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HomeMy WebLinkAboutResolution No. 06-047 RESOLUTION NO. o6-11Lf' A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, APPROVING THE TERMS AND CONDITIONS OF THE AGREEMENT REGARDING GROUND LEASE, AND THE EXHIBITS THERETO, BY THE CITY OF THE COLONY, TEXAS IN FAVOR OF TEXAS CAPITAL BANK, NATIONAL ASSOCIATION, PROVIDING FOR THE ADVANCE OF A LOAN TO WYNNWOOD PENINSULA VENTURE, WHICH IS ATTACHED HERETO AND INCORPORATED HEREIN AS ATTACHMENT "I"; AUTHORIZING THE CITY MANAGER TO EXECUTE THE AGREEMENT; PROVIDING A REPEALER CLAUSE; AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City of The Colony ("City") is the owner of a leasehold interest in and to the real property in Denton County leased to Wynnwood Peninsula, L.P.; and WHEREAS, Wynnwood Peninsula Venture ("Borrower") has requested that Texas Capital Bank ("Lender") advance a loan which will be used by Borrower to construct an eighteen (18) hole golf course, a beach club, marina, and related amenities; and WHEREAS, as a condition to Lender's agreement to advance the loan to Borrower, Lender has required the Agreement Regarding Ground Lease and the Exhibits thereto, which are attached hereto as Attachment "1," be obtained for the benefit of the Lender; WHEREAS, the City desires to approve under the terms and conditions of the Agreement Regarding Ground Lease ("Agreement"), which is attached hereto and incorporated herein as Attachment "1" and to authorize the City Manger to execute the same; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS THAT: Section 1. The City Council hereby approves the terms and conditions of the Agreement Regarding Ground Lease, and the Exhibits thereto, by the City of The Colony, Texas in favor of Texas Capital Bank, National Association, providing for the advance of a loan to Wynnwood Peninsula Venture, which is attached hereto and incorporated herein as Attachment "I." Section 2. That the City Manager is hereby authorized to execute all appropriate documents to enter into said Agreement as provided for herein. Section 3. This Resolution shall become effective immediately from and after its passage, as the law and charter in such cases provides. PASSED, APPROVED and EFFECTIVE thi{$;.y of III T ,2006. hn Dillard, Mayor ity of The Colony, Texas Page 1 65929 ATTEST: [2~Jd~ City of The Colony, Texas Robert E. Hager, . Attorney City of The Colony, Texas (REH/cdb 5/1106) Page 2 65929 AGREEMENT REGARDING GROUND LEASE THIS AGREEMENT REGARDING GROUND LEASE (this "Agreement") is made and entered this Isr day of May, 2006, by THE CITY OF THE COLONY, TEXAS ("Landlord"), in favor of TEXAS CAPITAL BANK, NATIONAL ASSOCIATION ("Lender"). R E C I I A L s.: A. Landlord is the owner of a leasehold interest in and to the real property in Denton County, Texas, which is described on Exhibit "A" attached hereto and made a part hereof for all purposes (the "Premises"). Landlord's leasehold interest in the Premises is derived from a certain Lease (the "Prime Lease") dated May 12, 2000, by and between the Secretary of the Army (the "Prime Landlord") and Landlord. B. Pursuant to a certain Ground Lease Agreement (the "Lease") dated July 21, 1997, Landlord leased the Property to Wynnwood Peninsula, L.P., a Texas limited partnership ("WP"). WP thereafter assigned its rights under the Lease to Wynnwood Army, LLC ("Tenant") pursuant to that First Amendment to Ground Lease Agreement between Landlord, WP, and Tenant dated July 20, 1998. C. Wynnwood Peninsula Venture, a Texas partnership ("Borrower") has requested that Lender advance a loan in the principal amount of $39,000,000.00 to Borrower (the "Loan"). The Loan will be secured in part by the lien and security interests of a certain Leasehold Deed of Trust (the "Deed of Trust"), covering, among other things, all of Tenant's right, title and interest under the Lease, but only to the extent of the real property described on Exhibit "B" attached hereto and incorporated herein (the "Collateral Premises"). The collateral covered by the Deed of Trust is collectively called the "Mortgaged Property." The Deed of Trust and all of the other documents and instruments which evidence or secure the Loan are sometimes collectively called the "Loan Documents." D. The proceeds of the Loan will be used by Borrower to construct an eighteen (18) hole golf course, a beach club, marina, and related amenities on the Collateral Premises (collectively, the "Facilities"). E. As a condition to Lender's agreement to advance the Loan to Borrower, and as a material inducement to Lender to do so, Lender has required that Tenant obtain this Agreement for the benefit of Lender. 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 and confessed, Landlord hereby agrees as follows: 1. Default bv Tenant. Landlord hereby agrees to deliver written notice to Lender of any default by Tenant under the Lease simultaneously with the giving of such notice to Tenant, which written notice shall specifically describe each alleged default of Tenant. Following AGREEMENT REGARDING GROUND LEASE Page 1 i Lender's receipt of any such notice, Lender shall have the right, but shall not be obligated, to cure any such default of Tenant as follows: (a) within twenty (20) days after Lender's receipt of a written default notice from Landlord in the event the alleged default is a failure by Tenant to pay any of its monetary obligations under the Lease attributable to the Collateral Premises; or (b) within thirty (30) days after Lender's receipt of a written default notice from Landlord in the event the alleged default is not a failure by Tenant to pay any of its monetary obligations under the Lease; provided, however, that in the case of any nonmonetary default attributable to the Collateral Premises which cannot with diligence be cured within the said 30 day period, if within such 30 day period Lender provides Landlord written notice of the curative measures which it proposes to . undertake and proceeds promptly to initiate such measures to cure such default, and thereafter prosecutes the curing of such default with diligence and continuity, the time within which such failure may be cured shall be extended for such period as may be necessary to complete the curing of such default with diligence and continuity, not to exceed 120 days following the receipt by Lender of a written notice of said default. 