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HomeMy WebLinkAbout183-04 RESOLUTION• OFFER AND ACCEPTANCE CONTRACT. • 1. The City of Fayetteville, Arkansas, a municipal corporation, offers to buy, subject to the terms and conditions set forth herein, the following described property: Parcel No. 765-15227-000 (Deed Book 1093 at Page 857) Part of the Northeast Quarter (NE%) of the Northwest Quarter (NW%) of Section 23, Township 16 North of Range 30 West of Fifth (5th) Principal Meridian, Washington County, Arkansas, more particularly described as follows, to -wit Beginning at.a point on the east right of way of Highway 16 by-pass which is 10.00 feet East and N 00° 25' 00" E 200.00 feet from the SW corner of said NE% of NW% of Section 23, T -16-N, R -30 -VV; thence along said right of way N 00° 25' 00" E 40 00 feet, thence leaving said right of way East 90 00 feet, thence N 00° 25' 00" E 160.00 feet, thence West 90.00 feet to the East right of way of Highway 16 by-pass, thence along said right of way N 00° 25' 00" E 538 00 feet thence N 69° 30' 00" E 114:00 feet to the intersection of the southerly right of way of Highway 16; thence along said right of way S 67° 54' 59" E 87.83 feet, thence S 70° 00' 00" E 233.00 feet, thence S 75° 31' 47" E 244.56 feet to the intersection of the West right of way of Ray Avenue, thence along said right of way S.01 ° 42' 54" W 294.69 feet, thence S 01° 00' 10" E 330.27 feet, thence leaving said right of way West 150.00 feet, thence South 179.30 feet to an existing fence line, thence along said fence line West 257.70 feet, thence leaving said fence line N 00° 25' 00" E 200.00 feet, thence West 240.00 feet to the Point of Beginning Containing 11.16 acres more or less, subject to right of way and easements of record. (Alsoknown as 1851 E. Huntsville Road, Fayetteville, Arkansas, and includes land, all buildings, and accoutrements.) NOTE The above description does not include Parcels Numbered 765-15240-000 and 765-15205-000, together amounting to 0.33± acres, which are intended to be part of this transaction. , 2. Purchase Price: Subject to the following conditions, the City of Fayetteville shall pay for the property at closing, the total and cash payment of $1,100,000.00. 3. Contingent Earnest Money Deposit: The City of. Fayetteville herewith tenders a check for $11,000.00 to Tyson Foods Inc (seller), as earnest money, which shall apply on the purchase price. This offer of purchase is contingent upon approval of the City Council of the City of Fayetteville, Arkansas, and, if they do not so approve, the earnest money deposit will be returned to the City of Fayetteville by Tyson Foods, Inc. If title requirements are not fulfilled or Tyson Foods, Inc fails to fulfill any obligations under this contract the earnest money shall be promptly refunded to the City of Fayetteville. If the City of Fayetteville fails to fulfill their obligations underthis contract or, after all conditions have been met, the City of Fayetteville fails to close this transaction, the earnest money may at the option of Tyson Foods, Inc., become liquidated damages to Tyson Foods, Inc. Conveyance will be made. to the City of Fayetteville by general Warranty Deed, except it shall be subject to recorded instruments and easements if any, which do not materially affect the value of the property. Such conveyance shall include mineral rights owned by Tyson Foods, Inc. 5. Tyson Foods Inc. shall furnish a policy of title insurance in the amount of the purchase price from a title insurance company as selected by the City of Fayetteville. Tyson Foods, Inc. shall pay for the cost of the title insurance. Tyson Foods, Inc. agrees to allow the City of Fayetteville, if the. City of Fayetteville so desires, at City of Fayetteville's expense, to survey the property. Tyson Foods, Inc. agrees to cure any title problems which may result from any differences between the recorded legal descriptions of the property and the survey description. Said title problems, if any, must be solved prior to closing to the satisfaction of the City. of Fayetteville. 7. Taxes and special assessments due on or before closing shall be paid by Tyson Foods, Inc. Insurance, general taxes, ad valorem taxes special assessments and rental payments shall be prorated as of closing. 8. The closing date shall be within ninety (90) days after approval of this offer by the City Council or January 31, 2005, whichever occurs first. If such date of closing falls on a weekend or holiday, it will be held the following working day. Possession of the property shall be delivered to the City of Fayetteville on the date of closing. • REAL ESTATE DONATION AGREEMENT THIS REAL ESTATE DONATION AGREEMENT (the "Agreement"), made and entered into this /9 day of January, 2005 by and between Tyson Foods, Inc., a Delaware corporation (hereinafter called "Tyson Foods"), and The City of Fayetteville, an Arkansas Municipal corporation (hereinafter referred to as "Fayetteville"). This Agreement shall become effective on the date of the full execution by both parties hereto ( `Effective Date"). WITNESSETH: WHEREAS, Tyson Foods is the owner of certain real property located in Washington County, Arkansas; and WHEREAS, subject to the terms and conditions set forth herein, Fayetteville desires to accept said property from Tyson Foods and Tyson Foods desires to convey said property to Fayetteville; NOW, THEREFORE, in consideration of the premises recited, of the covenants, agreements and provisions of this Agreement, the parties hereby agree as follows: 1. Agreement to Convey. Tyson Foods hereby agrees to convey to Fayetteville, and Fayetteville hereby agrees to accept the donation from Tyson Foods, upon the terms and conditions hereinafter set forth, the lands situated in Washington County, Arkansas, more particularly described on Exhibit ."A" attached hereto, together with all improvements thereon, and all rights, privileges and appurtenances pertaining thereto, but subject to any matter disclosed herein, all recorded or restrictions, easements, and other matters of record. All property conveyed pursuant to this Agreement is hereinafter referred to as the "Property." 2. Closing. (a) Time and Place. Subject to the terms and conditions set forth in this Agreement, closing for the donation of the Property shall take place at a time and place as is mutually agreed to by Tyson Foods and Fayetteville; provided, however that if any of the conditions to Closing set forth in this Agreement have not been satisfied or waived by the party entitled to the benefit of such condition, the Closing will take place on the third business day after such condition has been satisfied or waived, but in no event shall the closing occur later than February 28, 2005. The time at which such closing occurs shall hereinafter be referred to as the "Closing" and the date on which the Closing occurs shall hereinafter be referred to as the "Closing Date." -•-- -,.-- =--x-. r - 1 • • 3. Conditions Precedent to Closing. Fayetteville represents and Tyson Foods hereby acknowledges that Fayetteville intends to use the Property for municipal purposes ("Intended Use"). Therefore, the donation contemplated by this Agreement is subject to the following conditions precedent: (a) If the Survey provided for in Section 9 of this Agreement discloses any condition which renders the Property unusable for the Intended Use (as determined in Fayetteville's reasonable discretion), then Fayetteville may rescind this Agreement, provided, however, that Fayetteville has exercised such rescission right by giving Tyson Foods written notice with evidence of such condition no later than February 15, 2005. (b) If the results of the analyses, inspections, test borings, or studies pursuant to this Agreement, disclose that the physical condition of the Property, including the existence of hazardous wastes and toxic substances, will prevent Fayetteville from reasonably developing the Property for Fayetteville's intended use, then Fayetteville or Tyson Foods may rescind this Agreement; provided however, that Fayetteville or Tyson- Foods has notified the other party in writing with evidence of such unacceptable condition within fifteen (15) days after Fayetteville or Tyson Foods receives the results of such analyses, inspections, borings, or engineering studies, but not later than February 15, 2005. (c) Fayetteville completing its purchase of that certain building adjacent to the Property (commonly know as the old Mexican Original Processing Plant located at the southeast corner of Highway 16 and Happy Hollow Road, Fayetteville, AR) If such purchase is not completed by Fayetteville on or before February 28, 2005, or the purchase is otherwise terminated, then Tyson Foods may rescind this Agreement with there being no further obligations to Fayetteville. 4. Representations and Warranties of Tyson Foods. Tyson Foods hereby represents and warrants to Fayetteville, now and at Closing, as follows: (a) Authonty; Enforceability. No authorizations or approvals, whether of governmental bodies, creditors, or otherwise, are necessary to enable Tyson Foods to enter into and perform the conveyance contemplated herein with respect to the donation of the Property. This Agreement has been duly and validly executed and delivered by Tyson Foods, is a valid and legally -binding agreement of Tyson Foods, and, assuming due acceptance and execution thereof by Fayetteville, is enforceable against Tyson Foods in accordance with its terms; and 2 • (b) Title to Property. Tyson Foods has good and marketable title to, and is in possession of, the Property free and clear of all security interests, including any conditional sale or other title retention agreements, mortgages, pledges, assessments, or defects in title that would render the title to the Property uninsurable or unmarketable, except for current ad valorem taxes, matters of public record and minor encroachments or matters not material to the use or occupation thereof. Neither the whole nor any portion of the Property has been condemned, requisitioned or otherwise taken by any public authority, and no notice of any such condemnation, requisition or taking has been received by Tyson Foods. To the knowledge of Tyson Foods, no such condemnation, requisition or taking is threatened or contemplated. (c) Disclaimer. TYSON FOODS MAKES NO REPRESENTATION OR WARRANTY (EXCEPT AS TO THE WARRANTY OF TITLE CONTAINED IN THE DEED) CONCERNING THE VALUE OF THE PROPERTY, THE CONDITION OF ANY IMPROVEMENTS LOCATED UPON THE PROPERTY, THE SUITABILITY OF THE PROPERTY FOR A PARTICULAR PURPOSE, THE GEOLOGICAL CONDITION OF THE PROPERTY, THE MERCHANTABILITY OF THE PROPERTY, OR ITS FITNESS FOR A PARTICULAR PURPOSE. THIS SECTION SHALL SURVIVE THE CLOSING OR EARLIER TERMINATION OF THE AGREEMENT. (d) Advice of Attorney. Tyson Foods has been advised by its legal counsel who is primarily responsible for the drafting of this agreement. 5. Representations and Warranties of Fayetteville. Fayetteville hereby represents and warrants to Tyson Foods, now and at Closing, as follows: (a) Authority; Enforceability. This Agreement has been legally approved by the Fayetteville City Council No other authorizations or approvals, creditors, or otherwise, are necessary to enable Fayetteville to enter into and perform the transactions contemplated herein with respect to the conveyance of the Property. This Agreement. has been duly and validly executed and delivered by Fayetteville and is a valid and legally -binding agreement of Fayetteville. (b) Advice of Attorney. Fayetteville has been advised by the City Attorney concerning this Agreement. 