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R2011-055 - 2011-05-23ATTEST: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS, AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO ENTER INTO A DEVELOPMENT AGREEMENT ASSOCIATED WITH THE BUSINESS CENTER DRIVE PROJECT. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That certain Development Agreement by and between the City of Pearland and Parkside 59/288, Ltd. a copy of which is attached hereto as Exhibit "A" and made a part hereof for all purposes, is hereby authorized and approved. Section 2. That the City Manager or his designee is hereby authorized to execute and the City Secretary to attest a Development Agreement with Parkside 59/288, Ltd. PASSED, APPROVED and ADOPTED this the 23 day of May, A.D., 2011. APPROVED AS TO FORM: (Z4 DARRIN M. COKER CITY ATTORNEY RESOLUTION NO. R2011 -55 co)„T) TOM REID MAYOR Exhibit "A" Resolution No. R2011 -55 DEVELOPMENT AGREEMENT (EXHIBIT "A" TO RESOLUTION NO. R2011) This Agreement "Agreement is entered into this 3 of 2011, by and between the City of Pearland, Texas (hereinafter "City and Parkside 59/ 88, Ltd., a Texas Limited Partnership (hereinafter "Parkside RECITALS: WHEREAS, Parkside desires the construction of a portion of Business Center Drive and accompanying storm sewer improvements (hereinafter "Project shown on the site plan attached hereto as Exhibit "A" (hereinafter, "Site Plan to improve transportation and drainage in the areas west of SH 288 between CR 59 and Broadway in the City of Pearland, Brazoria County, Texas; and WHEREAS, Parkside owns the real property shown on the Site Plan as the "Parkside Property" and further described on Exhibit `B" attached hereto (hereinafter, "Parkside Property"); and WHEREAS, Parkside and certain landowners between CR 59 and Broadway along the proposed right -of -way of Business Center Drive are cooperating under separate agreements with Parkside to: (1) dedicate additional rights -of -ways for Business Center Drive as shown on. the Site Plan (hereinafter, "Right -of- Way (ii) dedicate an easement for a water line to be constructed along Business Center Drive as shown on the Site Plan (hereinafter, "Water Line Easement (iii) dedicate an easement for a sanitary sewer line to be constructed along Business Center Drive as shown on the Site Plan (hereinafter, "Sanitary Sewer Line Easement (iv) dedicate an easement for and construct a lift station with the associated force main as shown on the Site Plan (hereinafter, "Lift Station Easement and WHEREAS, collectively herein, the Right -of -Way, Water Line Easement, Sanitary Sewer Line Easement, and Lift Station Easement to be dedicated by Parkside and the other owners between CR 59 and Broadway along the proposed right -of -way for Business Center Drive, as shown on the Site Plan shall be referred to herein as the "Conveyances;" and WHEREAS, Brazoria County desires to design and construct improvements to CR 59 "CR 59 Improvements in the vicinity of the Business Center Drive intersection with CR 59 to improve transportation at the intersection of SH 288 and CR 59 as shown on the Site Plan; and WHEREAS, the City and Brazoria County are cooperating to develop an interlocal agreement to facilitate the CR 59 Improvements in conjunction with the Project; and WHEREAS, Parkside desires to fund the design and construction of the Project and City is willing to manage construction of the Project; and WHEREAS, in consideration for City's willingness to manage construction of the Project, Parkside has also agreed at its sole cost and expense to: (i) pay for the design of the Project, (ii) pay for the construction of the portion of the Project defined as the Construction Scope, (iii) coordinate the dedication of the Conveyances, (iv) design and construct the detention facilities within the existing drainage ditch shown on the Site Plan to serve the portions of Business Center Drive from CR 59 to Broadway shown on the Site Plan, (v) design and construct a water line within the Water Line Easement, (vi) design and construct a sanitary sewer line within the Sewer Line Easement and (vii) design and construct the lift station with the associated force main within the Lift Station Easement (collectively, Parkside's Obligations and WHEREAS, the City and Parkside desire an agreement to set forth their respective responsibilities with regard to the Project and Parkside's Obligations. WITNESSETH: NOW, THEREFORE, in consideration of the foregoing premises and other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, it is hereby agreed as follows: