OPTION AGREEMENT
THIS OPTION AGREEMENT ("Agreement") is made and entered into this 28th day
of October, 1998 ("Execution Date") by and between Xxxxxx Xxxxxx, Ltd., a
Colorado limited partnership ("Seller") and Creekside Apartments, LLLP, a
Colorado limited liability limited partnership ("Buyer"). Seller and Buyer may
be termed individually the "Party" and collectively the "Parties."
RECITALS:
A. Seller is the owner of certain real property located in the County of El
Paso, State of Colorado located appurtenant to Powers Boulevard between Galley
Road and Xxxxxx Park in Colorado Springs, CO, specifically described on Exhibit
A attached hereto and incorporated herein by this reference ("Property").
B. The Property is currently zoned as PBC. Buyer desires to have the
Property rezoned as R-5 or PUD for the purpose of developing the Property and
constructing thereon a 350 unit residential apartment complex with amenities.
C. Seller is desirous of granting to Buyer, and Buyer is desirous of
obtaining from Seller, the exclusive, irrevocable right and option to buy the
Property, subject to the terms below.
NOW, THEREFORE, for good and valuable consideration, the receipt and
adequacy of which are hereby acknowledged, the Parties hereby covenant and agree
as follows:
ARTICLE I
PURCHASE AND SALE; REZONING
Section 1.01. Purchase and Sale Option. Upon and subject to the terms and
conditions set forth in this Agreement, Seller hereby grants and conveys to
Buyer the exclusive irrevocable right and option to purchase the Property
("Option").
Section 1.02. Term of Option. The term of the Option ("Term") shall
commence on the Execution Date and shall end upon the earliest to occur of (i) 2
years from the Execution Date; or (ii) any non-appealable decision by the City
Council for the City of Colorado Springs, CO to rezone the Property from PBC to
R-5 or PUD status (such event is called "Rezoning of the Property"), unless the
Option is earlier terminated pursuant to the provisions of this Agreement or
further extended by agreement of the Parties.
Section 1.03. Exercise of the Option. On or before expiration of the Term
of the Option and provided successful Rezoning of the Property has occurred.
Buyer may exercise the Option by delivering to Seller written notice in
accordance with the provisions of this Agreement ("Exercise Notice").
Section 1.04. Breach of Agreement. Should Buyer fail to deliver the
Exercise Notice within the Term for any reason other than the default of Seller,
the Option granted herein shall terminate in its entirety, both Parties shall be
released from any and all obligations hereunder, and the Option Consideration
(as defined below) shall be retained by Seller. If the Option is so terminated,
Buyer hereby covenants and agrees to quitclaim to Seller all of its right, title
and interest in and to all of the Property not theretofore purchased hereunder.
Concurrent with the execution of this Agreement, Buyer shall execute,
acknowledge and deliver to the title company selected by the Parties ("Title
Company") a quit claim deed conveying to Seller the Property. Such deed shall be
held in escrow by the Title Company in accordance with escrow instructions to be
executed by Seller and Buyer to implement the provisions of this Section 1.04
such that the deed will be re-delivered to Seller if Buyer defaults under this
Agreement.
Section 1.05. Authority to Rezone Prior to Exercise of Option.
Notwithstanding anything contained herein to the contrary, Seller hereby
authorizes Buyer, prior to the exercise of the Option during the Term, to take
whatever actions Buyer deems reasonable and prudent in connection with Rezoning
of the Property, and the preparation and submittal to the City of Colorado
Springs, CO of a development plan, plat map and rezoning application. The
preparation and submittal of the development plan and plat map will be
independent but contemporaneous with Rezoning of the Property. Buyer shall be
responsible for all costs and expenses and satisfy all requirements and
conditions in connection with preparation and submittal of the development plan,
plat map and Rezoning of the Property, including the payment of any development
and/or drainage fees and the posting of any letters of credit required by the
City of Colorado Springs, CO.
ARTICLE II
PURCHASE OF THE PROPERTY
Section 2.01. Purchase of the Property. Upon exercise of the Option in
accordance with Article I hereinabove, Buyer shall purchase from Seller, and
Seller shall sell and convey to Buyer, the Property in accordance with the terms
and conditions contained in this Article II.