6. Covenants of the Parties. Each party to this Agreement shall use its reasonable efforts to cause conditions to their obligations herein set forth to be satisfied prior to the date of 3 Closing. Each of the parties hereto agrees to execute and deliver any and all further agreements, documents or instruments reasonably necessary to effectuate this Agreement and the transactions referred to herein or contemplated hereby or reasonably requested by the other party to perfect or evidence their rights hereunder. Assuming the timely satisfaction, or the waiver, of the conditions precedent to Closing set forth herein, all parties shall use their reasonable efforts to effect and complete the transactions contemplated by this Agreement as promptly as practicable. Each party shall promptly notify the other party of any information delivered to or obtained by such party which would prevent the consummation of the transactions contemplated by this Agreement, or would indicate a breach by the other party of the representations, warranties and covenants of either party to this Agreement. 7. Title Insurance and other Closing Costs. Tyson Foods shall obtain at the Tyson Foods's expense either a certificate of title to, or a policy insuring fee simple title to the Real Property in favor of Fayetteville, from a Title Company/Escrow Agent of Tyson Food's choice ("Escrow Agent"). Fayetteville shall have five (5) business days following receipt of said title insurance commitment in which to notify Tyson Foods in writing of any exceptions to which Fayetteville objects, other than those set forth in Section 4(b) of this Agreement. Tyson Foods may elect, in Tyson Food's sole discretion, to cure those exceptions which can be cured by the payment of money, and Tyson Foods shall have fifteen (15) days in which to cure any remaining exceptions. In the event Tyson Foods elects not to cure all such exceptions within such fifteen (15) day period, Fayetteville may by notice in writing given to Tyson Foods within ten (10) days after such election not to cure, either waive its objections to the exceptions which Tyson Foods has elected not to cure, whereupon the parties shall proceed with the Closing in accordance herewith, or terminate this Agreement, and Tyson Foods will refund Fayetteville the Earnest Money. Fayetteville and Tyson Foods hereby agree that all closing costs not expressly addressed herein shall be paid by the party typically responsible for such costs pursuant to local custom of the county where the Property is situated. 8. Deed. Prior to Closing, Tyson Foods shall deliver to Escrow Agent a special warranty deed ("Deed") conveying insurable title to the Property, subject to permitted exceptions and incorporating the covenants, conditions, and restrictions set forth in Section 16 of this Agreement ("Deed Restrictions"). At Closing, Escrow Agent shall record the Deed and other recordable documents as may be delivered in connection with the Closing. It is further 4 • • understood and agreed that the Deed Restrictions shall be inserted by Fayetteville under this Agreement in every deed or ground lease to be delivered by it conveying lots, plots, or other portions of the Property or any interest therein and that such insertions of such Deed Restrictions in such deed or ground lease shall be deemed a covenant of this Agreement. This section shall survive closing 9. Survey. Fayetteville, at Fayetteville's sole responsibility and expense, shall obtain a current survey of the Property made and prepared by a registered/licensed surveyor ("Survey") no later than thirty (30) days after full execution of this agreement. Within five (5) days after receipt, Fayetteville shall furnish a copy of the Survey to both Tyson Foods and the Title Company. The legal descriptions provided by the Survey shall be the descriptions used in the deed conveying the Property to and in the title insurance policy. 10. Right of Entry. (a) At any reasonable time prior to the closing, the City of Fayetteville at its sole cost, responsibility and risk shall be authorized to send its authorized environmental consultant, Environmental Enterprise Group, Inc. onto Tyson Foods' Property for any site analysis, test borings, and engineering studies necessary for a Phase II Environmental Study following advance notice to Tyson Foods. Fayetteville shall ensure that Environmental Enterprise Group, Inc. cooperates with Tyson Foods' environmental group while conducting environmental studies on the Property (b) The Phase II Environmental Study shall be simultaneously provided to Tyson Foods upon its completion and submission to the City of Fayetteville. 11. Hazardous Materials. Tyson Foods shall be responsible for any required removal or abatement of any Hazardous Materials (as defined below) now existing on the Property if found by the Phase II Environmental Study on the entire purchased and donated site. The City of Fayetteville will pay the cost of the Phase II Environmental Study. The City of Fayetteville shall rely upon the Phase II environmental Study and not hold Tyson Foods liable or responsible for any Hazardous Materials not discovered by the Phase II Environmental Study. For purposes of "Hazardous Materials", the City of Fayetteville agrees to accept the property "as is", and hereby waives and releases any causes of action or claims that it might have against Tyson Foods relating to the condition of the Property for matters not disclosed in the Phase II Environmental Study. The term "Hazardous Materials" means any substance (a) the presence of which requires reporting, investigations, or remediation under any current federal, state, or local 5 • statute, regulation or ordinance or (b) which are currently defined as hazardous substances, toxic substances, regulated substances, pollutants, or contaminants under any current federal, state, or local statute, regulation, or ordinance, including hydrocarbons and asbestos. This section shall survive the closing or earlier termination of this Agreement. Notwithstanding anything to the contrary that may be contained in this Agreement in the event that the Phase II Environmental Study discloses the existence of any Hazardous Materials on the Property, then either Tyson Foods or Fayetteville may terminate this Agreement upon fifteen (15) days written notice to the other party after receiving such results, whereupon all deposit monies, and the out of pocket expenses incurred by Fayetteville in conducting the Phase II Environmental Study shall be refunded to Fayetteville. 12. Taxes and Assessments. Tyson Foods shall, prior to Closing, have paid all property taxes and assessments levied or extended in the future on the Property for 2004 and prior years and such taxes and assessments for 2005, shall be prorated between the parties as of the Closing Date. 13. Real Property Transfer Tax. Any real property or other transfer tax imposed by the State of Arkansas in connection with the transactions contemplated hereby shall be paid by the party required to pay such tax or taxes by the laws of the State of Arkansas, or otherwise pursuant to local custom. 14. Broker's Commission. Each of the parties hereto r p esents to the other that there are no real estate broker's commissions due or payable on account of this Agreement or as a result of the sale of the Property to Fayetteville pursuant hereto. 15. Termination. (a) This Agreement may be terminated at any time prior to the Closing: (1) by mutual consent of Tyson Foods and Fayetteville; or (ii) by Fayetteville pursuant to Section 7 hereof; or (iii) due to a material default by either party of the Agreement which goes uncured for ten (10) business days after notice. (b) In the event of termination of this Agreement by Tyson Foods or Fayetteville as provided above, this Agreement will forthwith become void. 16. Deed Restrictions. With respect to Deed Restrictions to be placed on the Property, Tyson Foods and Fayetteville hereby agree to the following: 6 • • (a) Fayetteville covenants that the Property shall not be used for or in support of the commercial manufacturing of food products. (b) This covenant, condition, and restriction shall remain in effect for a period of Twenty (20) years. The aforesaid covenant, condition, and restriction shall run with and bind the Property, and shall bind Fayetteville, or its successors or assigns, and shall inure to the benefit of and be enforceable by Tyson Foods, or an affiliated company, or its successors and assigns, by any appropriate proceedings at law or in equity to prevent such violations of such covenants, conditions, and restrictions and/or to recover damages for such violations. 17. Miscellaneous. (a) Governing Law. This Agreement shall be governed by, and construed under, the laws of the State of Arkansas, all rights and remedies being governed by said laws. Jurisdiction shall be the Washington County Circuit Court. (b) Assignment. This Agreement shall apply to, and shall be binding in all respects upon, and shall inure to the benefit of, the respective successors, assigns and legal representatives of the parties hereto; provided, however, that this Agreement may not be assigned, in whole or in part, by any party without first obtaining the written consent of the other ply (c) Waiver. No waiver of any term, provision or condition of this Agreement in any one or more instances, shall be deemed to be or be construed as a further or contmuing waiver of any such term, provision or condition or as a waiver of any other term, provision or condition of this Agreement. The rights or remedies set forth herein are in addition to any rights or remedies which may be granted by law or equity. (d) Entire Agreement and Modification. This Agreement is intended by the parties hereto as a final expression of their agreement with respect to the subject matter hereof and is intended as a complete and exclusive statement of the terms and conditions of this Agreement. This Agreement may not be modified, rescinded or terminated orally, and no modification, rescission, termination or attempted waiver of any of the terms, provisions or conditions hereof (including this subsection) shall be valid unless in writing and signed by the party against whom the same is sought to be enforced. The City Council must approve any change recommended by the City of Fayetteville before it can be effective. 