ARTICLE I DEFINITIONS• INCORPORATION OF RECITALS 1.1 Definitions. Capitalized terms used herein, including those used in the recitals hereto, shall have the meanings set forth in this section, unless otherwise defined, or unless the context clearly requires another definition. Project means the design and construction of road and associated storm sewer improvements for the section of Business Center Drive from CR 59 to Broadway as shown on the Site Plan. Engineering Design Services means the scope of services and costs for the design of the Project described in Exhibit "C" attached hereto. Construction Scope means the portion(s) of the Project that shall be bid and constructed in accordance with this Agreement as more particularly described in Exhibit "D" attached hereto. City means the City of Pearland, Texas, a home rule municipality located in the counties of Brazoria, Harris and Ft. Bend, Texas. Parkside means Parkside 59/288, Ltd., a Texas Limited Partnership. Parkside's Obligations means the obligation to: (i) pay for the design of the Project, (ii) pay for the construction of the portion of the Project defined as the Construction Scope, (iii) coordinate the dedication of the Conveyances, (iv) design and construct the detention facilities within the existing drainage ditch shown on the Site Plan to serve the portions of Business Center 2 Drive from CR 59 to Broadway shown on the Site Plan, (v) design and construct a water line within the Water Line Easement as shown on the Site Plan, (vi) design and construct a sanitary sewer line within the Sewer Line Easement as shown on the Site Plan and (vii) design and construct the lift station with the associated force main within the Lift Station Easement as shown on the Site Plan (collectively, "Parkside's Obligations and Effective Date means the date on which this Agreement is fully executed by the City and Parkside. Party or Parties means all or any of the City and Parkside, as applicable. 1.2 Recitals Incorporated. The recitals set forth in this Agreement are material to this Agreement and are hereby found and agreed to be true and correct and are incorporated into and made part here of as though they were fully set forth in this article. ARTICLE II COOPERATION Action of the Parties. The Parties agree to take such actions, including the execution and delivery of such documents and instruments as may be necessary or appropriate to carry out the terms and intent of this Agreement. Parties. ARTICLE III EFFECTIVENESS OF AGREEMENT This Agreement shall become effective from and after its approval and execution by both Responsibilities ARTICLE IV RESPONSIBILITIES OF THE PARTIES A. On or before March 31, 2012, Parkside, at Parkside's sole cost and expense, shall complete the design and construction of the Water Line, the Sanitary Sewer Line, and the Lift Station. Parkside shall be responsible to use commercially reasonable efforts to acquire all of the Conveyances for the construction of the Water Line, Sanitary Sewer Line and the Lift Station with the associated force main, but in no way shall Parkside be obligated to pay anyone for any of the easements or rights -of -ways that are part of the Conveyances. Completion of the Water Line, Sanitary Sewer Line and Lift Station shall be demonstrated by the issuance of a certificate of substantial completion issued by the City's Engineer. B. Within three (3) business days following the Effective Date of this Agreement, City and Parkside shall mutually agree on a design engineer to design the Project. Within ten (10) days following the selection of the design engineer, Parkside shall make payment to the City for the estimated Engineering Design Services associated with the Project in the amount of $357,045.00 "Engineering Costs Within ten (10) days following the City's receipt of the Engineering Costs, and subject to City Council approval, City shall enter into a contract with the design engineer to design the Project within 180 days of the signing of such contract. The engineering plans and specifications shall be reviewed by the Parties at the 60 90% and 100% stages of completion. The final plans and specifications for the Project shall be subject to the review and approval of City and Parkside. After the delivery of the final plans and specifications of the Engineering Design Services, the Parties shall have 10 days to review and approve same. C. Within 60 days following approval of the final plans and specifications for the Project by the Parties under Section B, the City shall advertise and competitively bid the Construction