Agenda No. I CITY OF GERMANTOWN REPORT TO: THE BOARD OF MAYOR AND ALDERMEN DATE: September 12, 2016 FROM: Patrick J. Lawton, City Administrator?(s SUBJECT: CONTRACT TO PURCHASE LAND GERMANTOWN MUNICIPAL SCHOOL DISTRICT INTRODUCTION: The purpose of this agenda item is to consider depositing the sum of $33,000.00 to be held as earnest money for the purchase of 31 .13 acres for the construction of a new elementary school in the City of Germantown. BACKGROUND: The doors to the new Germantown Municipal School District (GMSD) opened in August 2014. Since that time the District has experienced tremendous growth, especially at the elementary school level. in a recent work session the GMSD superintendent demonstrated that the District could open a new elementary school today and fill it with 500 plus students. He also stated that the growth will continue. Over the past year, the mayor, city administrator and superintendent?s office have been researching and identifying suitable sites in terms of size and location to accommodate a new elementary or K-8 school. After eliminating several sites from consideration, we are recommending the purchase of a site north of Winchester located in the newly rezoned Forest Hills Heights. Please see the attached map. DISCUSSION: The property in question meets two critical search criteria - size (31.13 acres) located south of Poplar Avenue. The property is currently owned by Regency Homebuilders, LLC, who have an interest in developing the property as a single family subdivision under the Zoning. However, they are interested in selling this property to the City if certain contingencies are met by both parties. These contingencies are repeated below and continued in Section 7 of the attached agreement. a. All representations and warranties of Seller set forth in Section 5 hereof being materially true and correct, and Seller having materially complied with all of the provisions and conditions set forth herein to be complied with by Seller unless otherwise waived by Buyer. b. Seller being able to convey marketable fee simple title to the Property to Buyer subject to no exceptions other than the Permitted Exceptions (as hereinafter de?ned). 0. There shall be no material adverse change in the matters reflected in the Commitment. d. Buyer's ability to obtain, in the amount of the Purchase Price, the most recent and appropriate ALTA form owner's title insurance policy and lender?s title insurance policy, as applicable, including such ALTA endorsements as may be desired by Buyer and/or lender, insuring the Property without exceptions other than as acceptable to Buyer and lender (the ?Permitted Exceptions?) and other exceptions which are usual and customary for commercial real estate transactions in Shelby County, Tennessee. Page 2 CONTRACT TO PURCHASE LAND GERMANTOWN MUNICIPAL SCHOOL SEPTEMBER 12, 2016 e. There has been no material adverse change in the condition of the Property subsequent to Buyer's completion of the inspection of the Property. f. The Board of Mayor and Aldermen of Buyer shall have approved the transactions contemplated by this Agreement and (ii) authorized Buyer to proceed to Closing. 9. Buyer has sold its general obligation bonds in an amount sufficient to support the purchase of the Property and the construction of a school on the Property. h. Buyer receives from its appraiser an appraisal of the Property that indicates a value for the Property at least as high as the Purchase Price. BUDGET AND STAFFING IMPACT: Funding for the escrow payment will occur via a budget adjustment transferring $33,000.00 from the contingency fund to the capital improvements budget. The asking price for the property is $1.1 million. The City, per this agreement, will have an appraisal of the property completed to demonstrate the value for the property is at least as high as the purchase price. Other transactional cost, such as attorney fees and title work, will be covered at closing. GERMANTOWN FORWARD 2030: The strategic objective for the education key performance area clearly states the City responsibly provides ?nancial support for the GMSD's long-range facilities plan. ATTACHMENTS: 0 Contract to purchase real estate 0 Location map - BudgetAdjustment PROPOSED MOTIONISI. RESOLUTIONISI. OTHER ACTION: To authorize the mayor to execute a contract to purchase real estate from Regency Homebuilders, LLC, approve the transfer of $33,000.00 to be held in escrow for this purpose and to approve Budget Adjustment No.17-10. BOARD ACTION: MOTION BY: SECONDED BY: I BARZIZZA GIBSON KLEVAN OWENS JANDA PALAZZOLO YES Yes Yes Yes Yes Yes Yes Abstain Abstain Abstain Abstain? "Agata-in - . .. - CONTRACT TO PURCHASE REAL ESTATE THIS CONTRACT TO PURCHASE REAL ESTATE (?Agreement?) is