7 • • (e) Section Headings. The headings of sections contained in this Agreement are provided for convenience only. They form no part of this Agreement and shall not affect its construction or interpretation. All references to sections or subsections refer to the corresponding sections and subsections of this Agreement. All words used herein shall be construed to be of such gender or number as the circumstances require. This "Agreement" shall mean this Agreement as a whole and as the same may, from time to time hereafter, be amended, supplemented or modified. The words "herein," "hereby," "hereof," "hereinabove" and "hereinbelow," and words of similar import, refer to this Agreement as a whole and not to any particular section, subsection, paragraph, clause or other subdivision hereof, unless otherwise specifically noted. (f) Time of Essence. With respect to all time periods and duties set forth in this Agreement, time is of the essence. (g) Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original copy of this Agreement and all of which, when taken together, shall be deemed to be but one and the same Agreement. IN WITNESS WHEREOF, Tyson Foods and Fayetteville have caused this Agreement to be duly executed as of the date first above written. ATTEST: CITY OF FA TEVILLE, ARKANSAS a Munic jj• 1 Corporatio SON RA SMITH City Clerk ATTEST: Title: V P.Xlvtis to /2 ?G%41eat+s */ i% fre y 8 DAN COODY Mayor TYSON FOODS, INC. a Delaware Co I ration 'Agfa mis Title: V P•Nawceo ten- ttaez 4-• My -Fs -atm C+c By: £S • EXHIBIT "A" PROPERTY DESCRIPTION ***NOTE: (An updated legal description will be inserted here upon completion of the Survey as specified in section 9 of this Agreement)*** It is the intent of this Agreement to convey title only to Tyson Food's land surrounding the buildmg commonly known as the old Mexican Original Processing Plant located at the southeast comer of Highway 16 and Happy Hollow Road Fayetteville, AR, all of which is situated within a portion of the following described parcel: Part of the Northeast Quarter (NE%) of the Northwest Quarter(NW%) of Section 23, Township 16 North of Range 30 West of Fifth (51) Principal Meridian, Washington County, Arkansas, more particularly described as follows, to -wit Beginning at a point on the east right of way of Highway 16 by-pass which is 10.00 feet East and North 00° 25' 00" East 200.00 feet from the SW corner of said NE% of NW' of Section 23, T -16-N, R- 30 -W; thence along said right of way N 00° 25' 00" E 738.00 feet, thence N 69° 30' 00" E 114.00 feet to the intersection of the southerly right of way of Highway 16, thence. along said right of way S 67° 54' 59" E 87.83 feet, thence S 70° 00' 00" E 233.00 feet, thence S 75° 31' 47" E 244.56 feet to the intersection of the West right of way of Ray Avenue, thence along said nght of way S 01° 42' 54" W 294.69 feet, thence S 01° 00' 10" E 330.27 feet, thence leaving said right of way West 150.00 feet, thence South 179.30 feet to an existing fence line, thence along said fence line West 257.70 feet, thence leaving said fence line N 00° 25' 00" E 200.00 feet, thence West 240.00 feet to the Point of Beginning, containing 11.50_ acres, more or less, subject to right of way and easements of record. 9 • City of Fayetteville, Arkansas Budget. Adjustment Form Budget Year 2004 Department. General Government Division: Miscellaneous Program: Miscellaneous Project or Item Requested: $4,000 is requested in the land acquisition account. Date Requested 10/5/2004 Adjustment Number Project or Item Deleted: None. Use of fund balance is proposed. Justification of this Increase: Funds will be used for the .purchase of the Tyson Complex for use as a joint public safety command center. Justification of this Decrease: There is sufficient funding remaining to comply with City policies. Increase Budget (Decrease Revenue) Account Name Account Number Amount Project Number Land acquisition 4470 9470 5805 00 4,000 .04008 1 Decrease Budget (Increase Revenue) Account Name Account Number Amount Project Number Use of fund balance 4470 0947 4999 99, 4,000 Approval Signatures Requested By Date Budget anager 2 -/7'9 Date Department Director Date Finance & Int: 1 Services rector Mayor Z7 Date .. Budget Office Use Only Type: A B C. (D) E Date of Approval Posted to General Ledger Posted to Project Accounting Entered in Category Log Initial Date Initial Date Initial Date Initial Date • REAL ESTATE PURCHASE AGREEMENT .00,w .."-opp.nor yr • THIS REAL ESTATE PURCHASE AGREEMENT (the "Agreement"), made and entered into this /9 Yti day of January, 2005 by and between Tyson Foods, Inc., a Delaware corporation (hereinafter called "Tyson Foods"), and The City of Fayetteville, an Arkansas Municipal corporation (hereinafter referred to as "Fayetteville") This Agreement shall become effective on the date of the full execution by both parties hereto (` Effective Date"). WITNESSETH: WHEREAS, Tyson Foods is the owner of certain real property located in Washington County, Arkansas; and WHEREAS, subject to the terms and conditions set forth herein, Fayetteville desires to purchase said property from Tyson Foods and Tyson Foods desires to sell said property to Fayetteville; NOW, THEREFORE, in consideration of the premises recited, of the covenants, agreements and provisions of this Agreement, and of other good and valuable consideration, the receipt and sufficiency of which the parties hereby acknowledge, the parties hereby agree as follows: 1. Agreement to Sell and Buy Tyson Foods hereby agrees to sell to Fayetteville, and Fayetteville hereby agrees to purchase from Tyson Foods, for the consideration and upon the terms and conditions hereinafter set forth, the lands situated in Washington County Arkansas, more particularly described on Exhibit "A ' attached hereto, together with all improvements thereon, and all rights, privileges and appurtenances pertaining thereto, but subject to any matter disclosed herein, all recorded or restrictions, easements, and other matters of record. All property sold pursuant to this Agreement is hereinafter referred to as the "Property " 2. Price and Terms of Payment As the purchase price for the Property, Fayetteville agrees to pay and Tyson Foods agrees to accept, a total purchase price of ONE MILLION ONE HUNDRED THOUSAND AND NO/100 DOLLARS ($1,100,000.00) (the "Purchase Price") as adjusted pursuant to the terms of this Agreement. Within ten (10) days after Fayetteville's receipt of a fully -executed copy of this Agreement, Fayetteville shall tender to Tyson Foods (or Tyson 1 Foods's representative), the sum of ELEVEN THOUSAND AND NO/100 DOLLARS ($11,000.00) (the "Earnest Money" or "Deposit") as earnest money in connection with the above- described transaction. 3. Closing. (a) Time and Place. Subject to the terms and conditions set forth in this Agreement, closing and settlement for the sale and purchase of the Property shall take place at a time and place as is mutually agreed to by Tyson Foods and Fayetteville; provided, however that if any of the conditions to Closing set forth in this Agreement have not been satisfied or waived by the party entitled to the benefit of such condition, the Closing will take place on the third business day after such condition has been satisfied or waived, but in no event shall the closing occur later than February 28, 2005. The time at which such closing and settlement occurs shall hereinafter be referred to as the "Closing" and the date on which the Closing occurs shall hereinafter be referred to as the "Closing Date." (b) Payment of the Purchase Price. The Purchase Pnce shall be paid by Fayetteville to Tyson Foods at the Closing, and Fayetteville shall deliver to Tyson Foods cash in the fonn of a cashier's check or wire transfer in an amount equal to the Purchase Price, less the Earnest Money and adjusted by any prorations or other amounts described herein. 4. Conditions Precedent to Closing. Fayetteville represents and Tyson Foods hereby acknowledges that Fayetteville intends to use the Property for municipal purposes ("Intended Use"). Therefore the purchase contemplated by this Agreement is subject to the following conditions precedent. (a) If the Survey provided for in Section 10 discloses any condition which renders the Property unusable for the Intended Use (as determined in Fayetteville's reasonable discretion), then Fayetteville may rescind this Agreement and the Deposit will be refunded to Fayetteville, provided, however, that Fayetteville has exercised such rescission right by giving Tyson Foods written notice with evidence of such condition no later than February 15, 2005. (b) If the results of the analyses, inspections, test borings, or studies pursuant to this Agreement, disclose that the physical condition of the Property, including the existence of hazardous wastes and toxic substances, will prevent Fayetteville from reasonably developing the 2 • • Property for Fayetteville's intended use, then Fayetteville or Tyson Foods may rescind this Agreement, whereupon the Deposit will be refunded to Fayetteville; provided however, that Fayetteville or Tyson Foods has notified the other party in writing, with evidence of such unacceptable condition, within fifteen (15) days after Fayetteville or Tyson Foods receives the results of such analyses, inspections, borings, or engineering studies, but not later than February 15, 2005. (c) Fayetteville and Tyson Foods should reach a mutual agreement as to naming a defined space of the Property. Fayetteville and Tyson Foods covenant to act in good faith to reach such an agreement. If such agreement cannot be reached, then Tyson Foods may rescind this Agreement, whereupon the Deposit will be refunded to Fayetteville. 5. Representations and Warranties of Tyson Foods. Tyson Foods hereby represents and warrants to Fayetteville, now and at Closing, as follows: (a) Authority: Enforceability. No authorizations or approvals, whether of governmental bodies, creditors, or otherwise, are necessary to enable Tyson Foods to enter into and perform the transactions contemplated herein with respect to the purchase of the Property. This Agreement has been duly and validly executed and delivered by Tyson Foods, is a valid and legally -binding agreement of Tyson Foods, and, assuming due acceptance and execution thereof by Fayetteville, is enforceable against Tyson Foods in accordance with its terms, except as limited by bankruptcy and insolvency laws and by other laws affecting the rights of creditors generally; and (b) Title to Property. Tyson Foods has good and marketable title to, and is in possession of, the Property free and clear of all security interests, including any conditional sale or other title retention agreements, mortgages, pledges, assessments, or defects in title that would render the title to the Property uninsurable or unmarketable, except for current ad valorem taxes, matters of public record and minor encroachments or matters not material to the use or occupation thereof. Tyson Foods has not granted any options to purchase or otherwise acquire all or any part of the Property. Neither the whole nor any portion of the Property has been condemned, requisitioned or otherwise taken by any public authority, and no notice of any such condemnation, requisition or taking has been received by Tyson Foods. To the knowledge of Tyson Foods, no such condemnation, requisition or taking is threatened or contemplated. 3 • . (c) Disclaimer. TYSON FOODS MAKES NO REPRESENTATION OR WARRANTY (EXCEPT AS TO THE WARRANTY OF TITLE CONTAINED IN THE DEED) CONCERNING THE VALUE OF THE PROPERTY, THE CONDITION OF ANY IMPROVEMENTS LOCATED UPON THE PROPERTY, THE SUITABILITY OF THE PROPERTY FOR A PARTICULAR PURPOSE, THE GEOLOGICAL CONDITION OF THE PROPERTY, THE MERCHANTABILITY OF THE PROPERTY, OR ITS FITNESS FOR A PARTICULAR PURPOSE. THIS SECTION SHALL SURVIVE THE CLOSING OR EARLIER TERMINATION OF THE AGREEMENT. (d) Advice of Attorney. Tyson Foods has been advised by its legal counsel who is primarily responsible for the drafting of this agreement. 