Section 2.02. Purchase Price of the Property. The total purchase price to
be paid by Buyer to Seller in exchange for a fee simple interest in and to the
Property shall be an amount equal to an 80% limited partnership interest in and
to Buyer, which, for purposes of this Agreement, shall be valued at $1,600,000
("Purchase Price").
Section 2.03. Option Consideration. Concurrent with the execution of this
Agreement. Buyer shall deliver to Seller the sum of $1,000 ("Option
Consideration"). If Buyer defaults under this Agreement before the Purchase
Price has been paid, the Option Consideration shall be retained by Seller as
consideration for the granting of the Option to purchase the Property pursuant
to this Agreement. If the Buyer exercises the Option as provided herein. or this
Agreement is terminated for reasons other than Buyer's default, the Option
Consideration shall be returned to Buyer.
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Section 2.04. Closing Adjustments. General real property taxes and special
assessments for the Property purchased at Closing for the year in which Closing
occurs shall not be apportioned between the Parties based upon the most recent
levy and assessment, and which shall be paid by Buyer. Buyer shall pay all
documentary fees and recording fees. Buyer and Seller each shall pay 1/2 of the
Title Company's closing fee.
Section 2.05. Place and Time of Closing. Closing shall take place at the
offices of the Title Company no later than 60 days after Buyer exercises the
Option ("Closing"). The Purchase Price shall be paid by Buyer to Seller at
Closing in the form of a credit pursuant to, and in accordance with, a limited
partnership agreement evidencing Seller's partnership interest in and to the
Buyer.
Section 2.06. Seller's Deliveries at Closing. At Closing, Seller shall
deliver to Buyer and/or the Title Company, as appropriate, the following:
A. A duly executed and acknowledged special warranty deed. Such deed
shall convey the subject Property in as-is condition (except for warranties of
title) to Buyer free and clear of all taxes, except the general real property
taxes and special improvement assessments for the year of Closing, and free and
clear of all liens then due and payable for special improvements installed as of
the date of this Agreement, and free and clear of all liens and encumbrances,
security interests, demands or claims of any kind whatsoever by Seller or any
third person or anyone else, subject to the permitted exceptions in existence at
Closing ("Deed"). Buyer shall order, and be responsible for, all costs
associated with issuance of an owner's extended coverage title insurance policy;
B. At Closing, copies of resolutions adopted by Seller authorizing
Seller to execute and deliver this Agreement and to consummate the sale of the
Property. Such resolutions shall be certified by the secretary of Seller as
having been duly adopted by Seller's board of directors and not having been
revoked or terminated;
C. Such agreements or statements concerning claims for mechanic's
liens as may be required by Buyer or the Title Company;
D. Any and all conveyances, assignments and all other instruments and
documents as may be reasonably necessary in order to complete the transaction
herein provided and to carry out the intent and purposes of this Agreement;
E. Such documentary and other evidence as may be reasonably required
by Buyer or the Title Company evidencing the status and capacity of Seller, and
the authority of the person or persons who are executing the various documents
on behalf of Seller in connection with this Agreement; and
F. An affidavit evidencing Seller is exempt from the withholding
requirements of Section 1445 of the Internal Revenue Code; Seller shall furnish
to Buyer a sworn Affidavit stating under penalty of perjury that Seller is not a
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"foreign person," as such term is defined in Section 1445(f)(3) of the Internal
Revenue Code of 1954, as amended ("Code"), or such evidence that Buyer is not
required to withhold taxes from the purchase price under Section 1445(a) of the
Code as Buyer may reasonably determine to meet the requirements of Section
1445(b)(4) and Section 1445(b)(5) of the Code. Seller shall also execute and
deliver such evidence as is required by the Title Company to satisfy the
requirements of Section 39-22-604.5 of the Colorado Revised Statutes.