made and entered into this day of September, 2016, by and between REGENCY HOMEBUILDERS, LLC (the ?Seller?), and THE CITY OF GERMAN TOWN, a municipal corporation organized and existing under the laws of the State of Tennessee, or its assigns (the ?Buyer?). WITNES SETH: Whereas, Seller is the owner of real property located in the City of Gerrnantown, Shelby County, Tennessee, consisting of approximately 31.13 acres of land being more particularly described on Exhibit attached hereto and incorporated herein (the ?Property?); and Whereas, Seller desires to sell to Buyer and Buyer desires to purchase from Seller the Property; and Whereas, the parties hereto desire to set forth herein the terms and conditions of the sale. NOW, THEREFORE, in consideration of the premises and the mutual covenants and agreements contained herein, the parties agree as follows: 1. Sale of Propem. Seller hereby covenants and agrees to sell and convey the Property, or cause it to be conveyed, by good and suf?cient general warranty deeds to Buyer upon and subject to the terms and conditions set forth herein. The purchase price shall be One Million One Hundred Thousand and no/100 Dollars (the ?Purchase Price?). At the Closing, the Purchase Price shall be paid in immediately available good funds. Upon full execution and delivery to all parties of this Agreement, Buyer will deposit with Burch, Porter Johnson, PLLC (the ?Escrow Agent?), the sum of Thirty Three Thousand and 00/100 Dollars to be held as earnest money (?Earnest Money?), subject to the terms and conditions hereinafter set forth. If the sale and purchase are consummated, Buyer shall be given credit for the Earnest Money at the date of Closing toward the purchase of the Property. 2. Review Period. Buyer shall have the right until January 31, 2017 (?Review Period?) to make such inspections of the Property as Buyer deems reasonable and necessary and otherwise inspect the general condition of the Property and its suitability for Buyer?s operations thereon, at Buyer?s expense. Not later than the ?nal day of the Review Period Buyer will advise Seller, in writing, that either this Agreement is terminated, in which event the Earnest Money less One Hundred and no/ 100 Dollars ($100.00) shall be refunded to Buyer, or this Agreement shall continue in effect, and the parties shall proceed toward Closing, subject to the contingencies set forth in Section 7. In the event Buyer elects to terminate this Agreement pursuant to this Section 2, Seller hereby agrees and af?rms that Buyer shall be refunded the Earnest Money and all interest earned thereon less One Hundred and no/ 1 00 Dollars and Seller shall have no claim or recourse against Buyer due to Buyer?s termination of this Agreement, except for any obligations which expressly survive termination of this Agreement. Said $100.00 sum shall be consideration for Seller?s covenants and agreements herein. In order to facilitate Buyer? due diligence review of the Property, Seller has provided or shall provide to Buyer true and correct copies of all of the following information to the extent Seller is in possession of such information: agreements, studies, easements, existing surveys, plans, inspections, speci?cations and the like affecting or relating to the ownership, use or operation of the Property including, without limitation, restrictive covenants, conditions and restrictions, easement agreements, environmental studies, underlying documents, documents affecting title to the Property, documentation relating to real estate taxes and assessments, and all citations, reports and correspondence from and with any governmental agencies. 3. Closing. Closing (the ?Closing?) of the sale and purchase of the Property shall occur at a mutually c0nvenient time and location in Shelby County, Tennessee, but not later than thirty (30) days after the delivery of written notice from Buyer to Seller that all of Buyer?s Contingencies have been satis?ed or waived. Notwithstanding the foregoing, if Closing has not occurred for any reason by August 31, 2017, Seller may terminate this Agreement and retain extension payments set out in Section 14. On the date of Closing of the sale and purchase of the Property, the Closing shall occur as follows, subject to the satisfaction of all of the terms and conditions of this Agreement: Each party shall deliver to the other party appropriate evidence to establish the authority of such party to enter into and close the transaction contemplated hereby. Seller shall convey to Buyer marketable fee simple title by general warranty deeds, duly executed and in recordable form, subject only to Permitted Exceptions (as hereinafter de?ned. Seller shall deliver to Buyer Sellers? Af?davits in standard title company form required to issue the most current and appropriate ALTA title insurance policies as required herein, free of the ?standard exceptions? thereto. Seller shall deliver to Buyer af?davits for purposes of Section 1445 of the Internal Revenue Code, as applicable. Buyer and Seller shall execute and deliver the items required by this Agreement, and Buyer shall have obtained any and all required third party consents and ?nancing in connection therewith. 