6. Representations and Warranties of Fayetteville. Fayetteville hereby represents and warrants to Tyson Foods, now and at Closing, as follows: (a) Authority; Enforceability. This Agreement has been approved by the Fayetteville City Council. No other authorizations or approvals, creditors, or otherwise, are necessary to enable Fayetteville to enter into and perform the transactions contemplated herein with respect to the purchase of the Property. This Agreement has been duly and validly executed and delivered by Fayetteville and is a valid and legally -binding agreement of Fayetteville. (b) Advice of Attorney. Fayetteville has been advised by the City Attorney concerning this Agreement. 7. Covenants of the Parties. Each party to this Agreement shall use its reasonable efforts to cause conditions to their obligations herein set forth to be satisfied prior to the date of Closing. Each of the parties hereto agrees to execute and deliver any and all further agreements, documents or instruments reasonably necessary to effectuate this Agreement and the transactions referred to herein or contemplated hereby or reasonably requested by the other party to perfect or evidence their rights hereunder. Assuming the timely satisfaction, or the waiver, of the conditions precedent to Closing set forth herein, all parties shall use their reasonable efforts to effect and complete the transactions contemplated by this Agreement as promptly as practicable. Each party shall promptly notify the other party of any information delivered to or obtained by such party which would prevent the consummation of the transactions contemplated by this Agreement, or 4 would indicate a breach by the other party of the representations, warranties and covenants of either party to this Agreement. 8. Title Insurance and other Closing Costs Tyson Foods shall obtain at the Tyson Foods expense either a certificate of title to, or a policy insuring fee simple title to the Real Property in favor of Fayetteville, from a Title Company/Escrow Agent of Tyson Foods choice ("Escrow Agent"). Fayetteville shall have five (5) business days following receipt of said title insurance commitment in which to notify Tyson Foods in writing of any exceptions to which Fayetteville objects, other than those set forth in Section 5(b) of this Agreement. Tyson Foods may elect, in Tyson Foods sole discretion, to cure those exceptions which can be cured by the payment of money, and Tyson Foods shall have fifteen (15) days in which to cure any remaining exceptions. In the event Tyson Foods elects not to cure all such exceptions within such fifteen (15) day period, Fayetteville may by notice in writing given to Tyson Foods within ten (10) days after such election not to cure, either waive its objections to the exceptions which Tyson Foods has elected not to cure, whereupon the parties shall proceed with the Closing in accordance herewith, or terminate this Agreement, and Tyson Foods will refund Fayetteville the Earnest Money. Fayetteville and Tyson Foods hereby agree that all closing costs not expressly addressed herein shall be paid by the party typically responsible for such costs pursuant to local custom of the county where the Property is situated. 9. Deed. Prior to Closing, Tyson Foods shall deliver to Escrow Agent a special warranty deed ("Deed") conveying insurable title to the Property, subject to permitted exceptions and incorporating the covenants, conditions, and restrictions set forth in Section 17 of this Agreement ("Deed Restrictions"). Upon receipt of the Purchase Price at Closing, Escrow Agent shall record the Deed and other recordable documents as may be delivered in connection with the Closing. It is further understood and agreed that the Deed Restrictions shall be inserted by Fayetteville under this Agreement in every deed or ground lease to be delivered by it conveying lots, plots, or other portions of the Property or any interest therein and that such insertions of such Deed Restrictions in such deed or ground lease shall be deemed a part of the consideration of this Agreement. This section shall survive closing 10. Survev. Fayetteville, at Fayetteville's sole responsibility and expense, shall obtain a current survey of the Property made and prepared by a registered/licensed surveyor ("Survey") 5 • . no later than thirty (30) days after full execution of this agreement. Within five (5) days after receipt, Fayetteville shall furnish a copy of the Survey to both Tyson Foods and the Title Company. The legal descriptions provided by the Survey shall be the descriptions used m the deed conveying the Property to and in the title insurance policy. 11. Right of Entry. (a) At any reasonable time prior to the closing, the City of Fayetteville at its sole cost, responsibility and risk shall be authonzed to send its authorized environmental consultant, Environmental Enterprise Group, Inc. onto Tyson Foods' Property for any site analysis, test borings, and engineering studies necessary for a Phase II Environmental Study following advance notice to Tyson Foods. Fayetteville shall ensure that Environmental Enterprise Group, Inc. cooperates with Tyson Foods' environmental group while conducting environmental studies on the Property. (b) The Phase II Environmental Study shall be simultaneously provided to Tyson Foods upon its completion and submission to the City of Fayetteville. 12. Hazardous Materials. Tyson Foods shall be responsible for any required removal or abatement of any Hazardous Materials (as defined below) now existing on the Property if found by the Phase II Environmental Study on the entire purchased and donated site. The City of Fayetteville will pay the cost of the Phase II Environmental Study. The City of Fayetteville shall rely upon the Phase II environmental Study and not hold Tyson Foods liable or responsible for any Hazardous Materials not discovered by the Phase II Environmental Study. For purposes of "Hazardous Materials", the City of Fayetteville agrees to accept the property "as is", and hereby waives and releases any causes of action or claims that it might have against Tyson Foods relating to the condition of the Property for matters not disclosed in the Phase II Environmental Study. The term "Hazardous Materials" means any substance (a) the presence of which requires reporting, investigations, or remediation under any current federal, state, or local statute, regulation or ordinance or (b) which are currently defined as hazardous substances, toxic substances, regulated substances, pollutants, or contaminants under any current federal, state or local statute, regulation, or ordinance, including hydrocarbons and asbestos This section shall survive the closing or earlier termination of this Agreement. Notwithstanding anything to the contrary that may be contained in this Agreement, in the event that the Phase II Environmental Study discloses the existence of any Hazardous Materials on the Property, then either Tyson Foods 6 i or Fayetteville may terminate this Agreement upon fifteen (15) days written notice to the other party after receiving such results, whereupon all deposit monies, and the out of pocket expenses incurred by Fayetteville in conducting the Phase II Environmental Study shall be refunded to Fayetteville. 13. Taxes and Assessments. Tyson Foods shall, prior to Closing, have paid all property taxes and assessments levied or extended in the future on the Property for 2004 and prior years and such taxes and assessments for 2005, shall be prorated between the parties as of the Closing Date. 14. Real Property Transfer Tax. Any real property or other transfer tax imposed by the State of Arkansas in connection with the transactions contemplated hereby shall be paid by the party required to pay such tax or taxes by the laws of the State of Arkansas, or otherwise pursuant to local custom. 15. Broker's Commission. Each of the parties hereto represents and warrants to the other that there are no real estate broker s commissions due or payable on account of this Agreement or as a result of the sale of the Property to Fayetteville pursuant hereto. 16. Termination. (a) This Agreement may be terminated at any time prior to the Closing: (i) by mutual consent of Tyson Foods and Fayetteville; or (ii) by Fayetteville pursuant to Section 8 hereof; or (iii) due to a material default by either party of the Agreement which goes uncured for ten (10) business days after notice. (b) In the event of termination of this Agreement by Tyson Foods or Fayetteville as provided above, this Agreement will forthwith become void. If terminated not due to a material default by Fayetteville, the Earnest money will be refunded to Fayetteville. 17. Deed Restrictions. With respect to Deed Restrictions to be placed on the Property, Tyson Foods and Fayetteville hereby agree to the following* (a) Fayetteville covenants that the Property shall not be used for or in support of the commercial manufacturing of food products. (b) This covenant, condition, and restriction shall remain in effect for a period of Twenty (20) years. The aforesaid covenant, condition, and restriction shall run with and bind the 7 • • Property, and shall bind Fayetteville, or its successors or assigns, and shall inure to the benefit of and be enforceable by Tyson Foods, or an affiliated company, or its successors and assigns, by any appropriate proceedings at law or in equity to prevent such violations of such covenants, conditions, and restrictions and/or to recover damages for such violations. 18. Miscellaneous. (a) Governing Law. This Agreement shall be governed by, and construed under, the laws of the State of Arkansas, all rights and remedies being governed by said laws. Jurisdiction shall be the Washington County Circuit Court. (b) Assignment. This Agreement shall apply to, and shall be binding in all respects upon, and shall inure to the benefit of, the respective successors, assigns and legal representatives of the parties hereto; provided. however, that this Agreement may not be assigned, in whole or in part, by any party without first obtaining the written consent of the other party. (c) . Waiver. No waiver of any term, provision or condition of this Agreement in any one or more instances, shall be deemed to be or be construed as a further or continuing waiver of any such term, provision or condition or as a waiver of any other term, provision or condition of this Agreement. The rights or remedies set forth herein are in addition to any rights or remedies which may be granted by law or equity. (d) Entire Agreement and Modification. This Agreement is intended by the parties hereto as a final expression of their agreement with respect to the subject matter hereof and is mtended as a complete and exclusive statement of the terms and conditions of this Agreement. This Agreement may not be modified, rescinded or terminated orally, and no modification, rescission, termination or attempted waiver of any of the terms, provisions or conditions hereof (including this subsection) shall be valid unless in writing and signed by the party against whom the same is sought to be enforced. The City Council must approve any change recommended by the City of Fayetteville before it can be effective. (e) Section Headings. The headings of sections contained in this Agreement are provided for convenience only. They form no part of this Agreement and shall not affect its construction or interpretation. All references to sections or subsections refer to the corresponding sections and subsections of this Agreement. All words used herein shall be construed to be of such gender or number as the circumstances require. This "Agreement" shall mean this 8 • • Agreement as a whole and as the same may, from time to time hereafter, be amended, supplemented or modified. The words "herein," "hereby," "hereof," "hereinabove" and "hereinbelow," and words of similar import, refer to this Agreement as a whole and not to any particular section, subsection, paragraph, clause or other subdivision hereof, unless otherwise specifically noted. (f) Time of Essence. With respect to all time periods and duties set forth in this Agreement, time is of the essence. (g) Counterparts This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original copy of this Agreement and all of which, when taken together, shall be deemed to be but one and the same Agreement. IN WITNESS WHEREOF, Tyson Foods and Fayetteville have caused this Agreement to be duly executed as of the date first above written. ATTEST: tAt A 4.