Scope in accordance with Chapter 252 of the Texas Local Government Code. The bid for the Construction Scope shall include a base bid and two (2) alternate bids as described in Exhibit "D." The bids shall be subject to the review of the City and Parkside, and the City, subject to City Council approval, shall award the contract to the lowest responsible bidder. The City reserves the right to reject any and all bids for the Construction Scope. Within ten (10) days following written notification of the lowest responsible bidder, Parkside shall deposit funds with the City that are equal to the amount of the bid for the Construction Scope "Construction Costs plus an amount equal to (9.5 of the total amount of the Construction Costs "Project Management Costs The Project Management Costs shall include costs associated with construction management and inspection, construction materials testing and administrative costs for City personnel. Upon City's receipt of full payment for the Construction Costs and the Project Management Costs, and subject to Parkside's compliance with Section.D below, the City shall enter into a construction contract (the "Construction Contract with the lowest responsible bidder, and shall cause construction of the Construction Scope to be completed in accordance with the final plans and specifications. All funding for the design of the Project and the construction costs for the Construction Scope under this Agreement shall be the responsibility of Parkside, and City shall not be responsible for any such funding unless mutually agreed upon in writing by each Party. D. Within 30 days following the issuance by the City of a permit to Parkside for the construction of the Water Line, the Sanitary Sewer Line and the Lift Station, Parkside shall deliver the Conveyances to the City, which includes all of the rights -of -way and easements necessary for construction of Parkside's Obligations and the Construction Scope as well as additional road right -of -way for the future construction of other portions of the Project outside of the Construction Scope as shown on the Site Plan. E. The City's obligations under Section C of this Agreement shall be contingent upon City's receipt of the Conveyances in accordance with Section D above and Parkside's substantial completion of the Water Line, the Sanitary Sewer Line, Lift Station with the associated force main and Detention Facilities. F.. Within sixty (60) days following substantial completion of the Construction Scope, the City shall perform, or cause to be performed a final accounting of the actual cost of the Construction Scope. If the actual cost of the Engineering Costs, Construction Costs and the Project Management Costs collectively exceed the amount paid to the City pursuant to Sections B and C above, Parkside shall pay to the City, the amount of the excess within thirty (30) days after receiving written notice from the City. If the actual cost of the Engineering Costs, Construction Costs and the Project Management Costs collectively is less than the amounts paid to the City pursuant to Sections B and C above, then the City will refund the difference to Parkside within thirty (30) days following completion of the final accounting of the actual costs of the Engineering Costs, Construction Costs and the Project Management Costs. G. Notwithstanding any other provision to the contrary in this Agreement, in the event that Parkside does not provide written approval of such Construction Costs, Parkside may terminate this Agreement by providing written notice of such termination to the City within the approval period for the Construction Costs and the Construction Contract provided in Section C of this Agreement. Upon any such termination notice to the City, the Parties shall no longer have any rights or obligations under this Agreement and the City shall retain the Engineering Costs paid by Parkside. H. The Parties acknowledge and agree that Parkside in connection with the Project is only responsible for the payment of (i) the Engineering Costs, (ii) the Construction Costs, and (iii) the Project Management Costs associated with the Construction Scope. Parkside is not responsible for the construction of any portion of the Project except for the portion within the Construction Scope. J. The City shall be responsible for the accuracy of the construction of the Construction Scope, and shall promptly make reasonably necessary revisions or corrections resulting from any errors, omissions or negligent acts in connection with same. Parkside shall be responsible for