2. Acquisition of Property by Lender. If Lender succeeds to the interest of Tenant in and to the Lease by means of foreclosure under the Deed of Trust, by means of a transfer in lieu of such foreclosure, or by any other means due to the failure or inability of Tenant to pay the indebtedness secured by the Deed of Trust or to perform any of its obligations under the Loan Documents, Landlord shall hereafter accept, recognize and treat Lender as the tenant under the Lease, and Landlord shall continue to perform all of its obligations under the Lease attributable to the Collateral Premises only. Lender may thereafter, with the consent of Landlord, sell, convey, assign, transfer or sublet, in whole or in part, its right, title and interest in and to the Lease. 3. Representations bv Landlord. Landlord hereby represents and warrants the following to Lender: (a) Landlord acknowledges the Loan; (b) Neither the Lease nor the Prime Lease has been modified, altered or amended except as described herein, and the Lease and the Prime Lease are each in full force and effect; ( c) Landlord has not received any notice of default from the Prime Landlord under the Prime Lease; (d) Tenant is not in default of any of its obligations under the Lease and no events have occurred which, with notice, the passage of time or both, would constitute a default in any of Tenant's obligations under the Lease; (e) Except as described herein (including Section 10 hereof), Landlord has no knowledge of any prior assignment or pledge of Tenant's interest in the Lease; AGREEMENT REGARDING GROUND LEASE Page 2 .. (f) Premises; Landlord has not mortgaged or otherwise encumbered its interest in the (g) To the best of Landlord's knowledge, Landlord has no current right to terminate the Lease based on any acts or omissions of Ten ant as of the date hereof; (h) Landlord has all requisite power and authority to execute and deliver this Agreement; and (i) To the best of Landlord's knowledge, the Lease has been approved by the Prime Landlord. 4. Covenants and Agreements bv Landlord. Landlord hereby covenants to and agrees with and for the benefit of Lender as follows: (a) The Lease shall not be amended or modified after the date hereof without Lender's prior written consent, which consent shall not be unreasonably withheld; (b) Landlord will not amend or modify or agree to terminate the Prime Lease without Lender's prior written consent, which consent shall not be unreasonably withheld; ( c) Landlord shall. not mortgage or encumber the Collateral Premises or any of its interests therein without Lender's prior written consent (which consent shall not be unreasonably withheld), except for mortgages and other encumbrances which are subject and subordinate in the Deed of Trust; (d) In the event of any termination of the Lease (including, without limitation, any termination pursuant to the Federal Bankruptcy Code), (i) Lender shall have the right to require that Landlord enter into a new lease agreement with Lender with respect to the Collateral Premises within forty-five (45) days after the date on which Lender receives written notice of the termination of the Lease, and (ii) subject to the approval of the Prime Landlord, Landlord and Lender shall enter into such new lease agreement on the same terms and conditions as the Lease, as modified by this Agreement, within thirty (30) days after Landlord receives Lender's request; and (e) Landlord shall deliver to Lender copies of any and all notices received by Landlord that Landlord is in default under the terms of the Prime Lease or that the Prime Lease has been or will be terminated, within fifteen (15) days of Landlord's receipt of such notice. 5. Subordination of Lien. Landlord hereby subordinates, for the term of the Loan, all liens and security interests of every kind against the inventory, furniture, fixtures and equipment located on the Premises ("Personalty"), including, but not limited to, the lien and security interest described in Section 4.03 of the Lease to the liens and security interests of Lender in the Personalty. Lender shall have the right to remove the Personalty from the AGREEMENT REGARDING GROUND LEASE Page 3 4 Premises only during the term of the Lease and for a period of sixty (60 days after Landlord has given written notice to Lender that the Lease has been terminated. If Lender undertakes such removal, Lender shall be obligated to repair, at Lender's expense, any damage to the Premises caused by the removal of any Personalty. If Lender fails to remove such Personalty during the term of the Lease or within sixty (60) days after receiving written notice from Landlord of the termination of the Lease, such Personalty shall be deemed to have been abandoned by such Lender. 6. Notice of Leasehold Deed of Trust. This Agreement shall constitute notice to Landlord of the Deed of Trust. Lender's address for notice is as set forth below. 7. Notices. All notices given under this Agreement (and under the Lease to Lender) shall be in writing and shall be given in accordance with the requirements of Section 30.01 of the Lease. The respective addresses for Landlord and Lender are as follows: Landlord: The City of The Colony, Texas 5151 North Colony Boulevard The Colony, Texas 75056-0008 Attn: City Manager Lender: Texas Capital Bank, National Association 2100 McKinney Avenue, Suite 1250 Dallas, Texas 75205 Attn: Brett A. Walker Vice President The address to which any notice or other writing must be sent to either party hereto may be changed upon written notice given by such party as provided in the Lease. 8. Conflict. In the event of any conflict between the terms of this Agreement and any of the terms of the Lease, the terms of this Agreement shall govern and control. 9. Further Acts. Landlord agrees to execute and deliver to Lender from time to time such reasonable certifications as Lender may request with respect to the performance by Landlord and Tenant of their respective obligations under the Lease. In addition, Landlord agrees to execute and deliver to Lender from time to time such other reasonable documents and instruments as may be requested in order to effectuate the terms of this Agreement. 