-J a a SONDRA SMITH City Clerk ATTEST: CITY OF FAYETTEVILLE, ARKANSAS a Muni. • :1 Corporatio D ' OODY Mayor TYSON FOODS, INC. a Delaware Corporatio B �1 Title: OPZVC4SYo R T(/4'rio�vt 4- rfsff Set y Title: 5 V PNA-A1 c,E `tel ui.44 4-t t 4— Twin tin . 64-0 9 EXHIBIT "A" PROPERTY DESCRIPTIONS ***NOTE- (An updated legal description will be inserted here upon completion of the Survey as specified in section 10 of this Agreement)*** It is the intent of this Agreement to convey title only to the building commonly known as the old Mexican Original Processing Plant located at the southeast corner of Highway 16 and Happy Hollow Road Fayetteville, AR, and the land directly beneath it, but not adjacent to it, which is situated within a portion of the following described parcel: Parcel No. 765-15227-000 (Deed Book 1093 at Page 557) Part of the Northeast Quarter (NE%) of the Northwest Quarter (NW%) of Section 231 Township 16 North of Range 30 West of Fifth (5°i) Principal Meridian, Washington County, Arkansas, more particularly described as follows, to -wit Beginning at a pant on the east right of way of Highway 16 by-pass which is 10.00 feet East and N 00" 25' 00` E 200.00 feet from the SW corner of said NE% of NW'4 of Section 23, T -16-N. R -30-W: thence along said right of way N 00° 25' 00" E 40.00 feet, thence leaving said right of way East 90 00 feet, thence N 00" 25' 00' E 160.00 feet, thence West 90.00 feel to the East right of way of Highway 16 by-pass, thence along said right of way N 00° 25' 00" E 538.00 feet, thence N 69' 30' 00' E 114.00 feet to the intersection of the southerly right of way of Highway 16, thence along said right of way S 67° 54' 59" E 87.83 feet. thence S 70" 00' 00' E 233.00 feet, thence S 75. 31' 47" E 244.56 feet to the intersection of the West right of way of Ray Avenue, thence along said right of way S 01` 42' 54" W 294.69 feet. thence S 01" 00' 10' E 330.27 feet. thence leaving said right of way West 150.00 feet, thence South 179.30 feet to an existing fence line, thence along said fence line West 257.70 feet, thence leaving said fence line N 00' 25' 00" E 200.00 feet, thence West 240.00 feet to the Point of Beginning. Containing 11.16 acres, more or less, subject to right of way and easements of record. (Also known as 1851 E. Huntsville Road, Fayetteville. Arkansas, and includes land, all buildings, and accoutrements .) NOTE: The above description does est include Parcels Numbered 765-15204-000 and 765-15205-000, together amounting to 0.33* acres, which are intended 10 be part of this transaction. 10 • • OFFER AND ACCEPTANCE CONTRACT 1 The City of Fayetteville, Arkansas, a municipal corporation, offers to buy, subject to the terms and conditions set forth herein, the following described property: Parcel No. 765-15227-000 (Deed Book 1093 at Page 857) Part of the Northeast Quarter (NE%) of the Northwest Quarter (NW%) of Section 23, Township 16 North of. Range 30 West of Fifth (5th) Principal Meridian, Washington County, Arkansas, more particularly described as follows, to -wit: Beginning at a point on the east right of way of Highway 16 by-pass which is 10.00 feet East and N 00° 25' 00" E 200.00 feet from the SW corner of said NE% of NW% of Section 23, T -16-N, R -30-W; thence along said right of way N 00° 25' 00" E 40.00 feet, thence leaving said right of way East 90.00 feet, thence N 00° 25' 00" E 160.00 feet, thence West 90.00 feet to the East right of way of Highway 16 by-pass, thence along said right of way N 00° 25' 00" E 538 00 feet, thence N 69° 30' 00" E 114.00 feet to the intersection of the southerly right of way of Highway 16, thence along said right of way S 67° 54' 59" E 87.83 feet, thence S 70° 00' 00' E 233.00 feet, thence S 75° 31 47" E 244.56 feet to the intersection of the West right of way of Ray Avenue, thence along said right of way S 01° 42' 54' W 294.69 feet, thence S 01° 00' 10" E 330.27 feet, thence leaving said right of way West 150.00 feet, thence South 179.30 feet to an existing fence line, thence along said fence line West 257.70 feet, thence leaving said fence line N 00° 25' 00" E 200.00 feet, thence West 240.00 feet to the Point of Beginning, Containing 11.16 acres more or less, subject to right of way and easements of record. (Also known as 1851 E. Huntsville Road, Fayetteville, Arkansas, and includes land, all buildings, and accoutrements.) NOTE The above description does not include Parcels Numbered 765-15204-000 and 765-15205-000, together amounting to 0.33± acres, which are intended to be part of this transaction. • 2. Purchase Price: Subject to the following conditions, the City of Fayetteville shall pay for the property at closing, the total and cash payment of $1,100,000.00. 3. Contingent Earnest Money Deposit: The City of Fayetteville herewith tenders a check for $11,000.00 to Tyson Foods, Inc (seller), as earnest money, which shall apply on the purchase price. This offer of purchase is contingent upon approval of the City Council of the City of Fayetteville, Arkansas, and, if they do not so approve, the earnest money deposit will be returned to the City of Fayetteville by Tyson Foods, Inc. If title requirements are not fulfilled or Tyson Foods, Inc fails to fulfill any obligations under this contract, the earnest money shall be promptly refunded to the City of Fayetteville. If the City of Fayetteville fails to fulfill their obligations under this contract or, after all conditions have been met, the City of Fayetteville fails to close this transaction, the earnest money may, at the option of Tyson Foods, Inc., become liquidated damages to Tyson Foods, Inc. 4. Conveyance will be made to the City of Fayetteville by general Warranty Deed, except it shall be subject to recorded instruments and easements if any which do not materially affect the value of the property. Such conveyance shall include mineral rights owned by Tyson Foods, Inc. 5. Tyson Foods Inc. shall furnish a policy of title insurance in the amount of the purchase price from a title insurance company as selected by the City of Fayetteville. Tyson Foods, Inc. shall pay for the cost of the title insurance. 6. Tyson Foods, Inc. agrees to allow the City of Fayetteville, if the City of Fayetteville so desires, at City of Fayetteville's expense, to survey the property. Tyson Foods, Inc. agrees to cure any title problems which may result from any differences between the recorded legal descriptions of the property and the survey description Said title problems, if any, must be solved prior to closing to the satisfaction of the City of Fayetteville. 7. Taxes and special assessments due on or before closing shall be paid by Tyson Foods, Inc. Insurance, general taxes, ad valorem taxes, special assessments and rental payments shall be prorated as of closing. 8. The closing date shall be within ninety (90) days after approval of this offer by the City Council or January 31, 2005, whichever occurs first. If such date of closing falls on a weekend or holiday, it will be held the following working day. 9. Possession of the property shall be delivered to the City of Fayetteville on the date of closing. OFFER AND ACCEPTANCE CONTRACT Page 2 of 4 10. Tyson Foods, Inc. hereby grants permission. for the City of Fayetteville or its employees or designates to enter the above described property and improvements for the purpose of inspection and/or surveying. 11. All fixtures, improvements and attached equipment are included in the purchase price. 12. Risk of loss or damage to the property by fire or other casualty occurring up to the time of closing is assumed by Tyson Foods, Inc. 13. Tyson Foods, Inc. shall rectify and remedy any conditions arising from the presence of asbestos and/or underground fuel storage tanks. Tyson Foods, Inc. shall pay all costs of any testing for existence of and all costs for removal of said asbestos and underground fuel storage tanks. Determination of the conditions must be complete prior to closing. 14. Tyson Foods, Inc. shall disclose to the City of Fayetteville any and all environmental hazards of which Tyson Foods, Inc. has actual knowledge. Upon acceptance of all conditions and terms of this Offer and Acceptance, the City of Fayetteville and Tyson Foods, Inc. shall share equally the costs of any and all testing for the existence of environmental hazards. Should the existence of environmental hazards be known or determined, Tyson Foods, Inc shall cure such, at their expense; or, in the alternative, at the City of Fayetteville's discretion, the City of Fayetteville may cure such environmental hazard, and Tyson Foods, Inc. shall indemnify the City of Fayetteville for all costs associated with said cure. 15. The City of Fayetteville will name a mutually defined space after Tyson Foods, Inc. 16. This agreement shall be governed by the laws of the State of Arkansas. • 17. This agreement, when executed by both the City of Fayetteville and Tyson Foods, Inc. shall contain the entire understanding and agreement of the parties with respect to the matters referred to herein and shall supersede all price or contemporaneous agreements, representations and understanding with respect to such matters, and no oral representations or statements shall be considered a part hereof 18. This contract expires, if not accepted by Tyson Foods, Inc. onor before the 1st day of October, 2004. 