the accuracy of the construction of Parkside's Obligations, and shall promptly make reasonably necessary revisions or corrections resulting from any errors, omissions or negligent acts in connection with same. ARTICLE V TERM The tern of this Agreement shall be for a period of 540 days, commencing on the day of 2011, and terminating on the day of 201_, provided, however, that this Agreement shall be automatically renewed in one (1) month increments until all of the obligations of the Parties hereunder have been fully discharged or specifically waived in writing by the beneficiary thereof. ARTICLE VI AUTHORITY COVENANTS 5 Powers. (a) The City hereby represents and warrants to Parkside that it has full constitutional and lawful right, power and authority, under currently applicable law, to execute and deliver and perform the terms and obligations of this Agreement, and all of the foregoing have been or will be duly and validly authorized and approved by all necessary City proceedings, findings and actions. (b) Parkside hereby represents and warrants to the City that it has full lawful right, power and authority to execute and deliver and perform the terms and obligations of this Agreement and all of the foregoing have been or will be duly and validly authorized and approved by Parkside's authorized representative. 7.2 Default. ARTICLE VII GENERAL PROVISIONS 7.1 Time of the essence. Time is of the essence of this Agreement. The Parties will make every reasonable effort to expedite the subject matter hereof and acknowledge that the successful performance of this Agreement requires their continued cooperation. (a) A Party shall be deemed in default under this Agreement (which shall be deemed a breach hereunder) if such Party fails to materially perform, observe or comply with any of its covenants, agreements or obligations hereunder or breaches or violates any of its representations contained in this Agreement. (b) Before any failure of any Party to perform its obligations under this Agreement shall be deemed to be a breach of this Agreement, the Party claiming such failure shall notify, in writing, the Party alleged to have failed to perform the obligation and shall demand performance of such obligation. No breach of this Agreement may be found to have occurred if performance has commenced to the reasonable satisfaction of the complaining Party within 30 days of the receipt of such notice, subject, however, to the terms and provisions of Section 7.2(c). Upon a breach of this Agreement, the non defaulting Party, in any court of competent jurisdiction, by an action or proceeding at law or in equity, may secure the specific performance of the covenants and agreements herein contained may be awarded damages for failure of performance, or both. Except as otherwise set forth herein, no action taken by a Party pursuant to the provisions of this Section of this Agreement shall be deemed to constitute an election of remedies and all remedies set forth in this Agreement shall be cumulative and non exclusive of any other remedy either set forth herein or available to any Party at law or in equity. Each of the Parties shall have the affirmative obligation to mitigate its damages in any event of a default by the other Party. (c) Notwithstanding anything in this Agreement which is or may appear to be to the contrary, if the performance of any covenant or obligation to be performed hereunder by any Party is delayed as a result of circumstances which are beyond the reasonable control of such Party (which circumstances may include, without limitation, pending or threatened litigation, acts of God, war, acts of civil disobedience, fire or other casualty, shortage of materials, adverse weather conditions [such as, by way of illustration and not limitation, severe rain storms or below freezing temperatures, or tornados] labor action, strikes, delays in governmental permitting or similar acts, the time for such performances shall be extended by the amount of time of such delay. The Party claiming delay of performance as a result of any of the foregoing "force majeure" events shall deliver written notice of the commencement of any such delay resulting from such "force majeure" event not later than seven days after the claiming Party becomes aware of the same, and if the claiming Party fails to so notify the other Party of the occurrence of a "force majeure" event causing such delay, the claiming Party shall not be entitled to avail itself of the provisions for the extension of performance contained in this Section. 