Section 2.07. Buyer's Deliveries at Closing. At Closing, Buyer shall
deliver to Seller the following:
A. The Purchase Price in the manner set forth in this Agreement,
adjusted for closing costs;
B. Copies of resolutions adopted by Buyer authorizing Buyer to execute
and deliver this Agreement and to consummate the purchase of the Property. Such
resolutions shall be certified by the general partner of Buyer as having been
duly adopted by Buyer's members and not having been revoked or terminated;
C. Such documentary and other evidence as may be reasonably required
by Seller or the Title Company evidencing the status and capacity of Buyer and
the authority of the person or persons who are executing the various documents
on behalf of Buyer in connection with this Agreement;
D. Such agreements or statements concerning claims for mechanic's
liens arising out of Buyer's actions as may be required by the Title Company;
and
E. All other instruments and documents as may be reasonably necessary
in order to complete the transaction herein provided and to carry out the intent
and purposes of this Agreement.
ARTICLE III
DUE DILIGENCE
Section 3.01. Minimize Costs and Expenses. Buyer and Seller acknowledge
there will be certain costs and expenses incurred by Buyer in connection with
Buyer's investigation of the Property prior to the Rezoning of the Property.
Buyer and Seller acknowledge that Buyer intends to minimize such costs and
expenses until Rezoning of the Property is probable.
Section 3.02. Prior to Submittal. Buyer shall have until submission to the
City of Colorado Springs. CO of Buyer's application to rezone the Property
development plan and plat mat ("Submittal") to review the following matters
affecting the Property:
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A. Any soils condition report and an existing environmental assessment
report on the Property in Seller's possession or control;
B. Topographic maps, grading plans, development plans, master plans
and all other related materials relevant to development of the Property
presently in Seller's possession or control, including a map showing the general
location of adjacent utility lines and stubouts and any initial site plan
development work caused or performed by Buyer;
C. Any other information relating to, or arising out of, the Property
in Seller's possession; and
D. Current updated title commitment and underlying documentation (all
of the items in Paragraphs A through D are collectively called "Investigation
Information").
Seller is not aware of any inaccuracies in any of the Investigation
Information, but is not making any representations or warranties with respect to
the contents of the Investigation Information. Buyer shall be responsible to
verify the accuracy of any information in the investigation Information.
If Buyer provides Seller with written disapproval of the feasibility of the
Property for any item or matter disclosed in the Investigation Information on or
before 5:00 p.m., Mountain Time, on or before Submittal, this Agreement shall
automatically terminate.
Section 3.03. Subsequent to Submittal. Subsequent to Submittal, but prior
to exercise of the Option, Buyer shall have the right, at its sole risk and
expense, to enter upon the Property for the purposes of inspection and making
such tests, staking and preliminary development work, as Buyer shall deem
advisable, including soils report, environmental Phase I audit report,
engineering report, foundation and structural reports and analyses.
If Buyer provides Seller with written disapproval of the feasibility of the
Property other than those items disclosed in the Investigation Information
subsequent to Submittal but prior to Rezoning of the Property, this Agreement
shall automatically terminate.
Section 3.04. Indemnity. Buyer hereby agrees to indemnify and hold Seller
harmless from any mechanics' liens or other claim or liability resulting from
Buyer's activities on the Property pursuant to the provisions of this Article
III.
ARTICLE IV
USE OF THE PROPERTY
Section 4.01. Seller's Use of the Property.
A. From and after the date of Seller's execution hereof, until
termination by this Agreement. Seller shall not grant or convey any easement.
lease. license. permit, right or any other legal or beneficial interest in the
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Property without the prior written consent of Buyer, except those customarily
required in connection with the rezoning of the Property and platting of the
Property which do not interfere with Buyer's ability to develop the Property for
its intended use.
B. Seller agrees to consult with Buyer and to make any reasonable
changes requested by Buyer with respect to the final development plan, including
grading, streets, phasing and infrastructure.
ARTICLE V
REPRESENTATIONS AND WARRANTIES OF SELLER
Section 5.01. Representations and Warranties. Seller represents that as of
the date hereof and as of the Closing:
A. Neither the execution of this Agreement nor the consummation of
the transactions contemplated herein will constitute a breach under any contract
or agreement to which Seller is a Party or by which Seller is bound or affected
which affects the Property or any part thereof.