10. Prior Agreement. Landlord and Textron Financial Corporation ("Textron") have previously executed that certain Agreement Regarding Ground Lease dated September 15,2003 (the "Textron Agreement"). Landlord agrees that in the event Lender or Textron succeeds to the interest of Tenant in and to the Lease by means of foreclosure, transfer in lieu of foreclosure, or otherwise, Landlord shall execute and deliver, within thirty (30) days of receipt of written request by Lender or Textron, (a) a new lease with Lender or its designee with respect to the Collateral Premises, and (b) a new lease with Textron or its designee regarding the Golf Course Premises (as defined in the Textron Agreement). Such new lease agreements shall be on the same terms and conditions as the Lease, provided, that the Minimum Rent (as defined in the AGREEMENT REGARDING GROUND LEASE Page 4 Lease) shall be pro rated based on the number of acres in the Collateral Premises and the Golf Course Premises. LANDLORD: THE CITY OF THE COLONY, TEXAS By: Name: Title: CJ~ dL D "" L.tE.. c..1-I( .4 -r # AtC1 (!......ry M. '" IV 4- 6 € R... LENDER: TEXAS CAPITAL BANK, NATIONAL ASSOCIATION By: Name: Brett A. Walker Title: Vice President H:\JDD\CLlENTS\Texas Capital Bank\Wynne-Jackson - The Colony\Agreement re Ground Lease. v2.doc AGREEMENT REGARDING GROUND LEASE Page 5 . THE STATE OF TEXAS s s s COUNTY OF DENTON This instru~ent was acknowledged before me on the /.5;'clay of it, /.'I".,A-"L , J,,-)i)~, by iJl~t'l~ (~i-\~AiHA\It~ C, ':h. of The City of The Colony, Texal, on behalf of The City of The Colony, Texas. >""......"" g ,..,\\\W~II~I'#", ""............,......,......,"""'~ 'S ~"..\..,,(Ja~ C ' ~ !~!*' '\(~ HRISTlf NfU WILSON ~ ~ ~ :?:., /:, I Norary Public. Slale 01 Texas ~ , ~ -~ "IU\\ 1-'" .:- . ~ i ~"t,( 011\.",,"<: My Commission ExpIres 11-22 09 ~ " "UIn - , """"""""""'""",J ( . ". '-...7'"1 lG'1i~4-t./,..J-" ~Ll~{j., Notary.public, State of Texas 'I Ii f { .-/ - ( ~~ '5tr C. IJ/' f.:', Lt... Printed Name of Notary I /'\ , ), 1 C>\.~J:.u'1-Y-' . Ii I ...." ' .A, { .S,6V', My Commission Expires: / I, 2.;2- DS!'.-f STATE OF TEXAS s s s COUNTY OF DALLAS BEFORE ME, the undersigned, a Notary Public in and for said County and State, on this day personally appeared Brett A. Walker, Vice President of Texas Capital Bank, National Association, a national banking association, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same in the capacity therein stated, as the act of said association, for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the _ day of Notary Public, State of Texas Printed Name of Notary My Commission Expires: AGREEMENT REGARDING GROUND LEASE Page 6 . i , 1 i I . :"..; EXlUBIT A LEGAL DESClUnION TRAcr A: BEING A 605.795 ACRE TRAcr OF lAND SITUATED IN THE T. LUCKETr SURVEY, ABS"rRAcr NO.752, BIlB 8< CCR SURYEY,ABSTRAq NO. 182, AND TIfE S. PAYTON SURVEY, ABSTRAcr NO. 1009, IN TIfE CITY OF 1lll! COLONY, DENTON COUNTY, TEXAs, AND BEING ALL OF TRAcr 2, A CAT.! -ED 324.084 ACRE TRAcr OF LAND COlNEYEo TO wYNNwOOD PENINSULA, LTD, BY DEED RECORDED IN COUNTY CLI!RKs FlLJ; 93-!l.OO4882 I , A 56.584 ACRE TRAcr OF LAND CONVRYEn-TO WYNNWOOD PENlNSULA. LTD. BY DEED RECORDED IN COUNTy CLERKs FILl! NO 93.ROO87901, A 40.535 ACRE TRAcr OF LAND CONveYED BY DEED TO . WYNNwOOD PENINsULA. L ro. REcORDED INCOUNTy CLERKsFIL!! ,'110.94- ROO89415, A 40.000 ACRE TRAcr OF LAND CONVEYED TO WYNNwOOD PBNlNSULA, LTD. BY DEED RECORDED IN COUNTY ct.ERKs FILE NO. 9H076009, A 42.000 ACRE TRAcr OF lAND CONVByEJ:> TO WYNNwOOD PENINSULA, LTD. BY . DElID RECORDED IN COUNTy CLElUcs FILE NO. 97-R00ll6390, AND TIfE REMAiNDER OF A CA1.UlD 182.79 ACRE TRAcr OF LAND CONvEYED BY DEED TO ROBERT E. STRmF RECORDED IN VOLUME 574, PAGE 604, REAL PROPERlY RECORDS OF DENTONCOUNTy,1lrXAS. SAID 605.795 ACRE TRAcr OF lAND BEING MORE P ARTlCUi.AiU, Y DESCRIBED BY METEs AND BOUNDs AS FOLLOWS: BEGINNING AT CORPS OF ENGINEERs (C.O.B.) MONtlMENT NO. 041.2 FOUND AT THE SOtmiWEsT CORNER OF SAID 56.584.ACRE WYNNwOOD PENINSULA, LTD. TR.~CT; . THENCE. NORTH 01 DBGREEs 26 MINuTEs 52 SECONl:lS EAST, ALONG TIfE WEST LINE OF SAID 56.584 ACRE WYNNwClOD PENINsULA. L ro. TRAcr, A DISTANCE OF 1100.08 FEET TO A 3/4" IRON ROD FOUND,FORCORNER, THENCE. NORTH 0 I DEGREES 12 MINUTES 56 SECONDS EAST, CONTINUING ALONG THE WEST LlNB OF SAID 56.584 ACRE WYNNwOOD PENINSULA, LTD. TRACT, P ASSlNG THE SOl111IwEsT CORNER OF SAID4O.s35 ACRE TRAcr OF LAND CONVEYED BY DEED AT 49.89 FIlBT AND CONTINuING IN ALL A TOTAL DISTANCE OF 865.32 FEET ALONG THE WEST L1NE OF SAID 40.535 ACRE TRAcrTO A FENCE CORNER POST FOR THE NORTHWEsT CORNER OF SAID 40.535 ACRE TRACT; TIlENCE, SOUTH 89 DEGREEs 27 MINuTES 31 SECONDS EAST, ALONG THE NORTH !JNE OF SAID 40.535 ACRE WYNNWOOD PENINSULA. L ro. TRAcr, A DISTAl'ICE OF 2141.85 FEET TO A 112" IRON ROD FOUND FOR THE NORTHEAsT CORNER OF SAID 40.535 ACRE TRACT, SAID ~lNT ALSO BEING TIlE MOST Wi!STERr.YNORlHWBsT CORNER OF ffiE AFORESAID 324.084 ACRE WYNNWOOD PENINSULA. L ro. TRACT; THENCE, ALONG THE MONUMENT P ARIITION LINE BETWEEN TRACT AI, EXHlBlT Page 1 of 11 v. ~.>: ~Y A, ~ 'fR..\CT B2, EXHIBIT B, DESClUIiBD IN DI!ED OF PARtrnON, RECORDED IN VOLUME 2163, PAGE 433, DliBD lU!CORDS, DENToN COUNTy, 1'BXAs, AM> BElNO TIm SAM!! LINE AS DESCRlBBD IN DEED OF SAID 324.084 ACRl!WYNNwooD PENlNSULA, L m., TRACT; THI! FOLLOWING THREE COURsEs AND DISTANCES: SOUTH 89 QBG.!UlES 42 MlNIrrES 2S SECONDS EAST, A Dr8T ANCB OF 11 13.32 FEET TO A 112"'1RoN ROD FOUND FOR CORNER;, ' NOR1lf 00 DEGREES 44 MlNUTES II SECONDS BAST, A DISTANCB OF 2347.37 FEET TO A 112" IRON ROD FOUND FOR CORNER; NOR1lf S3 DBGREEs 47 MlNUTES 45 SECONDS !lAst, A Dl$T ANCIl OF 3532.09 FEET TO A Ill" IRON ROD FOUND FOR CORNER IN TIm SOUTIrUNB OF BOYD ROAD AS DesCRIBED m DEED TO TIm COUNTY OF DENTON RECORDED WV6loME'400, PAOE 323, DEED RECoRDS, DBN:roNCOUN1Y, ' TEXAS; , . . . . SOUTH 00 DEGREEs 3.5 MINuTEs 31 SECONDS WEsT. A DISTANCE OF 403.72 FEET TO C.O.E. MO~ NO. 0626-5 FOUND POR COkNER; ,soum 4S DEGREEs4S'MmuTES 38 SECONDS WEsT, A DISTANCE OF 219;95 FEET TO C.O.E. MONUMENT NO. 06264 FOUND FOR CORNER; SOUTIf21 DBGREES 42 MINuTEs 53 SECONDS EAST, A DISTANCE OF 504.77 FEET TO C.O.B. MONUMENT NO. 0626-3 FOUND FOR CORNER; SOUTH 64 DEGREEs 44.MlNt11i!s 03 SECONDs EAST, A DISTAI'ICE OF 5sa.21 ._ FEET TO C.Ol!: MONUMENT NO. 0626-2 FOUND FOR COlmER; SOUTH 16 DEGREES 23 MINUTES 14 SECONDS WEST. A DISTANCE OF 516.70 Page 2 of 11 ~, .. . "~'. o. ~. .......;..