4. Title and Survey . after the complete execution hereof by Buyer and Seller, Buyer shall obtain an owner? 5 title insurance commitment from the title company of Buyer?s choice (the ?Commitment") to issue the most recent and appropriate title insurance policy insuring marketable fee simple title to the Property to Buyer in an amount equal to the Purchase Price. Seller shall pay the costs of the title search, and Buyer shall pay the title premiums for the owner?s and any mortgagee?s title policies. Buyer, at Buyer?s expense, may cause an exact ALTA boundary survey of the Property (the ?Survey?) to be prepared by a reputable registered local surveyor acceptable to Buyer during the Review Period. If Buyer pro cures a Survey, after its completion the description of the Property shall automatically be amended to conform to the legal description based on the said survey, and thereafter, the new legal description shall be the legal description of the Property for all purposes relating to this Agreement. 5. Representations and Warranties of Seller. Seller represents and warrants to Buyer as follows: Seller is the owner in fee simple of the Property and has full and absolute authority to sell the same as set forth herein, and no person or entity other than Buyer has any right or option to acquire the Property; Seller will not sell or otherwise further encumber the Property or remove any trees or shrubs prior to Closing, or if there is no Closing, the termination or expiration of this Purchase Agreement; (0) Seller is not a party to any litigation or administrative proceedings affecting the Property or any part thereof or affecting Seller?s right to sell the Property or any interest therein or the use thereof, and there is no pending or, to the best of Seller?s knowledge, threatened litigation or administrative proceedings affecting the Property or any part thereof or affecting Seller?s right to sell the Property or any interest therein or the use thereof. Seller shall give Buyer notice of the institution of any such proceedings, or of its knowledge of any such threatened proceedings, within three (3) days of receipt of the institution or threat of such proceedings, and in any event prior to the Closing; To the best of Seller?s actual knowledge neither the Property nor any portion thereof is or will at the time of Closing be subject to a claim of adverse possession, and no party other than Seller is (nor shall be at Closing) in possession of the Property. To the best of Seller?s knowledge, the Property complies with all applicable laws, rules, codes, ordinances, and regulations of any duly constituted governmental authority in all material respects. Seller has received no notice from any governmental entity or authority notifying Seller that it is in Violation of any applicable governmental, zoning, ?re, building, health, or life and safety codes or regulations with regard to any of the Property. To the best of Seller?s actual knowledge there is not now pending nor, to the (0 knowledge of Seller, threatened, nor are there any facts or circumstances to Seller?s knowledge that could result in any action, claim, suit or proceeding (including, but not limited to, condemnation or similar proceedings) before any court or governmental agency or body whatsoever adversely affecting the Property or its use or operation, or which could constitute or establish acloud on the title to the Property. Seller shall give prompt written notice to Buyer of any such proceeding of which Seller receives prior to Closing. Seller warrants and represents that, to the best of Seller?s actual knowledge: no hazardous or toxic materials including, without limitation, any asbestos or asbestos-containing materials, biphenyls, solid, liquid, gaseous or thermal irritant or contaminant or any substances de?ned as or included in the de?nition of "hazardous substances," "hazardous wastes,? or "toxic substances" under any applicable federal or state laws or regulations and including materials to be recycled, reconditioned or reclaimed (collectively hereinafter referred to as "Hazardous Material"), are or have been manufactured, used, located on, installed in, transported to or from, generated, stored, buried, released, allowed to escape, discovered upon, or disposed