B. Seller has not been notified of any pending condemnation or similar
proceedings affecting the Property, or any part thereof, or any pending or
threatened litigation or other legal administrative claim affecting the
Property.
C. Seller has not granted to any party, other than Buyer hereunder,
any option, contract, or other agreement with respect to a purchase or sale of
the Property or any portion thereof or any interest therein.
ARTICLE VI
DEFAULT; REMEDIES
Section 6.01. Default. Time is of the essence hereof, and if any payment or
any other covenant or agreement hereof is not made, tendered or performed as
herein provided, there shall be the following remedies:
A. In the event a payment or any other agreement hereof is not made,
tendered or performed by Buyer. Seller shall give Buyer written notice of such
failure ("Default Notice") and if Buyer fails to cure such default within 10
days after its receipt of such Default Notice, this Agreement shall be null and
void and of no further force and effect. Thereupon, Buyer shall quitclaim to
Seller all of its right, title and interest in and to the Property not
theretofore purchased hereunder, both Parties hereto shall be released from all
further obligations hereunder with respect to the Property not purchased as of
said date. and the Option Consideration shall be retained by Seller as
liquidated damages, as Seller's sole and exclusive remedy hereunder.
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B. If Seller fails to perform any covenant, agreement or condition
hereof as provided herein, Buyer shall give Seller a Default Notice. If Seller
fails to cure such default within 10 days after its receipt of the Default
Notice, then Buyer may, at its election, treat this Agreement as terminated, and
the Option Consideration shall be returned to Buyer; provided, however, that
Buyer may, at its election, treat this Agreement as being in full force and
effect with the right to an action for specific performance and/or damages,
which shall be limited to the sum of $200,000, or both.
ARTICLE VII
PROVISIONS OF GENERAL APPLICATION
Section 7.01. Commissions. Seller and Buyer agree to indemnify and hold the
other harmless against any and all claims based in whole or in part on any act
of the other for commissions, fees, or other compensation claimed by a real
estate broker or other third party.
Section 7.02. Condemnation. In the event any portion of the Property shall
be taken in condemnation or under the right of eminent domain after the date of
Seller's execution hereof and before the respective Closing for such portion of
the Property, this Agreement, only insofar as any portion of the Property which
is so affected is concerned, at the option of Buyer, may either: (a) be declared
null and void and all payments or deposits made hereunder with respect to the
affected portion of the Property shall then immediately be returned to Buyer; or
(b) the proceeds received from such condemnation or right of eminent domain
proceeding shall be applied against and reduce the purchase price hereunder of
the affected portion of the Property.
Section 7.03. Further Instruments. Each Party hereto shall from time to
time execute and deliver such further instruments as the other Party or its
counsel may reasonably request to effectuate the intent of this Agreement,
including but not limited to, documents necessary for compliance with the laws,
ordinances, rules or regulations of any applicable governmental authorities.
Section 7.04. Governing Law. The Parties hereto hereby expressly agree the
terms and conditions hereof, and the subsequent performance hereunder, shall be
construed and controlled by the laws of the State of Colorado.
Section 7.05. Headings. Article and section headings used in this Agreement
are for convenience of reference only and shall not affect the construction of
any provision of this Agreement.
Section 7.06. Possession. Exclusive possession of each portion of the
Property shall be delivered to Buyer on the respective Closing therefor, free
and clear of any leases or tenancies.
Section 7.07. Entire Agreement - Alteration or Amendment. This Agreement
constitutes the entire agreement of the Parties with respect to the subject
matter hereof. Any and all prior agreements, whether written or oral, are
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superseded hereby and are deemed null and void and of no effect. The Parties are
not bound by any agreements, understandings, conditions or inducements otherwise
than are as expressly referenced, set forth, or stipulated hereunder. No change,
alteration, amendment, modification or waiver of any of the terms or provisions
hereof shall be valid unless the same shall be in writing and signed by the
Parties hereto.
Section 7.08. Assignment. This Agreement shall be binding upon, and inure
to the benefit of, Seller and Buyer and their respective permitted successors
and assigns. This Agreement shall not be assignable by Buyer or Seller without
the prior written consent of the other.