- ;;~-;:,i FEET 10 C.O.E. MONUMENT NO. 0626-1 FOUNIl"!'OR CORNER.; .. TImNCI!. SOUm 33 DIlGIUlEs 52 MINuIEs 21 SECONDS !!.AsT, CONTINtnNo ALoNo '!'HE SOUTH LINE OF SAlD U.S.A. TRAcr G-626. A DISTANCE OF 180.76 FEET 10 C.O.E. MONUwlNr NO. G627-1 FOUND FOR CORNER, SAID POINT 13E1NG 'l'HE NOR'fHEAsT CORNER OF AFOREsAID 182.79 ACRE ROBERT B. S'llUEF TRAcr AND TIm NORm WEST CORNER OF U.S.A. TRAcr G627 CONVEYED BY DEED RECORDED IN VOLUME 385, PAGE 99 AND MODIFlED BY QUiT Cl.AlM Dl!BD 10 E. SMlT.H AND ORA. MAl! SMI1H RECORDED IN VOLUME 468. PAGE 418, REAL PROPERTY RECORDs. DONrON COUNTy. TEXAs; TlmNCE, ALONG THE EAST LINE OF SAlD SllWlF TRACT AND TIm WEsT LINE OF U.SA TRAcr 0627 THE FOllOWING TEN COURsES AND DISTANCES; SOtrrH: 32 DEGREES 43 MiNUTES 30 SECONDS BAsT, A DlSTAlIICE OF 719.98 FEET TO C.o.a MONtlMENr NO. 0627-2 FOUND FOR CORNER; SOUTH 01 DEGREES 14 MINuTEs 39 SECoNDS WEST. A DISTANCE OF 2S0.36 . FEET TO C.O.B. MONtlMENr NO. 0627-3 FOUND FOR CORNlill.: . NOR'll! n DEGREEs 49 MINUms 13 SECoNDS WEST. A DISTANCE OF 250.67 FEET TO C.O.E. MONUMENn~O. G627-4 FQlJND FOR CORNER; NORTH 27 DEGREES II MiNUTES 57 SECONDS WEST, A DISTANCE OF 2n.42 FEET TO c.o.a MONUMENT NO. 0627-4AFOUND FOR CORNER, AT THE SOtrrH: COIlMlR OF A 0.23 Aau; TRACT OF LAND CONvlmm FROM ROBllRT a STR1EP TO U.S.A. BY DEBD RECORDED IN VOLUME 2457. PAGE 193. RllAI. PROPERTY lUlCOJU), DENToN COUNTy, TEXAs; NORTH oj DEGREEs 56 MINlJrEs 27 SECONDS EAsT, A DIST AlIICE OF 98.26 FEET TO 'C.O.E. MONtlMENr NO. 0627-413 FOUND FOR CORNER; NORTH 17 DEGREES 12 MINuTEs 22 SECONDS WEST. A DISTANCE OF 117.41 FEErTO C.O.E. MONUMENT NO. 0627-4C FOUND FOR CORNER; SOUTH 74 DEGREEs IS MiNuTEs SS SECoNDs WEsT, A DISTANCE OF 72.63 FEET TO C.OJ;. MONtlMENr NO. 0621-4D FOUND FOR CORNER; . NORTH 21 DEGREEs 11 MINuTEs S7 SECONDs WEsT. A DISTANCIWF 148.34 FEET TO C.oa MONtlMENr N'O. 0621-S FOUND FOR CORNER; Sourn 19 DEGREES 07 MlNUTEs 15 SECONDs WEsT, A OlSTANCE OF 443.3S FEET TO C.O.B. MONUMENT NO. G627-6 FOUND FOR COR.'IBR;, .. SOUTH 24 DEGREES S9 MINurns OS SECONDs EAST, A DISTANCE OF 499.68 FEET TO C.O.E. MONl1MENr NO. 627-7 FOUND FOR CORNER., SAID POINT Page 3 of 11 I,r - -'t, "0"' '..:;;.:;.< 13I!1NG THE NORTIIWEsr CORNER OF A U.s.A. TRAcr.0628 CONVIi'I'ED 13Y DEED REcORDED IN VOLUME 385, PAGE 99 AND MODlFIEp BY QUIT Cl.AiM DEllI> 1'0 E. SMlm AND OIlA MAl! SMIrn REcORDIlO IN VOLUME 468, l' AQll 418, REAL PROPBRTYRBCORDS, DENToN COUNTY, TBX.As; . '!HENCE, CONTINUING ALONG TIm EAsT LINll OF SAID 8TRIBF TRACT ANn TIm WEsT LINll OF SAID U.s.A. 'ttACT G628 THE FOLLOWlNG'ffiREE COURSES AND DISTANCES:" ", . SOUTH 30 DEGREEs 03 MlNurEs 06 stcoNDS WEsT, A DISTANCE 00393.89 FBIlT TO C.OJl. MONlJMJ>Nr NO. 0628-2 FOUND FOR COilNER.; SOUTIJ: 47 DEGRlEES 31 MJNums' 21 SECONDS WEST, A DISTANOIOF 1038.81 FEET TO C.OJl. MONUMENT NO. G62s..3 FOUND FOR CORNER; . . SOtrnl: ]4 DEGREES 19 MlN'lJnis34 SECONDS WEST, A DISTANCE OF 196.63 FEET TO CO.E. MONlJMJ>Nr NO, 0628-4 FOUND FOR CORNER IN THE SOUTll LINE OF SAID STlUBF TRACT; . . THENCE, NORTH 88 DEGREEs 23 MiNurEs 26 SECONDS WEsT, ALONG THE SOUTll LINE OF SAID S'fR.IEF TRACT A DISTANCE OF 375.97 FBIlT 1'0 A SJll'IRON ROD wmi FLA811C CAP STAMPED 'CARTI!R &: BURGESS' SET FOR. CORNER; '!HENCE, CONTINUING ALONG SAID sotJTii LiNE AND TIm NOR1'HWllSTBRLY . LINE OF U.S.A. TRAcr G628, THE FOLLOWING TWO COURsES AlID DISTANCE: . . NORm 43 DI!GR.EES 44 MINuTEs 52 SECONDS WEsT, ADISTANCBOF 148.52 FEET TO THE REMAiNs OF C.O.E. MONlJMJ>Nr NO. 0628-6 FOUND FOil. CORNER; . . . SOUTIJ: 09 DEGREEs 08 MlN1:JTES 14 SECONDs WEST, A DISTANCE OF 113.21 . FEET TO A IIZ'IRON 1l.0D FOUND FOR CORNER.lN THE SOUTH LlNEOFSA,lD . STRlEFTRACT:. . . ..... . THENCE, NOR.TH 88 DEGREES 56 MINurns 00 Sl!CONDS WEsT, cONTlNUlNG ALONG THE SAlD SOtriR LINE OF 8TRIEF TRAcr,.A DlSTANCI! OF 2.85F1!Jrr to A 518' IRON ROD WITH PLAsnc CAP STAMPED 'CARTi!R &: BURGESS' SET FOR CORNBR IN THE SOtl11iBAsTI!RL Y LiNE OF AFOREsAID 324.084 ACRE WYNNwOOb PENINsULA, LTD., TRACT AND THE NOR1liWE8TEIu. Y LINB OF U.s.A. TRACT NO 0608 CONVEYED BYCONDBMNATION DEED RECORDED IN VOLUM!! 384, PAGE 162 AND MODIFiED BY QUIT CLAIM: DEED TOOoN. SMORA YI3S. ET UX RECORDED IN VOLUME 465, PAGE 694, DEED RECORDS, DENToN COUNTy, TEXAs; . . TIiENCE, ALONG SAID SOUlltEAsTElU. Y LiNE OF 324.084 ACRE TRACr AND SA,lD NOR'I'HWEs'rEiu. Y LINE OF U.S.A. TRACT 0608 THE FOllOWING SEVEN COURsES AND DISTANCES: -," -'. '. . P~n.o I. _J:: 'I" v..{. .......;,.. ',.~.,. SOUTH 42 DEGREEs 33 MINUTEs 37 SECONDS WEST, A DISTANCE OF 337.43 FEBT TOC.a.E. MONUMENT NO. 0608-10 FOUND FOR CORNER; SOum 15 DEGREES S9 MINllTEs 41 SECONDS WEsT. A nISTANCE OF 199.68 FRET TO C.O.E. MONUMENT NO. G608-9 FOUND FOR CORNER; NORlH 83 DEGREES 16 MINUTES 00 SECONDS WEsT, A DISTANCE OF 199.79 FEET TO C.O.E. MONUMENT NO. G608-8 FOUND FOR CO~R; soum 20 DEGREES IS MINUTEs 2S SECONDS WEST, A DISTANCB OF 230.29 FEET TO C.O.E. MONUMENT NO. 0608-7 FOUND FOR CORNER; , , NORm 31 DEGREEs 01 MINUTES 5S SECONDS WEsT, A DISTANCE OF 559.14 FEET TO C.O.B. MONlIMENT NO. 0608-6 FOUND FOR CORNER; NORTH 53 DEGREEs 42 MINUTEs 38 SECONDS WBST, A DISTANCE OF 119.89 FEET TO C.O.E. MON'lIMENT NO. G608-5 FOUND FOR CORNER; SOUIH04 DEGREES 23 MINUTES I I SECONDS WEST, ADLSTANCE OF 50.81 FEET TO C.O.E. MONUMENT NO. 603-2-3 FOUND FOR CO~ SAID POINT . BEING THE NORTH EAsT CORNER OF u.s.A. TRACT NO. 0603-2 CONVEYED BY CONDEMNATION DEED RECORDED IN VOLUME 383, PAGE 30 AND MODlFIED BY QUIt CLAIM DEED LEONARD V. GUMM, nT At RECORDED IN VOLUME 419, PAGE 46~ DEED RECORDS. DENTON COUNTY. TEXAs; THENCE, CONTINUING ALONG SAlDSOU1HEASTERL Y LINE OF 324.084 ACRE TRAcr AND TIlE NORTH AND WEST LINEs OF SAID U.S..A. TRAcr NO. 0603-2 THE FOLLOWING 1WO COURSES AND DISTANCES: NORm 68 bEGREES 44 MINUTEs 45 SECONDS WEST, A DISTANCE OF 300.21 FEET TO C.O.E. MONUMENT NO.G603-2-2 FOUND FOR CORNER; , t ' .. , soum 18 DEGREEs 14 MINUTES 44 SECONDS BAsT. A DISTANCE OF 850.05 FEET TO C.O.E. MONUMENT NO. 0603-2..1 FOUND FORCO~ ~ . v . 