of (collectively referred to as an ?Incident") on or in a location that has or will adversely affect the Property; (ii) the Property is in full compliance with requirements of all applicable federal, state and local laws, ordinances and regulations relating to any Hazardous Material (collectively "Hazardous Material Laws?); the Property is not subject to any federal or state investigation evaluating whether any remedial action is needed to respond to an Incident of or with any Hazardous Material (iv) the Property is not subject to any federal, state, or local liens in connection with remedial action needed or taken to respond to any Hazardous Material; the Property is not the subject of claims made or threatened by any third party against Seller or the Property relating to damage, contribution, cost recovery compensation, loss or injury resulting from any Hazardous Material or Hazardous Material Laws; (vi) no notices, requests, investigations or settlements are proposed, threatened, anticipated or in existence with respect to the presence, suspected presence, or potential presence of any Hazardous Material on or about the Property from any source; and (vii) no part of the Property has been used as a dump for refuse disposal. To the best of Seller?s knowledge, the information furnished to Buyer pursuant to the provisions of this Agreement is accurate and complete in all material respects, and shall be updated at or prior to Closing so as to be accurate and complete in all material respects as of Closing. Seller has full authority to enter into and execute this Agreement as well as any and all documents, instruments and certificates pertaining to this transaction. Except for Seller?s warranties as set forth in this Agreement and any of the documents executed by Seller at Closing, no warranties or representations are being made by Seller with respect to the Property, either express or implied, written or oral, and Buyer will take the Property in its as-is condition. 6. Representations of Buyer. Buyer represents and warrants to Seller that the execution hereof does not result in the breach of any legally binding written or oral agreement to which Buyer is bound, and that Buyer has full authority to enter into and execute this Agreement as well as any and all documents, instruments and certi?cates pertaining to this transaction. 7. Contingencies. This Agreement and the obligations of Buyer hereunder shall be subject to the satisfaction of each of the following conditions precedent: (C) (6) All representations and warranties of Seller set forth in Section 5 hereof being materially true and correct, and Seller having materially complied with all of the provisions and conditions set forth herein to be complied with by Seller unless otherwise waived by Buyer. Seller being able to convey marketable fee simple title to the Property to Buyer subject to no exceptions other than the Permitted Exceptions (as hereinafter de?ned). There shall be no material adverse change in the matters reflected in the Commitment. Buyer's ability to obtain, in the amount of the Purchase Price, the most recent and appropriate ALTA form owner?s title insurance policy and lender?s title insurance policy, as applicable, including such ALTA endorsements as may be desired by Buyer and/or lender, insuring the Property without exceptions other than as acceptable to Buyer and lender (the ?Permitted Exceptions?) and other exceptions which are usual and customary for commercial real estate transactions in Shelby County, Tennessee. There has been no material adverse change in the condition of the Property subsequent to Buyer's completion of the inspection of the Property. The Board of Mayor and Aldermen of Buyer shall have approved the transactions contemplated by this Agreement and (ii) authorized Buyer to proceed to Closing. Buyer has sold its general obligation bonds in an amount suf?cient to support the purchase of the Property and the construction of a school on the Property. Buyer receives from its appraiser an appraisal of the Property that indicates a value for the Property at least as high as the Purchase Price. This Agreement and the obligations of Seller hereunder shall be subject to Seller?s completing the purchase of Shelby County Parcel No. G02-43 00-495 (the ?Northern Parcel?) before or simultaneously with the sale of the Property to Buyer. If Seller for any reason in its sole and absolute discretion terminates its contract or fails to close its contract for the Northern Parcel then Seller shall not be obligated to sell the Property to Buyer, in which event the Earnest Money shall be returned to Buyer and neither party shall have any further obligations under this Agreement, except those which speci?cally survive termination. 