Section 7.09. Notices. All notices provided for hereunder shall be deemed
given and received (a) when personally delivered; or (b) 48 hours after the same
are deposited in the United States mail, postage prepaid, registered or
certified mail, return receipt requested, addressed to the applicable Party at
the address indicated below for such Party, or as to each Party, at such other
address as shall be designated by such Party in a written notice to the other
Party:
TO SELLER: Xxxxxx Xxxxxx, Ltd.
000 Xxxxxxx Xxxx Xxxxx
Xxxxxxxx, XX 00000
Attn: Xxxxxx X. Xxxxxxxxxx/Xxxx X. Xxxxx
TO BUYER: Creekside Apartments, LLLP
000 Xx. Xxxxxxx Xxx., 0xx Xxxxx
Xxxxxxxx Xxxxxxx, XX 00000
Attn: Xxxxxxx X. Xxxxx.
Section 7.10. Survival: Conditions Precedent: Consent. Agreements,
representations, covenants. and warranties on the part of both Parties contained
in this Agreement or any amendment or supplement hereto shall survive the
Closing and deliveries of deeds hereunder and shall not be merged thereby, and,
in addition to any effect any of same have in law or in equity, all of same will
be deemed to be conditions precedent to performance by the Parties hereunder,
whether so expressed or not. The Party for whose benefit a condition exists may
unilaterally waive same. Unless otherwise provided herein, when any matter is
subject to the prior consent of the other Party, such consent shall not be
unreasonably withheld, delayed or conditioned.
Section 7.11. Indemnities. Seller hereby agrees to defend, indemnify, save
and hold Buyer, its successors and assigns, harmless from and against any and
all liabilities and claims regarding the Property, arising from facts or
circumstances caused by Seller and existing before the Closing for the Property,
unless same arise from any actions or activities of Buyer. Buyer hereby agrees
to defend, indemnify, save and hold Seller, its successors and assigns, harmless
from and against any and all liabilities and claims regarding the Property,
arising from facts or circumstances caused by Buyer and existing after the
Closing for the Property, unless same arise from any actions or activities of
Seller.
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Section 7.12. Attorney's Fees. In the event that any Party is required to
commence any action or proceeding against the other in order to enforce the
provisions hereof or in order to obtain damages for the alleged breach of any of
the provisions hereof, the prevailing Party therein shall be entitled to
recover, in addition to any amounts or relief otherwise awarded, all reasonable
costs incurred in connection therewith, including reasonable attorney's fees.
Section 7.13. Recording. A memorandum of this Agreement may be recorded in
the real property records of El Paso County, CO.
Section 7.14. Invalidity of Any Provision. In the event any condition or
covenant herein contained is held to be invalid or void by any court of
competent jurisdiction, the same shall be deemed severable from the remainder of
this Agreement and shall in no way affect any other covenant or condition herein
contained. If such condition, covenant or other provisions shall be deemed
invalid due to its scope or breadth, such provision shall be deemed valid to the
extent of the scope or breadth permitted by law.
Section 7.15. Waiver of Rights. Notwithstanding anything set forth herein
to the contrary, if no notice of default or waiver is required hereunder and
none has been given, neither Party hereto shall be deemed to have waived any
rights which it may have hereunder until 48 hours following receipt by it
("Waiving Party") of written notice from the other Party alerting the Waiving
Party to the fact that the time for exercising any right or remedy hereunder has
lapsed without exercise thereof and such time for exercise shall automatically
be a period which ends 48 hours after such notice. If no action is taken by the
Waiving Party within the 48-hour period following such notice, said right shall
conclusively be deemed to have been waived. The intent of this section is to
avoid unintentional waivers by either Party hereto of any of its rights
hereunder.