19. The City of Fayetteville shall submit this fully executed Offer and Acceptance Contract to the City Council for their approval within sixty (60) days of acceptance by Tyson Foods, Inc. 20.: NOTICE: THE CITY OF FAYETTEVILLE ASSERTS AND TYSON FOODS, INC. HEREBY ACKNOWLEDGES THAT THIS OFFER IS EXPRESSLY CONTINGENT UPON THE APPROVAL OF THIS OFFER OF PURCHASE BY THE CITY COUNCIL OF FAYETTEVILLE AND THAT THE FAILURE OF THE COUNCIL TO SO APPROVE WILL MAKE ALL PORTIONS OF THIS OFFER NULL AND VOID, INCLUDING, BUT .NOT LIMITED TO, THE RETURN TO CITY OF FAYETTEVILLE OF THE $11,000.00 EARNEST MONEY DEPOSIT. OFFER AND ACCEPTANCE CONTRACT Page 3 of 4 TYSON FOODS, INC. [Please print or type Name and Title] [Please print or type Name and Title] Agent or Witness: CITY OF FAYETTEVILLE, ARKANSAS, A MUNICIPAL CORPORATION Dan"Coody, Mayor w Sondra Smith, City Clerk Date: Date: Date: Date: Date: I /IC%tt OFFER AND ACCEPTANCE CONTRACT Page 4 of 4 STATE OF ARKANSAS COUNTY OF WASHINGTON ACKNOWLEDGMENT ss. BE IT REMEMBERED, that on this date, before the undersigned, a duly commissioned and acting Notary Public within and for said County and State personally appeared and to me well known as the person(s) who executed the foregoing document, and who stated and acknowledged that he/she/they is/are and , respectively, of Tyson 'Foods, Inc. and is/are duly authorized to execute the foregoing instrument for and in the name and behalf of said Tyson Foods, Inc., and further stated and acknowledged that he/she/they had so signed, executed and delivered said instrument for the consideration, uses and purposes therein mentioned and set forth. • WITNESS my hand and seal on this.. day of , 2004. Notary Public MY COMMISSION EXPIRES: ACKNOWLEDGMENT STATE OF ARKANSAS. ss. COUNTY OF WASHINGTON BE IT REMEMBERED, that on this date, before the undersigned, a duly commissioned and acting Notary Public within and for said County and State, personally appeared Dan Coody and Sondra Smith, to me well known as the persons who. executed the foregoing document, and who stated and acknowledged that they are the Mayor and City Clerk of the City of Fayetteville, Arkansas, a municipal corporation, and are duly authorized in their respective capacities to execute the foregoing instrument for and in the name and behalf of said municipal corporation, and further stated and acknowledged that they had so signed, executed and delivered said instrument for the consideration, uses and purposes. therein mentioned and set forth. WITNESS my hand and seal on this 1 0- day of MY COMMISSION EXPIRES: (0-aa-02-ol-{ 2 , 2004. Notary Publi Happy Hollow Rd. O 00 M East ROW Line w 0 0 O z Pt. NE -NW -23-16-30 Tyson Property (Bk 1093 At page 857) Parcel No. 765-15227-000 11.167 Acres N90°OW 90.0 O O 90.00 8 O s90°OE O z n90°OW N00°25'00"E 240.00 SA comer NE -NW -23-16-30 O O N w N 0 O O z N90°Ows 0 00 257.70 ter vt 43 N N90°0vi O fel 150 Title: Tyson Foods Property: Huntsville Rd. and Happy Hollow Rd. Date: 07-06-2004 Scale: 1 mch = 130 feet File: FAYETTEVILLE THE CITY OF FAYETTEVILLE, ARKANSAS DEPARTMENTAL CORRESPONDENCE /2-li:S /DI, ; -ee.e a n COW& it 7y 6o /V City Council Meeting — October 5, 2004 • TO: Fayetteville City Council THROUGH: Dan Coody, Mayor Hugh Earnest, Chief Administrative Officer FROM: DATE Subject: Stephen Davis, Finance & Internal Services Directo September 10, 2004 1851 East Huntsville Road (Justice Center, Public Safety Complex and Fire Station 3) Summary Staff requests City Council approval of an offer and acceptance document with Tyson Company for property located at 1851 East Huntsville Road. The property is to be used for a Justice Center consisting of facilities for District Court and City Prosecutor; a Public Safety Complex consisting of new facilities (renovations to the existing building) for the Police Department including Central Dispatch, Fire Administration, Fire Training, Fire Prevention and Fire Station 3. Next Steps After the purchase of the facility is completed several actions will be initiated: 1. Improvements to the intersection of Happy Hollow and Huntsville Road will proceed to the bidding process. 2. A professional selection committee will be assembled to review the statement of qualifications for architectural services from architectural firms with experience in justice centers and public safety complexes. 3. The funding program for the construction activities planned for 2005 (exterior renovations for the entire building and construction of Fire Station 3). Budget Impact The purchase of the building is funded with the exception of closing cost and the appraisal cost of $4 000. Closing cost is expected to be less than $10,000. The first phase of the renovation expenditures will be incorporated in 2005 budget funded with proceeds from an Amendment 78 Bond Issue utilizing a portion of the county sales tax for debt service. J:WacilitiesUustice Center\Agenda Memo Approval of Offer and Acceptance for 1851 East Huntsville_Oct 5 Council meeting.doc r • 1Utd * //pm< demis- e, io/s/ y • RESOLUTION NO. A RESOLUTION APPROVING AN OFFER AND ACCEPTANCE CONTRACT BETWEEN THE CITY OF FAYETTEVILLE AND TYSON FOODS, INC. FOR THE PURCHASE OF PROPERTY LOCATED AT 1851 EAST HUNTSVILLE• ROAD IN THE AMOUNT OF $1,100,000.00; AND APPROVING A BUDGET ADJUSTMENT IN THE AMOUNT OF 54,000.00 TO COVER APPRAISAL AND CLOSING COSTS. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1. That the City Council of the City of Fayetteville, Arkansas hereby approves an Offer and Acceptance contract . between the City of Fayetteville and Tyson Foods, Inc. for the purchase of property located at 1851 East Huntsville Road in the amount of $1,100,000.00. A copy of the contract marked Exhibit "A" is attached hereto and made a part hereof. Section 2. That the City Council of the City of Fayetteville, Arkansas hereby approves a Budget Adjustment in the amount of $4,000.00 to cover appraisal and closing costs. PASSED AND APPROVED this 5thday of October 2004. APPROVED: DAN_COODY, Mayor ATTEST: Bv: SONDRA SMITH, City Clerk • • REAL ESTATE PURCHASE AGREEMENT THIS REAL ESTATE PURCHASE AGREEMENT (the "Agreement"), made and entered into this day of September, 2004 by and between Tyson Foods, Inc., a Delaware corporation (hereinafter called "Seller"), and The. City of Fayetteville, an Arkansas Municipal corporation (hereinafter referred to as "Buyer"). This Agreement shall become effective on the date of the full execution by both parties hereto ("Effective Date"). WITNESSETH: WHEREAS, Seller is the owner of certain real property located in Washington County, Arkansas; and WHEREAS, subject to the terms and conditions set forth herein, Buyer desires to purchase said property from Seller and Seller desires to sell said property to Buyer; NOW, THEREFORE, in consideration of the premises, recited, of the covenants, agreements and provisions of this Agreement, and of other good and valuable consideration, the receipt and sufficiency of which the parties hereby acknowledge, the parties hereby agree as follows: 1. Agreement to Sell and Buv. Seller hereby agrees to sell to Buyer, and Buyer hereby agrees to purchase from Seller, for the consideration and upon the terms and conditions hereinafter set forth, the lands situated in Washington County, Arkansas, more 'particularly described on Exhibit "A" attached hereto, together with all improvements thereon, and all rights, privileges and appurtenances pertaining thereto, but subject to any matter disclosed herein, all recorded or restrictions, easements, and other matters of record. All property sold pursuant to this Agreement is hereinafter referred to as the "Property." 2. Price and Terms of Payment. As the purchase price for the Property, Buyer agrees to pay and Seller agrees to accept, a total purchase price of ONE MILLION ONE HUNDRED THOUSAND AND NO/100 DOLLARS ($1,100,000.00) (the "Purchase Price") as adjusted pursuant to the terms of this Agreement. Within ten (10) days after Buyer's receipt of a fully -executed copy of this Agreement, Buyer shall tender to Seller (or Seller's representative), the Real Estate Contract—Fayetteville, AR • • sum of ELEVEN THOUSAND AND NO/100 DOLLARS ($11,000.00) (the "Earnest Money" or "Deposit") as earnest money in connection with the above-described transaction. 3. Closing. (a) Time and Place. Subject to the terms and conditions set forth in this Agreement, closing and settlement for the sale and purchase of the Property shall take place at a time and place as is mutually agreed to by Seller and Buyer; provided, however that if any of the conditions to Closing set forth in this Agreement have not been satisfied or waived by the party entitled to the benefit of such condition, the Closing will take place on the third business day after such condition has been satisfied or waived, but in no event shall the closing occur later than January 31, 2005. The time at which such closing and settlement occurs shall hereinafter be referred to as the "Closing" and the date on which the Closing occurs shall hereinafter be referred to as the "Closing Date." (b) Payment of the Purchase Price. The Purchase Price shall be paid by the Buyer to the Seller at the Closing, and Buyer shall deliver to Seller cash in the form of a cashier's check or wire transfer in an amount equal to the Purchase Price, less the Earnest Money and adjusted by any prorations or other amounts described herein 4. Conditions Precedent to Closing. Buyer represents and Seller hereby acknowledges that Buyer intends to use the Property for municipal purposes ("Intended Use"). Therefore, the purchase contemplated by this Agreement is subject to the following conditions precedent: (a) If the Survey provided for in Section 10 discloses any condition which renders the Property unusable for the Intended Use (as determined in Buyer's reasonable discretion), then Buyer may rescind this Agreement and the Deposit will be refunded to Buyer, provided, however, that Buyer has exercised such rescission right by giving Seller written notice with evidence of such condition no later than December 15, 2004. (b) If the results of the analyses, inspections, test borings, or studies pursuant to this • Agreement, disclose that the physical condition of the Property, including the existence of hazardous wastes and toxic substances, will prevent Buyer from reasonably developing the Property for the Buyer's intended use, then Buyer or Seller may rescind this Agreement, whereupon the Deposit will be refunded to Buyer; provided however, that Buyer or Seller has Real Estate Contract—Fayetteville, AR 2 0 9 notified the other party in writing, with evidence of such unacceptable condition, within fifteen (15) days after the Buyer or Seller receives the results of such analyses, inspections, borings, or engineering studies, but not later than December 15, 2004. (c) Buyer, being able to obtain the approval of the purchase of the Property contemplated by this Agreement by the City Council of Fayetteville. Buyer covenants to use its best efforts, and act in a good faith and diligent manner to obtain such approval from the Fayetteville City -Council. If Buyer is unable to obtain such a commitment, then Buyer may rescind this Agreement, whereupon the Deposit will be refunded to Buyer; provided however, that Buyer has notified Seller in writing, but not later than December 15, 2004. (d) Buyer and Seller reaching a mutual agreement as to naming a defined space of the Property. Buyer and Seller covenant to act in good faith to reach such an agreement. If such agreement cannot be reached, then Seller may rescind this Agreement, whereupon the Deposit will be refunded to Buyer. 