8. Qpenses and Prorations. Upon the Closing of the sale and purchase of the Property, the expenses of this transaction and Closing prorations shall be paid as follows: All ad valorem taxes and special assessments on the Property imposed for the calendar year of Closing shall be prorated as of the date of Closing. However, if Closing shall occur before the tax rate for such year is ?xed, the amount of such taxes and special assessments for the immediately preceding calendar year shall be utilized for such proration, and any difference in actual and estimated property taxes for the year of Closing shall be adjusted between the parties upon receipt of written evidence thereof. Seller shall be responsible for and satisfy all taxes and special assessments for all calendar years prior to the calendar year of Closing, including roll-back taxes. The provisions of this paragraph shall survive the Closing of this transaction. Seller will pay the fees for the title searches in connection with the issuance of the Commitment Buyer will pay for the premium for the issuance of the owner?s and any mortgagee?s title insurance policies for the Property. Buyer will pay for the cost of the Survey of the Property. Seller will pay for the preparation of the general warranty deeds. Buyer will pay all recording costs incurred in recording the general warranty deeds. Each party will pay its own attorneys? fees. Buyer will pay all costs and expenses associated with obtaining ?nancing. Each party will pay all other costs and fees customarily payable by a buyer or seller in a commercial real estate transaction in Shelby County, Tennessee. 9. Right of Entry. At any time following the execution of this Agreement, Buyer and its duly authorized representatives shall have the right to enter upon the Property after advanced notice to Seller for the purposes of making engineering or architectural studies, surveys, test borings, soil bearing tests, environmental audits, and such other inspections and investigations of the Property as Buyer may deem necessary or advisable. Buyer will not enter the Pr0perty without first providing Seller with a certi?cate evidencing general liability insurance policy and naming Seller as an additional insured. Buyer hereby agrees to repair any damages caused by Buyer?s acts or omissions in connection with its activities upon the Property. The provisions of this paragraph shall survive the termination of this Agreement or the Closing of this transaction. 10. Default. The following provisions shall govern the rights of the parties hereto in the event that the transaction contemplated by this Agreement fails to close or a party otherwise defaults on an obligation provided for post?Closing: In the event Seller fails or refuses to convey the Property in accordance with the terms hereof; (ii) otherwise fails to perform any obligation hereunder or is otherwise in breach or default thereunder, Buyer shall have all rights and remedies, including speci?c performance and/ or damages, available at law or in equity for Seller?s breach. In the event Buyer shall fail to close and defaults, except for default caused by Seller? 3 default, then this Agreement shall thereafter be null and void and of no further force or effect, and Seller?s only remedy shall be to receive the Earnest Money as liquidated damages and to enforce Buyer?s obligations under Section 9 of this Agreement. 11. Risk of Loss. The risk of loss or damage to the Property prior to the Closing of this transaction shall be borne by Seller. If all or any portion of the Property shall be taken by eminent domain or be the subject of condemnation proceedings, or ?re or other casualty results in damage to the Property, Seller shall notify Buyer. Buyer will then, within ten (10) business days of receiving Seller? notice, elect to either complete the purchase of the Property at the agreed upon Purchase Price, in which event Buyer shall be entitled, in the event of condemnation, to receive all awards paid or payable with respect to such taking or condemnation proceedings, or, in the event of fire or other casualty, to receive all insurance proceeds therefor, or (ii) terminate this Agreement in all respects, and the Escrow Money, plus all accrued interest thereon, shall be returned to Buyer, and the parties shall have no further rights or obligations hereunder, except for any rights or obligations sp ecifically identi?ed as surviving termination of this Agreement. Seller shall execute and deliver to Buyer on the date of Closing hereunder all documents as may be necessary to effect the full assignment and collection of any such awards and proceeds if Buyer elects to complete the purchase of the Property. 