7.3 Notices. Any notice sent under this Agreement (except as otherwise expressly required) shall be written and mailed, or sent by or personally delivered to an officer of the receiving Party at the following addresses: If to the City: Bill Eisen City Manager City of Pearland 3519 Liberty Drive Pearland, Texas 77581 With a copy to: Darrin Coker City Attorney City of Pearland 3519 Liberty Drive Pearland, Texas 77581 If to Parkside: Parkside 59/288, Ltd. 3003 W. Alabama Houston, Texas 77098 Attention: Joe Moody With a copy to: John S. Moody, Jr. John S. Moody, Jr., PLLC 3003 W. Alabama Houston, Texas 77098 Each Party may change its address by written notice in accordance with this Section. Any communication addressed and mailed in accordance with this Section shall be deemed to be given when so mailed, any notice so sent by facsimile shall be deemed to be given when receipt of such transmission is acknowledged, and any communication so delivered in person shall be deemed to be given when receipted for by, or actually received by an authorized officer of the City or Parkside, as the case may be. 7.5 Amendments and waivers. Any provision of this Agreement may be amended or waived if such amendment or waiver is in writing and is approved by the City Council and the 7 Parkside. No course of dealing on the part of the City or Parkside nor any failure or delay by the City or Parkside with respect to exercising any right, power or privilege pursuant to this Agreement shall operate as a waiver thereof, except as otherwise provided in this Section. 7.6 Invalidity. In the event that any of the provisions contained in the Agreement shall be held unenforceable in any respect, such unenforceability shall not affect any other provisions of the Agreement and, to that end, all provisions, covenants, agreements or portions of the Agreement are declared to be severable. 7.7 Successor and assigns. Either Party to this Agreement shall have the right to assign its rights under this Agreement or any interest herein, so long as it first gives to the other Party notice of such assignment and acknowledgement of such assignment from the assignee and obtains the prior written consent from the other Party to such assignment, which consent shall not be unreasonably withheld, conditioned or delayed. 7.8 Exhibits, titles of articles sections and subsections. The exhibits attached to this Agreement are incorporated herein and shall be considered a part of the Agreement for the purpose stated herein, except that in the event of any conflict between any of the provisions of such exhibits and the provisions of the Agreement, the provisions of this Agreement shall prevail. All titles or headings are only for the convenience of the Parties and shall not be construed to have any effect or meaning as to the agreement between the Parties hereto. Any reference herein to a section or subsection shall be considered a reference to such section or subsection of the Agreement unless otherwise stated. Any reference herein to an exhibit shall be considered a reference to the applicable exhibit attached hereto unless otherwise stated. 7.9 Applicable law. This Agreement is a contract made under and shall, be construed in accordance with and governed by the laws of the United States of America and the State of Texas, and any actions concerning this Agreement shall be brought in the Texas State District Courts of Brazoria County. 7.10 Compliance with laws. The Parties shall comply with all Federal, State and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts or administrative bodies or tribunals in any manner affecting the perfonnance of this Agreement. 7.11 Entire agreement. This written 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. 7.12 Approval by the Parties. Whenever the Agreement requires or permits approval or consent to be hereafter given by any of the Parties, the Parties agree that such approval or consent shall not be unreasonably withheld or delayed. 7.13 Counterparts. This Agreement may be executed in several counterparts, each of which shall be an original and all of which shall constitute one and the same agreement. 