5. Representations and Warranties of Seller. Seller hereby represents and warrants to Buyer, now and at Closing, as follows: (a) Authority; Enforceability. No authorizations or approvals, whether of governmental bodies, creditors, or otherwise, are necessary to enable Seller to enter into and perform the transactions contemplated herein with respect to the purchase of the Property. This Agreement has been duly and validly executed and delivered by Seller, is a valid and legally - binding agreement of Seller, and, assuming due acceptance and execution thereof by Buyer, is enforceable\ against Seller in accordance with its terms, except as limited by bankruptcy and insolvency laws and by other laws affecting the rights of creditors generally; and (b) Title to Property. Seller has good and marketable title to, and is in possession of, the Property free and clear of all security interests, including any conditional sale or other title retention agreements, mortgages, pledges, assessments, or defects in title that would render the title to the Property uninsurable or unmarketable, except for current ad valorem taxes, matters of public record and minor encroachments or matters not material to the use or occupation thereof. Seller has not granted any options to purchase or otherwise acquire all or any part of the Property. Neither the whole nor any portion of the Property has been condemned, requisitioned or otherwise taken by any public authority, and no notice of any such condemnation, requisition or taking has Real Estate Contract —Fayetteville, AR 3 0 • been received by Seller. To the knowledge of Seller, no such condemnation, requisition or taking is threatened or contemplated. (c) Disclaimer. SELLER MAKES NO REPRESENTATION OR WARRANTY (EXCEPT AS TO THE WARRANTY OF TITLE CONTAINED IN THE DEED) CONCERNING THE VALUE OF THE PROPERTY, THE CONDITION OF ANY IMPROVEMENTS LOCATED UPON THE PROPERTY, THE ENVIRONMENTAL CONDITION OF THE PROPERTY, THE PRESENCE OR ABSENCE OF ANY HYDROCARBONS, ASBESTOS, ENVIRONMENTAL, HAZARDOUS MATERIAL OR TOXIC CONTAMINATION OF THE PROPERTY, THE SUITABILITY OF THE PROPERTY FOR A PARTICULAR PURPOSE, THE GEOLOGICAL CONDITION OF THE PROPERTY, THE MERCHANTABILITY OF THE PROPERTY, OR ITS FITNESS FOR A PARTICULAR PURPOSE. THIS SECTION SHALL SURVIVE THE CLOSING OR EARLIER TERMINATION OF THE AGREEMENT. The term "Hazardous Materials" means any substance (a) the presence of which requires reporting, investigations, or remediation under any current federal, state, or local statute, regulation or ordinance or (b) which are currently defined as hazardous substances, toxic substances, regulated substances, pollutants, or contaminants under any current federal, state, or local statute, regulation, or ordinance, including hydrocarbons and asbestos. 6. Representations and Warranties of Buyer. Buyer hereby represents and warrants to Seller, now and at Closing, as follows: (a) Authority; Enforceability. This Agreement is expressly made subject to the approval of the Fayetteville City Council and is not valid or binding until the, City Council has voted to approve the same. No other authorizations or approvals, creditors, or otherwise, are necessary to enable Buyer to enter into and perform the transactions contemplated herein with respect to the purchase of the Property. This Agreement has been duly and validly executed and delivered by Buyer, is a valid and legally -binding agreement of Buyer, and, assuming a vote approving the same by the City Council and. assuming due acceptance and execution thereof by Seller, is enforceable against Buyer in accordance with its terms, except as limited by bankruptcy and insolvency laws and by other laws affecting the rights of creditors generally; and Real Estate Contract —Fayetteville, AR 4 (b) Advice of Attorney. Buyer understands and acknowledges that the purchase of the Property and the other transactions contemplated hereby are typical of transactions in which the advice of an attorney is typically sought. Buyer has either sought and obtained the advice of an attorney in this regard or waived the right to seek such advice. (c) EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, BUYER ACKNOWLEDGES THAT IT HAS INSPECTED THE PROPERTY AND WILL TAKE THE SAME AT CLOSING IN AN "AS IS, WHERE IS, WITH ALL FAULTS" - CONDITION. BUYER HEREBY WAIVES AND RELEASES ANY CAUSES OF ACTION OR CLAIMS THAT IT MIGHT HAVE AGAINST SELLER RELATES TO THE CONDITION OF THE PROPERTY OTHER THAN FOR BREACHES OF THIS AGREEMENT. THIS SECTION SHALL SURVIVE THE CLOSING. 7. Covenants of the Parties. Each party to this Agreement shall use its reasonable efforts to cause conditions to their obligations herein set forth to be satisfied prior to the date of Closing. Each of the parties hereto agrees to execute and deliver any and all further agreements, documents or instruments reasonably necessary to effectuate this Agreement and the transactions referred to herein or contemplated hereby or reasonably requested by the other party to perfect or evidence their rights hereunder. Assuming the timely satisfaction, or the waiver, of the conditions precedent to Closing set forth herein, all parties shall use their. reasonable efforts to effect and complete the transactions contemplated by this Agreement as promptly as practicable. Each party shall promptly notify the other party of any information delivered to or obtained by such party which would prevent the consummation of the transactions contemplated by this Agreement, or would indicate a breach by the other party (or parties) of the representations, warranties and covenants of either party to this Agreement. 8. Title Insurance and other Closing Costs. Seller shall obtain at the Seller's expense either a certificate of title to, or a policy insuring fee simple title to the Real Property in favor of Buyer, from a Title Company/Escrow Agent of Seller's choice ("Escrow Agent"). Buyer shall have five (5) days following receipt of said title insurance commitment in which to notify Seller in writing of any exceptions to which Buyer objects, other than those set forth in Section 5(b) of this Agreement. Seller may elect, in Seller's sole discretion, to cure those exceptions which can be cured by the payment of money, and Seller shall have fifteen (1.5) days in which to Real Estate Contract Fayetteville. AR 5 0 u cure any remaining exceptions. In the event Seller elects not to cure all such exceptions within such. fifteen (15) day period, Buyer may by notice in writing given to Seller within ten (10) days after such election not to cure, either waive its objections to the exceptions which Seller has elected not to cure, whereupon the parties shall proceed with the Closing in accordance herewith, or terminatethis Agreement, and Seller will refund Buyer the Earnest Money. Buyer and Seller hereby agree that all closing costs not expressly addressed herein shall be paid by the party typically responsible for such costs pursuant to. local custom of the county where the Property is situated. 9. Deed. Prior to Closing, Seller shall deliver to Escrow Agent a special warranty deed ("Deed") conveying insurable title to the Property, subject to permitted exceptions and incorporating the covenants, conditions, and restrictions set forth in Section 17 of this Agreement ("Deed Restrictions"). Upon receipt of the Purchase Price at Closing, Escrow Agent shall record the Deed and other recordable documents as may be delivered. in connection. with the Closing. It is further understood and agreed that the Deed Restrictions shall be inserted by the Buyer under this Agreement in every deed or ground lease to be delivered by it conveying lots, plots, or other portions of the Property or any interest therein and that such insertions of such Deed. Restrictions in such. deed. or ground lease shall be deemed a part of the consideration of this Agreement. This section shall survive closing 10. Survey. Buyer, at Buyer's sole responsibility and expense, shall obtain a current survey of the Property made and prepared by a registered/licensed surveyor.("Survey") no later than thirty (30) days after full execution of this agreement. Within five (5) days after receipt, Buyer shall furnish a copy of the Survey to both Seller and the Title Company. The legal descriptions provided by the Survey shall be the descriptions used in the deed conveying the Property to and in the title insurance policy. \ 11. Right of Entry. At any reasonable time prior to the closing, and at Buyer's sole cost and responsibility, Buyer or its authorized agents shall have the right to enter upon the Property for any lawful purpose, including, without limitation, conducting the Survey as contemplated by this Agreement and any site analyses, test borings, and engineeringstudies following advance notice to Seller of Buyer's need for access, including the scope and. location of any invasive testing. If requested by Seller, the Buyer will reasonably cooperate with Seiier's ilea"t Estate Contract—tayeueville. AR. environmental group in conducting its environmental studies on the Property. Buyer agrees to defend, indemnify and hold harmless Seller from any damages or liability to persons or property that might arise therefrom, and Buyer agrees to repair at its sole cost and responsibility, or pay Seller the cost of, any damages caused to the Property by such entry. This Section shall survive the Closing or earlier termination of this Agreement. 12. Indemnity. Buyer indemnities and holds harmless Seller for any claims, damages, liabilities, losses, costs and expenses (including reasonable attorney's fees and expenses) incurred or paid in settlement as a result of or relating to any environmental soil or groundwater contamination or Hazardous Materials on or below the Property. This language shall survive the Closing. 13. Taxes and Assessments. Seller shall, prior to Closing, have paid all property taxes and assessments levied or extended in the future on the Property for 2003 and prior years; such• taxes and assessments for 2004 -and any year thereafter, shall be, prorated between the parties as of the Closing Date. 14. Real Property Transfer Tax. Any real property or other transfer tax imposed by the State of Arkansas in connection with the transactions contemplated hereby shall be paid by the party required to pay such tax or taxes by the laws of the State of Arkansas, or otherwise pursuant to local custom. 15. Broker's Commission. Each of the parties hereto represents and warrants to the other that there are no real estate broker's commissions due or payable on. account of this Agreement or as a result of the sale of the Property to Buyer pursuant hereto. Each party agrees to defend, indemnify and hold the other hereunder harmless from and against any claim for any such commissions, fees or other form of compensation by any such third party claiming through the indemnifying party, including, without limitation, any and all claims, causes of action, damages, cost and expenses (including reasonable attorney's fees and court costs), associated therewith. 16. Termination. (a) This Agreement may be terminated at any time prior to the Closing: (i) by mutual consent of Seiler and Buyer; or (ii) by Buyer pursuant to Section O hereof; or flea! Estate: Cunu"act—rayettetiilie. AR .7 (iii) due to a material default by either party of the Agreement which goes ui1CUI•ea tut tr•11 1 U) days air iei11ui1Cr. (b) in the event of termination of this Agreement by Seller or Buyer as provided above, this Agreelnieilt will loitliwltli become void, or a Buyer default under 16(a)(iii), Buyer s 11n11LCd too, iltle tees, survey costs and legal terminated pursuant to 16(a)(ii) or a Seller refunded to Buyer. provided. 