12. Assignment. Buyer shall not have the right to assign, transfer or convey its rights hereunder without the prior written consent of Seller, except that Buyer may assign this contract to Germantown Municipal School District. No assignment, whether with or without the consent of Seller shall release Buyer from its obligations under this Agreement. Seller shall have the right to assign its rights under this Agreement to an entity af?liated with Seller which assignment shall not release Seller from its obligations under this Agreement. 13. Basement and Roadway. Provided that Seller acquires the Northern Parcel and Buyer pursuant to this Agreement acquires the Property, and following written notice from Seller of the need therefor, Buyer shall grant to Seller an ingress-egress easement over a portion of the Property to serve as vehicular and pedestrian access between Winchester Rd. and the Northern Parcel. The width and exact location of such ingress-egress will be mutually agreed to by the parties, and Seller shall be permitted to lay gravel on the ingress-egress easement property at Seller?s expense. However, the width and location of the easements shall be suf?cient to allow vehicular access (including heavy construction equipment) to the Northern Parcel. Provided that Seller acquires the Northern Parcel and pursuant to this Agreement Buyer acquires the PrOperty, Buyer shall construct, at its own cost and expense and pursuant to Buyer?s development of the Property, a public road that shall serve as vehicular and pedestrian access between Winchester Rd. and the Northern Parcel with a size, design and location to support future development of the Northern Parcel. The covenants and obligations of this Section 13 shall survive the Closing. 14. Deposit. From March 1, 2017 until the date of Closing, Buyer shall pay to Seller via wire transfer on or before the 101]] of each month the sum of $5,000.00 as a deposit (each such payment a ?Deposit Payment?). The Deposit Payments shall be applied to the Purchase Price at Closing; provided, however, that if the Closing occurs after August 15, 2017, the Deposit Payment for August 2017 (and for subsequent months, to the extent applicable) shall be retained by Seller and not applicable to the Purchase Price. Notwithstanding Buyer?s extension rights in this Section 14, Seller shall have no obligation to extend this Contract for periods beyond August 31, 2017. In the event Buyer does not close the transaction due to failure of a Buyer?s contingency or a default by Buyer, Seller shall retain all such Deposit Payments. The provisions of this Section 14 in no way impact or alter the Earnest Money and the disposition thereof. 15. Entire Agreement. This Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof, and it is understood and agreed that all undertakings and agreements heretofore made between the parties concerning the subject matter hereof are merged herein. 16. Notices. Any notice, request, demand, instruction or other communication hereunder shall be in writing and, except as otherwise provided herein, shall be deemed to have been duly given if delivered (1) by hand; (2) by a prepaid reputable overnight delivery service providing receipt upon delivery; (3) electronic transmission (email) providing con?rmation of receipt; or (4) seventy-two (72) hours after being sent by the United States Postal Service by first class, registered or certi?ed mail, return receipt requested, postage prepaid, addressed as follows: To Buyer at: With a copy to: The City of Germantown Josh Lawhead 1930 S. Germantown Rd. Burch, Porter Johnson, PLLC Germantown, TN 38138 130 N. Court Ave. Attn: Patrick Lawton Memphis, TN 38103 To Seller at: With a copy to: Regency Homebuilders, LLC Stewart Austin 1364 Cordova Cv. Glankler Brown, PLLC Germantown, TN 38138 6000 Poplar, Suite 400 Memphis, TN 38119 Change of address may be effected by any party by giving notice thereof as provided herein. 17. Modi?cation. This Agreement may not be changed orally, but may only be changed by an agreement in writing signed by Buyer and Seller. 18. Binding Effect. The provisions of this Agreement shall inure to the bene?t of and shall be binding upon the parties hereto and their respective successors and assigns. 19. Time. Time is of the essence of this Agreement. In the event that the time period or date for any act to be taken or notice to be given hereunder expires on a date which is a Saturday, Sunday or legal holiday, then such time period shall be extended to the next day which is not a Saturday, Sunday or legal holiday. 20. Headings. The headings contained in this Agreement are for convenience of reference only, and shall not limit the provisions contained herein. 21. