feet, a central angle of 27°31'50", and a chord bearing and distance of North 54°48'40" East, 312.18
feet;
In a northeasterly direction, with said tangent curve to the right, an arc distance of 315.21 feet to a
1/2" iron rod with illegible cap found for corner at the beginning of a compound
curve to the right with a radius of 357.00 feet, a central angle of 15°35'23", and a chord bearing
and distance of North 76°22'16" East, 96.84 feet;
In a northeasterly direction, with said compound curve to the right, an arc distance of 97.14 feet to
a 5/8" iron rod with plastic cap stamped "KHA" set for corner;
North 84°09'58" East, a distance of 80.36 feet to the POINT OF BEGINNING and containing
1,365,123 square feet or 31.3389 acres of land.
Bearings are based on State Plane Coordinate System, North Texas Central Zone 4202, North
American Datum of 1983 (2011).
Exhibit B
Exhibit B — Permitted Encumbrances
Exhibit B — To include those exceptions listed on Schedule B of the Owner's Title Commitment
plus the following exceptions:
Those rights recorded against the Property to secure performance of the public entities under
certain economic incentive agreements, including rights under any (a) covenants, conditions and
restrictions; (b) easements; (c) transfer documents that include a determinable interest, reversion
or other similar right; or (d) a deed of trust to secure performance.
In order to ensure that there are adequate public controls in place to ensure that the grant
performance standards set out in the Project and Finance Plan are satisfied, the public purpose is
accomplished and to protect the public's investment, to the extent bond proceeds financed the
acquisition by the City of the Property or the improvements the City constructed on such Property,
the land and improvements are restricted to uses consistent with those identified in the documents
authorizing the issuance of such bonds (e.g., if bond proceeds constructed a warehouse/distribution
facility located on the Property, then the Property may only be used for warehouse/distribution
uses for so long as such bonds remain outstanding). Once such bonds are paid, this restriction
shall automatically terminate. Evidence of payment of such bonds may be recorded by Grantee in
the Denton County deed records.
Exhibit B