1BENCE, SOUTH 01 DEOREES 03 MINuTES 59 SECONDS WEsT, ALONG CONTINUING ALONG mE SAID SOUTHBASTERL Y LINE OF SAID 324.084 ACRE TRAcr,ADISTANCEQP ]88.40FEBTTO C.O.E.MONUMENTNO.G603_1_13 FOUND FOR CORNER. SAlD POINT BEING TIm NORTIiEAST CORNER OF U.S.A. TRACT NO G603-1 CONVEYED BY CONDEMNATIONDEBD RECORDED IN VOLUME 383, PAGE 30 ~ MODIFIED BY QIDT CLAIM DEED, TO LEONARD v. GUMM, ET AL RECORDBD IN VOLUME 419, PAGE 46, DEED RECORDS. DENTON COUNTY, TEXAS: . . .. 0" , '. THENCE, CONTlNUINo ALONO SAID SOUTHEASTERLY LIMB AND Tim NORTIIWESTERL Y LINE OF SAID U.S.A. TRACT NO. 0603-1 nm FOLLOWING TWELVE COURSES ANn DISTANCES: c/ Page 5 of 11 1.--', . '",": ~ : ............. .~. " " - " SOtJrH 25 DEGREl!S 31 MiNUTBs 53 SECONDS I!AST, It. DISrANCE OF 400.27 FEET TO C.O.B. MONUMI!NT NO. G603.1-6FOuNo FOR CORNER; SOUTH 83 DEGREl!S 46 MINl:JTEs 49 SECONDS WEst. A DISrANCB OF 450.32 FEET TO C.O.E. MONUMENT NO. 6603.1.5 FOUND FOR COlU-lER; NORTH 23 DIlGREEs 47 MiNUTBs 57 SECONDS EAsT, It. DISTANce OF 300.02 FEET TO C.O.E. MONUMI!NT NO. 6603-1-4 FOUND FOR CORNER; . NORm 45 DEGREilS 50 MiNUTBs 26 SECONDS WEsT, It. DISTANCl! OF 375.20 . FEET TO C.O.E. MONUMENT NO. 6603.1.3 FOUND FOR CORNER; NORm 18 DEGREl!S 18 MINUTEs 20 SECONDS WEST, A DISrANCE OF 799.87 FEET TO C.O.E. MONliMllNT NO. 6603-1.:!FOUND FOR CORNER; . SOUTH 06 DllORilES oi MiNUTBs 45 SECONDS WEsT, It. DISTANCE OF 1374.81 . FEET TO C.O.E. MONUMENT NO. 6603-1-1 FOUND FOR CORNER INillE SOUTH LINE" OF SAID 324.084 ACRE TRACT; 'I1IENCB, NORm 89 DliGREEs 19 MiNUTl;s 24 SIlCONDs WEsT, ALONG SAID sourn UNl;, PASSING C.o.a MON\JMl;;NT NO. 0607.1 AT 539.98 F1lBT AlID CON'I1NtnNo IN ALL A TOTAL DlST ANCllOF 559.96 FEET TO It. II2'IRON l!.OD FOUND FOR CORNilR, SAID POINT BEING 'l'HB SOIltHWEsr CORNER. OF SAID 324.084 ACRE WYNNWOOD PENINStlLA, L TO., TRAcr; " ntEJ.iCE.NORtH 01 DEGRI!BS 0111fiNU'l:Es 30 SECONDS EAST, ALONG nm WEST LINI! OF SAID 324.084 ACRE TRAcr. PASSING It. 112' IRON ROD FOUND It. T 132.80 FEET AND CONTINurNo IN ALL A TOT AL DISTANCE OF 136.52 F1lBT TO A 51ll'IRON NOIUl{ 70 DEGREES 47 MINUTEs 04 SECONDs WBST;.A DISTANCE OF 699.72 FEET TOC.O.B. MONl1Ml!Nr NO. 0603-1-12 FOUND FOR CORNER; . SOUTH 20 DEGREES 17 MiNUTBs II SECONDs !!AST, A DIST ANeB OF nS.43 fEET TO C.O.E. MONliMllNTNO. G603.I-l! FOUND FOR. CORNER.: SOtJl1{ 48 DEGREEs 19 MiNUTBs 12 SECONDS WEsT, A DISTAN"CE OF 700.08 fEET TO C.O.E. MONliMllNT NO. 6603-1-10 FOUND FOR C~ SOUTIl89 DEGREES 03 MiNUTBs 12 SECONDS WEST, It. DISTANCE OF 330.13 fEET TO C.O.B. MONUMi;NT NO. G603-1-9 FOUND FOR. CORNER; NORTH 42 DEGREES 06 MINUTEs 31 SECONDs WEsT. A DISrANCE 01'499.78 FEET TO C.O.B. MONl1Ml!Nr NO. G603-1-8 pOUND FOR CORNER; NOR1l{ 75 DEGREEs 21 MiNUTBs 37 SECONDS WEsT, It. OISrANCE OF 399.88 FEET TO C.o.a MONUMENT NO. 6603.1.7 FOUND FOR CORNER; . Page 6 of 11 ~ ......." . . ROO wrrn PLAsnc CAP STAMPED 'CARTER & Btm.GESs~ SET FOil. CORNEll.; SAiD CORNER BEING l1Il!SOtl1'llEAST CORNER. OF AFORESAIti'56584 A~ WYNNwoon PENINSULA. LID. TRACf; . 'llfENCI!, NORlH 89 DEGREEs 10 MINuTEs 2J SECONDS WEST, ALONG nm SOlll'H tINE OF SAID 56.584 ACRE TRACT, A OlST ANCE OF 21SJ.69 FI!ET TO TIlIiPOINT OF BEGINNING AND CONTAlNING 605.795 ACREs OF LAND, MOll.E OR LESs. Page 7 of 11 ,~,. ../ Save and Except . '. . . BEING. mlOO.........r~... ';"'!<d I. do< B.B.B." CU. SUR VEY. ABSTRACT NO. 112, ne..'0'C4'''y, T..... and being · part of I 324.084 Mere II"lK'I of land COM'eyed 1(1 Wynnv.uod Penil\$\lla, Ltd. hYeked. recorded ill cell g3.ROO4m I. RcaIP..".,rty Rce."... 0.,.10. c"''''Y. 1'"" .... bd.. ptrt .r. ".000 Ie" '<act .rI.... '"">eyed 10 Wy........ P,""".lo, Ltd. by -, - i. COI91-1l00lmo, Rear P"""",y R<conb. Dc."", County, T..." sa~ 3S.1lOO ".. ",,' .dth ..re"",, bca,i.. bo;'1 th, Nonh property 'I", or ";d 42.000 "" Inlet. bol., more "",...,.rly described by mete.~ af1d bounds l!l follows: EXHIBIT .t A to (~.c{) COMMENcrNo II · 1/2" I... "'" ro.... r.. ,h, ..., Nonhe,l, NOrthw", ....., .r saN! 324 .044 ""' nlCf, "'" hci.. on lhe Southern RiPiI-of.W.y o(Boyd Road (A vlIriahle width Right-of.Way): THENCE Soulh 5) dc,reu 47 millult) 45 scconds We-'ll. alone the Nonhwl!l;lline of said 324.084 acre tract and lhe common South line of IlTact of lAnd described as lracl A I lInd conveyed 10 Nichol~ TNst by Deed, Jecorded in Volume 2163. P", 4]), """ R_. Ileo.... eo...,.. . d;,..... or 2.J .1' r... 1O. 511' I,", "'" wIth ,..,,,,,,, pi"", ,." Slamped -Clrler .t. Rllr~s$" ~ec (or lhe POINT OF BEGINNrNC; THENcE. ""VI,,. sa;d -mo. "".'-..d ""'" so;d "'..14 .en ,.....nd.... 42.000 """"" do< r.n"wi.. COU~ .nd dislanccs: S...th 44 ........ 29 mi...... 01 ""''''' ..... . dl,..... .r 2409 r... 1O' $}8' Inm '"" with ",'Iow P"'1ie COp .......... 'C.rte, .. a....... ... ra, """', .nd b<,.. the beeinn~ .r. ............ ..... to die left ....1.. . "....., ..." or 29 cteerees 14 minulCSI5 seconds, I fldiu3 of 16115.00 teet Rnd along chord thaI beal'3 Soulh)) decree!: 09 nl;nute) 17 'econcl~ W~I fo distance o( 840.S4 feel; Alon[l5t1id non-I'ngenl curve to the lefl, In arc di)liln~e of IlSSI.1l4 feel 1(1 il SII.(" iron roo with yellow f'la$.ic Clip 511lnll'ed "CaneI'I.: Dur8ell$- SCI fo. !:omer; So.,h II dell.... J2 mi......9 _neb WOSI. . .."."" nt 2>4.41 reet '0. SlI' I... rt>d wi.h "'''ow plu., cop .....pod "Caner It. lIurgCli:;" 5el ((Ir COmer and being Ihe b~~inninl.l of a langent Curve to the righl having a cem,..llngle (If 22 degrt'.el' 12 minUlC1'47 scco!lds.. radiu) of 1565.00 feel '!ld a long chard th.1 bears South 29 degree.~ 38 minlllcs:n 'ccond.~ We.'\la dislllncc of 1102.94 (eet; A'a.. ..,d ....... l~~. 'n "~ 'I""'. .. ." d"~.,, or 606.13 r.Ol lo . '18' lro. rod wI.' ydl... pr,,", co. ........ "Caner &: Flur,es$" lIel (or Cllrncr; So..h 4. ..."'" 44 m,..,OS ,. ""..d, "''''. . d""." .r 200 rce' .. . SIll' I"", "'" wIth yellow pr",. co. '"'''''''' 'c.rt.." a....." '" r.. ,an><"nd "".. 'he beel.ain, of. ......' en~e IO .he I.r, h...;.. . ,,,,,.1 "g" or " ........ 35 mirt.""., -''''. . ""Ioo.r '.".00 r""nd . 10.. '""nr..... bo." So..h 34 dcg"" " mI..", (I, ~eonds WUI:l di'HlInce of340.42 (ect; A'... .... ....". ..