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Tennessee. 22. Broker and Commission. Buyer represents and warrants that it is not, and has not been, represented by any broker or agent. Seller represents and warrants that it is not, and has not been, represented by any broker or agent. Seller shall indemnify and hold Buyer harmless from any and all claims for commissions or any other remuneration due to any broker or agent asserting entitlement to commission by virtue of their representation of Seller. The provisions of this paragraph shall survive the closing of this transaction. 23. Countemarts. This Agreement may be executed in any number of counterparts, any one or all of which shall constitute the agreement of the parties. An electronic or facsimile signature shall constitute an original signature and shall bind the signatory thereof. 24. Offer and Acceptance. The effective date of this Agreement shall be the date on which the latter party to execute this Agreement so executes. 25. Attorney Fees. In the event of a dispute hereunder, the prevailing party in any litigation shall be entitled to its attorney fees, court costs, and other litigation expenses (including those incurred on appeal) from the non-prevailing party. [Signature Page allows] IN WITNESS WHEREOF, the parties hereto have executed this Agreement by and through their duly authorized representatives, as of the date ?rst set forth above. BUYER: ATTEST: THE CITY OF GERMANTOWN By: City Clerk Approved as to form and content: Title: Date: City Attorney SELLER: LLC By: 9/ 7 Title:( Date: 4 10 Exhibit Legal Description of Property DESCRIPTION OF MAGNA BANK TRACT, AS RECORDED tN INSTRUMENT 11066805, IN THE OFFICE OF SHELBY COUNTY, TENNESSEE, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: The Point of Beginning of the herein described property is described as follows; Beginning at a point in the nonh line of Winchester Road (134' ROW). 193.66 feet east of the intersection of said north line of Winchester and the west line of Drive (68' ROW) (produced). also being 3 feet south of the southeast corner of Lot 3 Winchester- Forest Hill Estates Subdivision, as recorded in Plat Book 35. page 9 thence North 03 degrees 18 minutes 52 seconds East. along the east line of said Winchester- Fcrest Hill Estates SID. a distance of1201.54 feet to a point; thence South 85 degrees 41 minutes 36 seconds East. along the south line of the Goodwin Farms Tract. as recorded in instrument GH 0025 (S.C.R.O.). a distance of 1365.46 feet to a point in the west line of the City of Memphis Tract. as recorded in instrument E2 4952 thence South 01 degrees 58 minutes 16 seconds West. along the west line of the said City of Memphis tract. a distance of 318.44 feet to a point in the north line of the Mahir Awden Tract. as recorded in instrument 09074360 thence North 85 degrees 41 minutes 36 seconds West. along the north line of said Awden Tract. a distance of 360.44 feet to a point; thence South 02 degrees 02 minutes 12 seconds West. along the west line of said Awden Tract. a distance of 911.76 feet to a point in the north line of said Winchester Road; Thence from the beginning of a curve concave to the north having a radius of 3752.72 feet and a central angle of 6 degrees 41 minutes 27 seconds and being subtended by a chord which bears North 85 degrees 08 minutes 14 seconds West 437.98 feet; thence westerly along said curve and the north line of said Winchester Road. a distance of 438.23 feet to a point; thence North 31 degrees 47 minutes 30 seconds West tangent to said curve and along the north line of said Winchester Road. a distance of 228.15 feet to a point to the beginning of a curve tangent to said line; thence westerly a distance of 308.73 feet to a point. along the curve concave to the south. having a radius of 3886.?2 feet and a central angle of 4 degrees 33 minutes 04 seconds and being subtended by a chord which bears North 84 degrees 04 minutes 02 seconds West 308.65 feet: thence North 86 degrees 20 minutes 34 seconds West tangent to said curve and along the north line of said Winchester. a distance of 59.20 feet to the Point of Beginning. Containing 1.355.786 sq ft (31.13 ACRES). more or less of land. 4819-9503-4168, v. 1 11 ?Carma '?h?Ef?fie i HJGIO Mo 3A8 03030330 :Nawaamv 0 30wi 30 cavoa A8 Jo?ew smaroadlsaund ssoaov aadswtu 30:1 isanoau SCIanl 803 1930033 Jo?ew 3N0 NlHilM H333NWL 80:! 1830033 191,95an HBMOH 80:! Jolensluuppwto 1A8 GEIMEJIAEJH 1010003 magma 5A8 031330038 MGU 40 U0!1!3Enb39 PUBI J03 $(000?99) $000093 0 Koue?unuoo em 00 90 '009 0000 '680 00009 $00002 - 0 mm muss L0 L6 '0017 0000 '880 139008 139cm 'f?OHd aswe - iidad saanl lsanoau ssoaov 303 19510033 Cl 9L-des-ZL caiva 3N0 NIIM 30:: 1830033 HO H333NVHJ. 1.39008 80:] 1830033 OWL 30 AUG