Section 7.16. Special Taxing District. SPECIAL TAXING DISTRICTS MAY BE
SUBJECT TO GENERAL OBLIGATION INDEBTEDNESS THAT IS PAID BY REVENUES PRODUCED
FROM ANNUAL TAX LEVIES ON THE TAXABLE PROPERTY WITHIN SUCH DISTRICTS. PROPERTY
OWNERS IN SUCH DISTRICTS MAY BE PLACED AT RISK FOR INCREASED MILL LEVIES AND
EXCESSIVE TAX BURDENS TO SUPPORT THE SERVICING OF SUCH DEBT WHERE CIRCUMSTANCES
ARISE RESULTING IN THE INABILITY OF SUCH A DISTRICT TO DISCHARGE SUCH
INDEBTEDNESS WITHOUT SUCH AN INCREASE IN MILL LEVIES. BUYER SHOULD INVESTIGATE
THE DEBT FINANCING REQUIREMENTS OF THE AUTHORIZED GENERAL OBLIGATION
INDEBTEDNESS OF SUCH DISTRICTS. EXISTING MILL LEVIES OF SUCH DISTRICT SERVICING
SUCH INDEBTEDNESS. AND THE POTENTIAL FOR AN INCREASE IN SUCH MILL LEVIES.
Section 7.17. Property Condition. Except as set forth in this Agreement,
Seller has not made and does not make any representation as to the physical
condition. operation or any other matter or thing affecting or related to the
Property which is the subject of this Agreement. Neither Party is relying upon
any statement or representation made by the other not embodied herein. Buyer
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hereby expressly acknowledges no such representations have been made other than
as set forth in this Agreement. All matters concerning the Property shall be
independently verified by Buyer, and Buyer acknowledges that it is purchasing
the Property based on its own investigations, inspections and examinations,
including but not limited to, investigation regarding soils conditions, radon
gas concentrations and hazardous substances. Further, Buyer acknowledges the
disclosure requirements pursuant to Colorado Revised Statutes Section 6-6.5-
101, including disclosures regarding soil conditions and Buyer agrees to comply
with such requirements.
Section 7.18. Relationship of Parties. Nothing contained herein shall make
Seller an agent or partner of Buyer, nor shall make Buyer an agent or partner of
Seller.
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be
executed and delivered as of the day and year first above written.
BUYER:
Creekside Apartments, LLLP,
a Colorado limited liability limited
partnership
SELLER:
By: Wood Avenue Investment Co., LLC,
a Colorado limited liability company,
as General Partner
By: /s/ Xxxx Xxxxxxxx
-------------------------------
Xxxx Xxxxxxxx, Manager
Xxxxxx Xxxxxx, Ltd.,
a Colorado limited partnership
By: Xxxxxx Capital Corporation,
a Wyoming corporation
as General Partner
By: /s/ Xxxxxx X. Xxxxxxxxxx
----------------------------------
Xxxxxx X. Xxxxxxxxxx, President
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EXHIBIT A
THE NORTHERLY MOST EIGHTEEN ACRES (THE SOUTHERN BOUNDARY OF WHICH IS A STRAIGHT
LINE PERPENDICULAR TO THE CENTER LINE OF POWERS BOULEVARD) OF THE FOLLOWING
DESCRIBED TRACT OF LAND:
A PORTION OF THE E1/2 OF THE NE1/4 OF SECTION 12, TOWNSHIP 14 SOUTH, RANGE