~, lo I/~ ,crl. .. '" d"..ne, or 341.00 reel '0 , Stl' I... '"" with rel"'w .....i, cop ...m..., . "Caner & Rurgess- 5el ((If COmer; Nonh 60 ......, 50 m;..... 41 '"""",, W.... . d,,,,... of 431.83 r... .. I SIll' lro.... wll!> yellow plu'k cap llampcd 'C~"" & n......,. 'Cl r", <<>me, '"" "".. the ..,i..I., or. ".,,"' ..~, .. ,he 'i,." ....... . "".., ....I.r 24 de"", 31 m;..,.. J2 """'.... · ....1.. "".12.50 r", .nd. Ian, 'hold ,.... hc'n N.rth " ........ 1I nU..." JJ s~cond" WeM If dr5lance 1.'( 141.90 fc:ct; A'... I.;d "'gen< .."" "'.'he 'i"', In ", ..,..... .r '43.00 teet .. . $}8' ;roo '"" w,th yell... 01."1, cop '''_' "Cane" '" OU'lt'3S" ~el 1\.1' comer: Nonh 3. deg'", 12 m...", 15 """'''' W'''. , do...., ., "6.'. .;., In , ,'"' lro. "'" wIth ",II,.. P'''he cop ..,"""" 'C.ne, .. n...=, '" r.. m"", .... "".. 00 lh, N.nhw.., line nr ,rO"""d 324.... .... .." 'nd .bo """'"". So.th I int of said Tract AI; 1lIENCE. Nom. S) ~., m.......s fetOlld< Eao~.Ione.... "..._U.......""'" .rm'.04 r......... POINT or BEGINNING Ind com AINING 35.000 'Cre.~ of land mOre Or Ie!:s. NOTE, no. Co......,. is ...h;~ r""" "'-...;no .... .". ... ."'''''1, of.... land doocri..., '-in.. Any.......... ;. .... .bove leo., -.."" .r .... .". ., .....d" .f laod is 00f · _.... .... _ .... ... ~ io """"" but is made ot'lly for information and/or identi(~.tion JlUlJIOsts and ~ 1101 override ban 2 of Sc:hedu~ It hereof. TRACT B: BEING A 5.707 ACRE TRACT OF LAND SrruATED IN TIm BBB &:CCR. SUR.VBY, ABSTRACT NO. 182, IN 1lIE ClTY OF 1lIE COLONY, DENToN COUNTY, TIiXAs, AND BEING ALL OF TRAcr I, 5.704 ACRE TRACT OF LANDCONVBYED TO WYNNwOOD PENINSuI.A,l.TD.. BY DEED REcORDED IN COUNTY ClER.K8 FILE 9J;.R0048821, . . IUlAI. PROPERTY RECORDS OF DENTON COUNTY, TIiXAs.SAID 5.707 ACRE TRACT Of LAND BElNO MORE PARTIClJURLy DESCRmI!D BY METEs AND BOUNDS AS FOLLOWS: _ BEGlNNlNQ AT A 518" IRON ROD wmr PLASTIC CAP STAMPED "CARTER & BURGESS" SET FOR 1lIE NOR11lWEsT CORNER. OF SAID 5.707 ACRE WYNNwOOD PENINSULA, . LTD. TRACT, SAID POINT BEING IN TIm OCCUPIED SOUTH LINE OF . BOYD ROAD AS CONVEYED BY DEED TO nmCOUNTY OF DENTON RECORDED IN YOLUME400, PAGE 323, DEED R1!GORDS, DENTON COtJl:lTYTEXAS, SAID CORNER. BEARS NORm 89 DEGREEs 24 MINUTES 17 SECONDS BAST 467:96 FEET FROM A ll2" IRON ROD FOUND FOR TIll! NORTIlEAST CORNER. OF A 324.084 ACRE TRACT . OF lAND CONVEYED BY DEED TO WYNNwOOD PENINSULA, LTD. RECORDED IN SAID COUNTy CLERKs fILE 93-R0048821.1UlAI. PRQPERTY RBCORDS, DENTON COUNTY. TIDCAS; THENCE, SOunr 89 DEOREES 20 MINUTES 59 SECONDS EAST, ALONG SA!l:l SOum LINE At'ID 1HE NORTII LINE OF SAD) 5.707 ACRE TRAcr~ A DISTANCB OF 390.20 FEET TO A S/8"!R.QN ROD WITH PLASTIC CAP STAMPED .CARTI!R &BUR.GESs" SET FOR CORJ'fflR.; THENCE, sounr 89 DEGREES 12 MiNUTEs 44 SECONDS EAST, CONTiNUING ALONG SAID SOtrrH LINE AND THE NORTH LINE OF SAID 5.701 ACRE TRACT, A DIST A.~CE OF 229.80 FEET TO A FENCE CORNER POST FOR CORNER.; TIfENCE. soum 08 DEGREES 02 MINuTES 19 SECONDS WEST, ALONG THE NORTHERI. Y LINE OF u.s.A. TRACT G626 OF nm GARZA-UTILE ELM RBSI!R.YOIR Pa~e ,n nf 1 1 -' PROJEer (NOW CALLED lAKE LEwlSVlU.E) CONVEYED l\Y DEED RECORDED IN VOLUME 3 8 I, PAGE 423; DEED RECORDS, DENTON COUNTY; TllXAs; A DfSTANCE OF 497.20 FIlET TO C.OJ; MONliMENr.NO. 626-1 0 FOtlNl) FORCORNER: THENCE, SOUTH 76 DEGREES 03 MINUTEs 46 SECONDS WEST, CONmiUING ALONG SAID NOR THElu. Y LINE, A PiST ANCE OF 309.5 I TO A S/8"Ill.OKROD wrnr PLASTIC CAP STAMPED "CARTER & BURGESS" SEt FOR CORNERz FEEl' SOUlH OF AND 2~5 FEET WEsT OF A FENCE CORNER POST; THENCE. NORl1I 23 DI!GREES 31 MlNUrEs 15 SECONDS WEST, CONTINUING ALONG SAID NORTHE1U. Y LiNE; A DISTANCE OF 626.50 FEI!T TO TIlE POINT OF BEGlNNING AND CONT AlN!NG 5.707 ACRES OF LAND, MORE OR Ll!SS. - I. Page 11 of 11 ExA; i Tract 7: ..~ i" f3'" LEASEHOLD ESTATE HELD BY WYNNWOOD ARMY, LLC by virtue of that certain Ground Lease Agreement dated and entered into as of July 21, 1997, by and between City of The Colony, Texas, a Texas municipal corporation, as Lessor (the "City of Colony") and Wynnwood Peninsula, L.P., a Texas limited partnership ("Wynnwood Peninsula"), as Lessee, as amended by that certain First Amendment to Ground Lease made and entered into on 20th day of July, 1998, by and among the City of The Colony, Wynnwood Peninsula and Wynnwood Army, LLC, as evidenced by that certain Memorandum of Lease executed by The City and Wynnwood Army, recorded on August 14,1998, in File No. 98-073557, Volume 4154, Page 1588, Real Property Records, Denton County, Texas, (The "Wynnwood Master Lease") and being a portion of the leasehold estate as established by that certain Department of the Army Lease to Non-State Governmental Agencies for Public Park and Recreational Purposes, Lewisville Lake, Texas, Denton County, Texas, Lease No. DACW63-1-97-0677, dated October 9, 1997, made and entered into on October 9, 1997, by the Secretary of the Army, U.S. Army Corps of Engineers, as Lessor and the City of The Colony, as Lessee, as evidenced by that certain Memorandum of Lease recorded on August 14, 1998, recorded under Clerk's File No. 98-R0073558, Volume 4154, Page 1595, Real Property Records, Denton County, Texas (the "City Lease Lease"), covering the following four parcels of land, more fully described as follows: LEASEHOLD PARCEL ONE: BEING a tract ofland out of the P. HIGGINS SURVEY, Abstract No. 548, the J. GRAY SURVEY, Abstract No. 485, the R. DUNLAP SURVEY, Abstract NO. 352, the S. PEYTON SURVEY, Abstract No. 1009, the T. LUCKETT SURVEY, Abstract No. 752, and the S. CHOWING SURVEY, Abstract NO. 244, in the City of the Colony, Denton County, Texas, being part of Tract C-241 described in deed to the United States of America recorded in Volume 371, Page 17 of the Deed Records of Denton County, Texas as modified by deed recorded in Volume 468, Page 130 of the Deed Records of Denton County, Texas, being part of Tract C-243 described in deed tot he United States of America recorded in Volume 382, Page 306 of the Deed Records of Denton County, Texas, being part of Tract G-603 described in deed to the United States of America recorded din Volume 383, Page 30 of the Deed Records of Denton County, Texas as modified by deed recorded in Volume 