7.14 Interpretation. This Agreement has been jointly negotiated by the Parties and shall not be construed against a Party because that Party may have primarily assumed responsibility for the drafting of this Agreement. [signature pages follow] IN WITNESS WHEREOF, the Parties have duly executed this Agreement pursuant to all requisite authorizations as of the date first above written ATTEST: APPROVED AS TO FORM: GYt Darrin M. Coker City Attorney s spa 10 CITY: CITY OF PEARLAND, TEXAS, a home rule municipality �--1 COUNTERSIGNED: LNIC(LtAck WObb k r..Young Lorfing P City Secretary Bill Eisen City Manager Parkside 59/288, Ltd., a Texas limited partnership By: Parkside 59/288 GP, LLC a Texas limited liability company, its General Partner By: Parkside Capital Land Fund, Ltd. Its: Sole Member By: Parkside Capital, LLC Its: General Partner By: 12+^- John S. Moody, Manager STATE OF TEXAS COUNTY OF ernitoel t x STATE OF TEXAS COUNTY OF t 4 MARIA ESCALATE RODRIGUEZ NOTARY PUBLIC STATE OF TEXAS My Commission Expires' 02- 02-2013 BEFORE ME, the undersigned Notary Public, on this day personally appeared ¶hl■ 9\121A known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he /she executed the same for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE THIS L� 3 DAY OF May A.D., 2011. MARIA ESCALATE RODRIGUEL NOTARY PUBLIC STATE OF TEXAS My Commission Expires' 02-07-201 BEF ME, the undersigned Notary Public, on this day personally appeared 't 1\ \Qf known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he /she executed the same for the purposes and consideration therein expressed. IVEN UNDER MY HAND AND SEAL OF OFFICE THIS DAY OF A.D.; 2011. C 4 ../(/IiLC NOTARY PUBLIC IN AND FOR T STATE OF TEXAS Printed Name: Ka_ ric. G Z My Commission Expires: b2. a. .a�a.Q N62TARY PUBLIC IN AND OR STATE OF TEXAS Printed Name: A(1 xe .'L My Commission Expires: 00't- STATE OF TEXAS COUNTY OF N AR.F..15 BEFORE ME, the undersigned Notary Public, on this day personally appeared Sohn 6. Mood known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he /she executed th same for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE THIS S Z DAY OF May A.D., 2011. LAURA L CHESSER Notary Public, State of Texas My Commission Expires AprII 06, 2013 1 12 at NOTARY PUBLIC IN AND FOR THE STATE OF TEXAS Printed Name: l- Utr t L• a e5 e My Commission Expires: 4 b 13 Exhibit "A" Exhibit `B" Exhibit "C" Exhibit "D" EXHIBIT LIST Site Plan Parkside Property Scope of Engineering Design Services Construction Scope and Alternate Bids DC E°semenls_0.5z11.mxd Da to: &912011 3:02:46 PM User. emandan BROADWAY ST T BUSINESS CENTE DRIVE PROJEC PEARLAND TOWN CENTER EXISTING BRAZORIA DRAINAGE DISTRICT 140.4 (B004) DITCHES (DETENTION FOR BUSINESS CENTER DRIVE) tow. m.:,1 BUSINESS CENTER DRIVE HARRIS AVE A R.O.W. DEDICATION j LCrlgam GRIMES AVF. 17 10' WATER LINE EASEMENT j l FREESTONE AVE k1' SOUTHGATE y SUBDIVISION MADISON 01 EDWA RD 6AVC to r N DAWSON RD PARKSIDE TRACT t31 ACRES cN'�` al rr 5 n 10' WATER LINE ORISCDE LN 4 EASEMENT z fi ARMSTRONG LNI r i, 4 0 do 4: .A 0 I V 2, yd 7 t PATE .4 ENGINEERS 13735 Northwest Fnewey 5.13e 300 Houston, Tom 77040 (71314024' 170 EXHIBIT A A G 250 500 1.aa5 I IFut 1 31111 500 reel DRIVE 20' SANITARY SEWER EASEMENT SANITARY LIFT STATION WO BUSINESS CENTER R.D.W. DEDICATION OMER Clgatildalage PARKSIDE TRACT t10 ACRES ca 5e Legend Parkdde Tract Boundary Zed Business Center Drive Project Parcels (BCAD 2077 -01) R.O.W. Dedication Water Line Easement Sanitary Sewer Easement Ma Existing BDD4 Ditch 6: aeeeee.. COUNTY ROAD 58 R.O.W. DEDICATION C DC E°semenls_0.5z11.mxd Da to: &912011 3:02:46 PM User. emandan .777777 74V#2:14 47' 7 7 z J L f h., 1,3,0 744 77.1 V4' J.40:3 f J c a i '7. 4 (?.°'?.,70 h,, s 11 4,74- bi: Irici 17:411i 11 77 741,1 .-t2.14.7,4.21r, 1' I I JIM :7. J .`e477Frizi7,777'-^,7:7---77.--7477,-.777-'11-7-77ct^ri•-`7'7.t,-77, :---;7-...---V ,4 -7 ku- ..7 ,774-7-77,77 1 7^7^'77-4-77-47“---717,'''" 4 417,2 7447-7 7 EXHIBIT B r t.P 17. 4 4; gt, "„„P)-1 i $Er-. t/ 4,1 J 5 1 1 1. 4 Exhibit C Engineering Costs a. Design Phase (Lump Sum) $207,988 b. Bid Phase (Hourly Not -to- Exceed) 8,270 c. Construction Phase (Hourly Not -to- Exceed) 60,485 d. Special Services: 1. Traffic Signal Design at CR 59 Int'n Timing Cycle Study (Lump Sum) 28,555 2. Plans Modifications for Phase 1 Const. (Hourly Not -to- Exceed) $11,184 3. Additional Topo Surveying(Cost 10 %)(Sub Consul)(Budget) $5,500 4. Traffic Count Collection (Cost 10 %)(Sub Consul) 738 5. Landscape Irrigation Design (Cost 10 %)(Sub Consul) 28,325 6. Reimbursable Project Expenses (Printing, Deliveries, Mileage, outside printing of plans and construction documents) 6.000 Total $357,045 5 3 Broadway END OF EXIST. 4 LANES (BUSINESS CENTER DR.) JO' Pan ',modulo C. County Road 59 END OF EXIST. 2 LANES (BUSINESS CENTER DR.) PARKSIDE NORTHERN PROPERTY LINE (30.583 ACRES) PARKSIDE NORTHERN PROPERTY LINE (9.990 ACRES) PATE A ENGINEERS 13333 NAY. Freeway, Suite 300 Houston, To. 77040 Phone: 773- 482 -317e EXHIBIT D Scale: N.T.S. Date: 5/3/2011