00 XXXX XX XXX 0XX X.X., XXXX XX XXXXXXXX XXXXXXX, XXXXXX OF EL PASO, STATE
OF COLORADO, BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS: ASSUMING THE
EASTERLY LINE OF THE NE1/4 OF SAID SECTION 12 BEARS N 00 DEGREES 00'23" E,
WITH THE XXXXXXXXX XXXXXX XXX XXX XXXXXXXXX XXXXXX XX XXXX XX0/0 BEING 3/4
INCH ROD WITH NO CAPS (APPROXIMATELY ONE FOOT BELOW ASPHALT); COMMENCING AT
THE XXXXXXXXX XXXXXX XX XXXX XX0/0 OF SECTION 12; THENCE N 86 DEGREES
23'53" W ALONG THE NORTHERLY LINE OF SAID NE1/4, A DISTANCE OF 58.97 FEET
TO THE WESTERLY RIGHT OF WAY LINE OF POWERS BOULEVARD AS DESCRIBED IN BOOK
5259 AT PAGE 1306 OF THE RECORDS OF EL PASO COUNTY, COLORADO, POINT ALSO
BEING THE TRUE POINT OF BEGINNING; THENCE ALONG SAID WESTERLY RIGHT-OF-WAY
LINE, THE FOLLOWING EIGHT (8) COURSES: (1) S 00 DEGREES 02'25" E, A
DISTANCE OF 622.45 FEET; (2) ALONG THE ARC OF A CURVE TO THE RIGHT, HAVING
A CENTRAL ANGLE OF 10 DEGREES 36'16", A RADIUS OF 2425.00 FEET, A DISTANCE
OF 448.83 FEET (CHORD BEARS S 05 DEGREES 15'43" W); (3) S 10 DEGREES 33'51"
W, A DISTANCE OF 257.69 FEET; (4) S 12 DEGREES 58'22" W, A DISTANCE OF
272.06 FEET; (5) ALONG THE ARC OF A CURVE TO THE LEFT, HAVING A CENTRAL
ANGLE OF 09 DEGREES 21'58", A RADIUS OF 2587.00 FEET, A DISTANCE OF 422.90
FEET (CHORD BEARS S 04 DEGREES 40'52" W); (6) S 00 DEGREES 00'07" E, A
DISTANCE OF 404.17 FEET; (7) ALONG THE ARC OF A CURVE TO THE RIGHT, HAVING
A CENTRAL ANGLE OF 93 DEGREES 36'49", A RADIUS OF 100.00 FEET, A DISTANCE
OF 163.39 FEET (CHORD BEARS S 46 DEGREES 48'15" W); (8) S 04 DEGREES 43'39"
E, A DISTANCE OF 70.78 FEET TO THE NORTHERLY RIGHT-OF-WAY LINE OF GALLEY
ROAD AS PLATTED IN RUSTIC HILLS SUBDIVISION NO.3, ACCORDING TO THE RECORDED
PLAT THEREOF AS FILED FOR RECORD APRIL 15, 1964, IN PLAT BOOK F-2 AT PAGE
57 OF SAID RECORDS; THENCE N 86 DEGREES 23'45" W, ALONG SAID NORTHERLY
RIGHT-OF-WAY LINE OF GALLEY ROAD, A DISTANCE OF 762.23 FEET TO THE EASTERLY
LINE OF A GREEN BELT AS PLATTED IN SAID RUSTIC HILLS SUBDIVISION NO.3;
THENCE ALONG SAID EASTERLY LINE THE FOLLOWING FIVE (5) COURSES: (1) N 55
DEGREES 35'21" E, A DISTANCE OF 450.01 FEET; (2) ALONG THE ARC OF A CURVE
TO THE LEFT, HAVING A CENTRAL ANGLE OF 50 DEGREES 31'27", A RADIUS OF
229.29 FEET, A DISTANCE OF 202.19 FEET (CHORD BEARS N 30 DEGREES 19'02" E);
(3) N 05 DEGREES 04' 11" E, A DISTANCE OF 1063.19 FEET; (4) ALONG THE ARC
OF A CURVE TO THE LEFT, HAVING A CENTRAL ANGLE OF 31 DEGREES 30'11", A
RADIUS OF 264.15 FEET, A DISTANCE OF 145.24 FEET (CHORD BEARS N 10 DEGREES
40'01" W); (5) N 26 DEGREES 26'32" W, A DISTANCE OF 1087.81 FEET TO THE
NORTHERLY LINE OF SAID NE1/4 OF SECTION 12; THENCE S 86 DEGREES 23'53" E,
ALONG SAID NORTHERLY LINE, A DISTANCE OF 993.54 FEET TO THE POINT OF
BEGINNING, EXCEPT THAT PORTION THEREOF CONVEYED TO THE CITY OF COLORADO
SPRINGS IN DEED RECORDED IN BOOK 5545 AT PAGE 89 AND EXCEPT THAT PORTION
THEREOF CONVEYED TO EL PASO COUNTY IN DEED RECORDED IN BOOK 2097 AT PAGE
324.