419, Page 46 of the Deed Records of Denton County, Texas and being more particularly described as follows: COMMENCING at a point for the southwest comer of a 56.58 acre tract ofland described in deed to Wynnwood Peninsula, Ltd., recorded in Denton County Clerk's File No. 93-R0087901 of the Real Property Records of Denton County, Texas; THENCE with the south line of said 56.58 acre tract, North 89018'15" East, a distance of 400.00 feet to the POINT OF BEGINNING; THENCE continuing with the south line of s56.58 acre tract, North 89018'15" East, a distance of 1753.69 feet to a point for comer in the west line of a 324.08 acre tract described in deed to Wynnwood Peninsula, Ltd., recorded in Denton County Clerk's File No. 95-R0048821 of the Real Property Records of Denton County, Texas; THENCE with said west line, South 00029'52" East, a distance of 136.52 feet to a point for comer; THENCE with the south line of said 324.08 acre tract, North 89009'14M East, passing the southeast comer of said a distance of 559.96; THENCE leaving the south line of said 324.08 acre tract and along the shoreline of Lake Lewisville, the following courses and distances wit: ISouth 86042'35" East, a distance of 145.08 feet to a point for comer; ISouth 36011'51" East, a distance of 277.4 7 feet to a point for comer; ISouth 67000'17" East, a distance of 265.20 feet to a point for comer; ISouth 78010'26" East, a distance of 358.75 feet to a point for comer; ISouth 80015'14" East, a distance of217.16 feet to a point for comer; ISouth 03024'27" East, a distance of91.86 feet to a point for comer; ISouth 39008'48" West, a distance of760,86 feet to a point for comer; ISouth 72049'36" West, a distance of284.ll feet to a point for comer; INorth 36005'38" West, a distance of289.51 feet to a point for comer; INorth 83006'43" West, a distance of306.53 feet to a point for comer; INorth 61040'12" West, a distance of288.74 feet to a point for comer; ISouth 56019'39" West, a distance of 96.44 feet to a point for comer; ISouth 19028'18" East, a distance of290.70 feet to a point for comer; ISouth 33022'30" East, a distance of261.65 feet to a point for comer; I South 26034'49" East, a distance of 20 1.79 feet to a point for comer; ISouth 45049'33" West, a distance of 167.86 feet to a point for comer; ISouth 10043'12" West, a distance of 125.85 feet to a point for comer; ISouth 73025'23" West, a distance of 163.99 feet to a point for comer; ISouth 15004'41" West, a distance of 179.98 feet to a point for comer; ISouth 03039'52" East, a distance of 148.98 feet to a point for comer; ISouth 39026'47" East, a distance of 194.75 feet to a point for comer; ISouth 46009'53" West, a distance of 236.44 feet to a point for comer; ISouth 00059'18" West, a distance of 193.86 feet to a point for comer; INorth 77009'00" West, a distance of 315.57 feet to a point for comer; ISouth 77000'49" West, a distance of 89.23 feet to a point for comer; ISouth 44000'50" West, a distance of269.53 feet to a point for comer; ISouth 87054'13 " West, a distance of 288.31 feet to a point for comer; ISouth 73002'40" West, a distance of 206.27 feet to a point for comer; ISouth 23030'45" West, a distance of 251.48 feet to a point for comer; ISouth 32040'21" East, a distance of 190,88 feet to a point for comer; I South 47042'13" East, a distance of 199.69 feet to a point for comer; INorth 89014'12" West, a distance of250.84 feet to a point for comer; ISouth 49020'37" West, a distance of282.12 feet to a point for comer; ISouth 00059'18" West, a distance of 193.86 feet to a point for comer; INorth 77009'00" West, a distance of315.57 feet to a point for comer; ISouth 77000'49" West, a distance of 89.23 feet to a point for comer; ISouth 44000'50" West, a distance of269.53 feet to a point for comer; ISouth 87054'13" West, a distance of 288.31 feet to a point for comer; [South 73002'40" West, a distance of 206.27 feet to a point for comer; I South 23 0 3 0'4 5 " West, a distance of 251.48 feet to a point for comer; ISouth 32040'21" East, a distance of 190,88 feet to a point for comer; ISouth 47042'13" East, a distance of 199.69 feet to a point for comer; INorth 89014'12" West, a distance of250.84 feet to a point for comer; I South 49020'37" West, a distance of282.12 feet to a point for comer; ISouth 89011 '36" West, a distance of 585.46 feet to a point for comer; INorth 32029'18" West, a distance of 522.99 feet to a point for comer; INorth 39049'27" East, a distance of339.41 feet to a point for comer; INorth 32034'02" West, a distance of 186.38 feet to a point for comer; ISouth 80047'42" West, a distance of 501.40 feet to a point for comer; ISouth 38052'35" West, a distance of 416.57 feet to a point for comer; ISouth 14004'03" East, a distance of 601.36 feet to a point for comer; ISouth 00049'08" West, a distance of 522.22 feet to a point for comer; ISouth 33042'29" West, a distance of295.91 feet to a point for comer; ISouth 560 19'40" West, a distance of 376.71 feet to a point for comer; ISouth 37053'38" East, a distance of 170.15 feet to a point for comer; ISouth 04 024'06" West, a distance of 194.52 feet to a point for comer; INorth 64059'53" West, a distance of247.09 feet to a point for comer; ISouth 85036'15" West, a distance of97,32 feet to a point for comer; ISouth 48035'44" West, a distance of338.36 feet to a point for comer; ISouth 49046'58" East, a distance of 571.39 feet to a point for comer; ISouth 05002'45" East, a distance of254.61 feet to a point for comer; ISouth 35022'51" West, a distance of283.62 feet to a point for comer; ISouth 32001'22" East, a distance of 140.77 feet to a point for comer; ISouth 17039'41" West, a distance of 172.23 feet to a point for comer; INorth 86049'20" West, a distance of269.14 feet to a point for comer; INorth 58027'57" West, a distance of 499.19 feet to a point for comer; ISouth 37042'47" West, a distance of 414.89 feet to a point for comer; ISouth 60057'43" West, a distance of 307.36 feet to a point for comer; INorth 69050'31" West, a distance of 389.63 feet to a point for comer; INorth 09028'07" West, a distance of 317.62 feet to a point for comer; INorth 20020'09" East, a distance of214.79 feet to a point for comer; jNorth 15015'54" East, a distance of 340,22 feet to a point for comer; INorth 23027'44" East, a distance of 674.94 feet to a point for comer; INorth 07024'43" East, a distance of 752.23 feet to a point for comer; INorth 04024'06" West, a distance of 680.82 feet to a point for comer; INorth 11048'37" West, a distance of 510.59 feet to a point for comer; INorth 170 15'09" West, a distance of 226.52 feet to a point for comer; INorth 35015'28" East, a distance of289.54 feet to a point for the southerly most southeast comer of a 252.10 acre tract of land described in Sublease Agreement recorded in Denton County Clerk's File NO. 93-R-0073558 of the Real Property Records of Denton County, Texas; THENCE with the south line of said 252,10 acre tract, South 69041 '21" East, a distance of 1339.78 feet to the southeast comer of said 252.10 acre tract; THENCE with the easterly lines of said 252.10 acre tract of land, the following courses and distances to wit: INorth 56010'12" East, a distance of 1637.73 feet to a point for comer; INorth 25017'43" East, a distance of 542.22 feet to a point for comer; INorth 01034'50" East, a distance of942.83 feet to a point for comer; INorth 89043'58" East, a distance of 408,54 feet to a point for comer; ISouth 00042'28" East, a distance of 1130.18 feet to a point for comer; ISouth 85058'39" West, a distance of207.95 feet to a point for comer; ISouth 03056'17" East, a distance of219.87 feet to a point for comer; INorth 85027'52" East, a distance of 795.31 feet to a point for comer; INorth 18003'07" East, a distance of 1720.01 feet to a point for the southeast comer of a 2.63 acre tract of land described in Sublease Agreement recorded in Denton County Clerk's File No. 93-RQ073558 of the Real Property Records of Denton County, Texas; THENCE with the northerly lines of said 2.63 acre tract of land, the following courses and distances to wit; ISouth 86006'56" West, a distance of 326,88 feet to a point for comer; INorth 88059'31" West, a distance of 600.61 feet to a point for comer; INorth 78017'30" West, a distance of 392.97 feet to a point for comer; INorth 04012'21" East, a distance of232.01 feet to a point for comer; INorth 85028'03" West, a distance of 164.03 feet to a point in the east line of said 252.10 acre tract of land; THENCE with said East lines, North 00041'45" West, a distance of259.46 feet to the POINT OF BEGINNING and containing 288.97 BEING a 2.635 acre tract ofland situated in the T. Luckett Survey, Abstract No. 752 and the P. Higgins Survey, Abstract No. 548, Denton County, Texas and being a part of Tract C-241 as described in deed to U.S.A. recorded in Volume 371, Page 17, of the Deed Records of Denton County, Texas, said 2.635 acre tract having a bearings basis on the recorded bearing for the north line of the 182.79 acre Robert E. Striefproperty, recorded in Volume 574, Page 604 of the Deed Records of Denton County, Texas, and its found monumentation on the ground, which is part ofa 605.79 acre tract of land owned by Wynnwood Peninsula, Ltd., being more particularly described by metes and bounds as follows: COMMENCING at a Corp of Engineers Monument No. C241-2 found for the southwest comer of a 56.584 acre tract ofland described in deed to Wynnwood Peninsula, Ltd., and recorded in CC# 93-R0087901 of the Real Property Records of Denton County, Texas, and being the northwest comer of said Tract C241; THENCE South 89 degrees 10 minutes 23 seconds East, along the north line of said Tract C-241 and the south line of said 56.584 acre tract, a distance of 400.00 feet to a 5/8 inch iron rod with yellow plastic cap stamped "Carter Burgess" set for comer; THENCE over and across said Tract C-241, the following courses and distances: South 00 degrees 49 minutes 37 seconds West, a distance of 259.46 feet to the POINT OF BEGINNING; South 83 degrees 56 minutes 44 seconds East, a distance of 164.03 feet to a point for comer; South 05 degrees 43 minutes 43 seconds West, a distance of 232.01 feet to a point for comer; South 76 degrees 46 minutes 08 seconds East, a distance of 392.97 feet to a point for comer; South 87 degrees 28 minutes 09 seconds East, a distance of 600.61 feet to a point for comer; South 87 degrees 40 minutes 35 seconds West, a distance of 1129.37 feet to a 5/8 inch iron rod with yellow plastic cap stamped "Carter Burgess" set for comer; acres of land, more or less. LEASEHOLD PARCEL TWO: BEING a tract ofland out of the R. Carter Survey, Abstract No. 321, in the City of The Colony, Denton County, Texas, being a part of Tract C-239A described in deed to the United States of America recorded in Volume 384, Page 162, ofthe Deed Records of Denton County, Texas, as modified by deed recorded in Volume 465, Page 91 of the Deed Records of Denton County, Texas, and being more particularly described as follows: BEGINNING at a point for the northwest corner of a 40.35 acre tract of land described in deed to Wynnwood Peninsula, Ltd., recorded in Denton County Clerk's File NO.94-R0089415 of the Real Property Records of Denton County, Texas; THENCE with the west line of said 40.35 acre tract, South 00 degrees 18' 25" East, a distance of 765.22 feet to a point for the northerly most northeast corner of a 252.10 acre tract of land described in Sublease Agreement recorded in Denton County Clerk's File No.93-R0073558 of the Real Property Records of Denton County, Texas; THENCE with the north line of said 252.10 acre tract, the following courses and distances to wit; ISouth 88022'28" West, a distance of 511.83 feet to a point for corner; INorth 48001'18" East, a distance of 612.28 feet to a point for corner; THENCE leaving said north line, along the shoreline of Lake Lewisville, North 28001'30" West, a distance of 355.58 feet to a point for corner; THENCE leaving said north line, along the shoreline of Lake Lewisville, North 28045'18" East, a distance of 612.28 feet to a point for corner; THENCE leaving said shoreline, North 89034'44" East, a distance of 477.39 feet to the POINT OF BEGINNING and containing 11.17 acres of land, more or less. LEASEHOLD PARCEL THREE: North 00 degrees 49 minutes 37 seconds East, a distance of 410.45 feet to the POINT OF BEGINNING and containing 2.635 acres ofland, more or less.