11oweyei, it terminated pursuant to I6(a)`i) hall 'reimburse Seller for all costs, including but not • lees, 1nCwreu ill connectionwail tills Agreement.it r default under 16(a)(iii), the Earnest money will be IT Deed Restrictions. With respect to Deed Restrictions to be placed on the Property, Seiler and Buyer hereby agree to the following: (a) Buyer covenants that the Property shall not be used for or in support of the following: (1) the manufacturing of food products. (b) All such covenants, conditions, and restrictions shall remain in effect for a period of Twenty (20) years. The aforesaid covenants, conditions, and restrictions shall run with and bind the Property, and shall bind Buyer, or its successors or assigns, and shall inure to the benefit of and be enforceable by Seller, or an affiliated• company, or its Successors and assigns, by any appropriate proceedings at law or in equity to prevent such violations of such covenants, conditions, and res'ufictiolis and/or to recover damages for such violations. 18. Miscellaneous. (a) Governing Law. This Agreement shall be governed by, and construed wider, the laws of the State of Arkansas, all rights and remedies being governed by said laws. Assignment. L ins Atireeinei1L shall apply to, and shall be binding i11 all respects upon, and shall inure to the benefit of, the respective successors, assigns and legal representatives of the parties hereto; provided. however, that this Agreement may not be assigned, ill whole or in part, by any party without first obtaining the written consent of the other party. (C j 'waiver. NO waiver of any term. provision or condition of tills Agreement in any one or more instances, shall be deemed to be or be construed as a further or continuing waiver of any such teriil, provision or condition or as a waiver of any other teilll, provision or condition of this Agreement. The rights or remedies set forth herein are in addition to any rights or remedies which may be granted by law or equity. Real cstat% CV11tiaU raAettct'ilic, AR 8 • (d) Entire Agreement and Modification. This Agreement is intended by the parties Ileictu as a i'itiai 11S reJJlull Oi Liielr aLJree111e1IL With respect Lu Inc suDjeci Ilialtel hereof and is intended as a complete and exclusive statement of} the terms and conditions of this Agreement. This Aglczliiclii may nut be 111udi.fled, rescinded or teimiiiated orally, and no mudificatiun, rescission, termination or attempted waiver of any of the terms, provisions or conditions hereof (including this subsection) shall be valid unless in writing and. signed by the party against whom the same is sought to be enforced. C Section l�eauniQb. inc i1CaUings of sections tons ontalned i11 this Agreement are b b 11 provided for convenience only. They form no part of this Agreement and. shall not affect its COiiSLrucLion or intefpfeLation. All references to sections of subsections refer to the Corresponding sections and subsections of this Agreement. Al! words used herein shall be construed to be of such gender or number as the circumstances require. This "Agreement" Shall meals this Agreement as a whole and. as the same may, from time to time hereafter, be amended, supplemented of modified. The words "herein. "hereby," "hereof" `iiereiilabove" and "hereinbelow," and words of similar import, refer to this Agreement as a whole and not to any particular section; subsection, paragraph, clause or other subdivision hereof, unless otherwise specifically noted. (P} Time of Essence Agreement, time is of the essence. With respect to all Lillie periods and ditties set forth in this remaiiic"Ier' of page left Imentiona sly blw j i Es i (Ulu t F -C +I%_ AR Real __fete eC�.—_ a`cticVutc, _!c S • Counterparts. This Agreement may be executed in one or more counterparts, each of 4'Lttl't! 5!i2111 UC o med to L1e an original copy O uiis Agrcert ent ailu an 01 when, when taken together, shall be deemed to be but one and the same Agreement. T T T m tr' k ETTT-ENRI� 1. C1!-.. 1 Be1 ,!.'. h r I. 1_. S I E t ^ �bv t €` E��3 . Jr1tCi c.tIIU nC� flaw L-ctul`_cu tits .`! ` lec=ltiuut to be Ctull�, d aT r ..ist,uwu ii'a Ut the uuw iii 5t ctUUVW YY11Ll.V1a. WITNESS: Sondra Smith, City Clerk AT- TEST: Title: Real Esk:i + l2IftiLt-r F_iicviilc, AR BUYER: CITY OF FAYETTEVILLE, ARKANSAS, a Municipal Corporation Dan Coo dy, Mayor SELLER: • TYSON FOODS, INC., a Delaware: corporation iO By: Title: I • EXHIBIT "A" R iP'"`.K ! V T ^rTY. ,S r.i^'�r L >E F V { t.� l � t_ V �-a aV . ***NOTE: (An updated legal description will be inserted here upon completion of the Survey as •r l in t.[ tek; spec:ii1CI-- 111 sec- t. l V of tills gree lleutj It is the intent of this Agreement to convey title only to the building commonly known as the old Mexican Original Processing Plant located at thesoutheastcorner of Highway 16 and Happy Hollow r T_ r i .•i L-• 7. t tl directly b rt •a ' .f s a .a Road L �t� Gt C� i.l_; AR, and t'- lull beneath it; bt.tt not adjacent --- to it; Alhick is situated within a portion a the following described ptt c el FJa: P\L: i i'iafC: •JT 4. an i1c1OK '�:j) \3i l�5yG 1✓ Sit ;•1 th� I'll �'f• .. ._ r♦. t rt r ♦ —.a... t' - t rl .. `•Ci {- 1 Af '1V/ !it"♦ . '.0 1� •g• •:. a { • I .• ♦ :,�\L..t •.t\. • / ♦fit ,. J.,r .4,L -1 ...tt.U•t_ a c Jil /t ...-(%Llj/L1 L -J, 1twin::.i• 1'♦ 4(:r L i ci R::rt>e '.t I. G of If,ft I s �: Ierid;.1vi 'r'r•--', "t_ J ... .. 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Ic.:t�l X51 � Y f :I� n' r: ' �c,t�t. .� t� � �:-•:r- (j(in .: _c Ii..l..t,_ ,•f .r- • L pry:-1~�.i l . ..• _i i;'i t;_; �:.::..£:,I r _I .--I ':.: '•. i - ---._ -i: •ii'-. _,. :- - i-.I -�-.: i'lr • •_ l-i it'i'ii .r _ $-,t r' ::. ✓ -. .. _ .. .L- Ir I'1 tra.rs ir,.tien fl CC°11 ' - —''L L V!!t.' i!Ci—!-E:!'Cta'v ''''- r LM it • REAL ESTATE DONATION AGREEMENT THIS REAL ESTATE DONATION AGREEMENT .(the "Agreement"), made and entered into this day of September, 2004 by and between Tyson Foods, Inc., a Delaware corporation .(hereinafter called "Donor"), and The City of Fayetteville, an Arkansas Municipal corporation (hereinafter referred to as "Donee"). This Agreement shall become effective on the date of the full execution by both parties hereto ("Effective Date"). WITNESSETH: WHEREAS, Donor is the owner of certain real property located in Washington County, Arkansas; and WHEREAS, subject to the terms and conditions set forth herein, Donee desires to accept said property from Donor and Donor desires to convey said property to Donee; NOW, THEREFORE, in consideration of the premises recited, of the covenants, agreements and provisions of this Agreement,. the parties hereby agree as follows: 1. Agreement to Convey. Donor hereby agrees to convey to Donee, and Donee hereby agrees to accept the donation from Donor, upon the terms and conditions hereinafter set forth, _the lands situated in Washington County, Arkansas, more particularly described on Exhibit "A" attached hereto, together with all improvements thereon, and all rights, privileges and appurtenances pertaining thereto, but subject to any matter disclosed herein, all recorded or restrictions, easements, and other matters of record. All property conveyed pursuant to this Agreement is hereinafter referred to as the "Property." 2. Closing. (a) Time and Place. Subject to the terms and conditions set forth in this Agreement, closing for the donation of the Property shall take place at a time and place as is mutually agreed to by Donor and Donee; provided, however that if any of the conditions to Closing set forth in this Agreement have not been satisfied or waived by the party entitled to the benefit of such condition, the Closing will take place on the• third business day after such condition has been satisfied or waived, but in no event shall the closing occur later: than January 31, 2005. The time at which such closing occurs shall hereinafter be referred to as the "Closing" and the date on which the Closing occurs shall hereinafter be referred to as the "Closing Date." • 3. Conditions Precedent to Closing. Donee represents and Donor hereby acknowledges that Donee intends to use the Property for municipal purposes ("Intended Use"). Therefore, the donation contemplated by this Agreement is subject to the following conditions precedent: (a) If the Survey provided for in Section 9 of this Agreement discloses any condition which renders the Property unusable for the Intended Use (as determined in Donee's reasonable discretion), then Donee may rescind this Agreement, provided, however, that Donee has exercised such rescission right by giving Donor written notice with evidence of such condition no later than December 15, 2004. (b) If the results of the analyses, inspections, test borings, or studies pursuant to this Agreement, disclose that the physical condition of the Property, including the existence of hazardous wastes and toxic substances, will prevent Donee from reasonably developing the Property for the Donee's intended use, then Donee or Donor may rescind this Agreement; provided however, that the Donee or Donor has notified the other party in writing with evidence of such unacceptable conditionwithin fifteen (15) days after the Donee or Donor receives the results of such analyses, inspections, borings, or engineering studies, but not later than December 15, 2004. (c) Donee, being able to obtain the approval of the donation of the Property contemplated by this Agreement by the City Council of Fayetteville..Donee covenants to use its best efforts, and act in a good faith and diligent manner to obtain such approval from the Fayetteville City Council. If Donee is unable to obtain such a commitment, then Donee may rescind this Agreement; provided however, that Donee has notified Donor in writing, but not later than December 15, 2004. (d) Donee completing its purchase of that certain building adjacent to the Property (commonly know as the old Mexican Original Processing Plant located at the southeast corner of Highway 16 and Happy Hollow Road Fayetteville, AR). If such purchase is not completed by the Donee on or before January 31, 2005, or the purchase is otherwise terminated, then Donor may rescind this Agreement with there being no further obligations to Donee. 4. Representations and Warranties of Donor. Donor hereby represents and warrants to Donee, now and at Closing, as follows: • (a) Authority; Enforceability. No authorizations or approvals, whether of governmental bodies, creditors, or otherwise, are necessary to enable Donor to enter into and perform the conveyance contemplated herein with, respect to the donation of the Property. This Agreement has been duly and validly executed and delivered by Donor, is a valid and legally - binding agreement of Donor, and, assuming due acceptance and execution thereof by Donee, is enforceable against Donor in accordance with its terms; and (b) Title to Property. Donor has good and marketable title to, and is in possession of, the Property free and clear of all security interests, including any conditional sale or other title retention agreements, mortgages, pledges, assessments, or defects in title that would render the title to the Property uninsurable or unmarketable, except for current ad valorem taxes, matters of public record and minor encroachments or matters not material to the use or occupation thereof. Neither the whole nor any portion of the Property has been condemned, requisitioned or otherwise taken by any public authority, and no notice of any such condemnation, requisition or taking has been received by Donor. To the knowledge of Donor, no such condemnation, requisition or taking is threatened or contemplated. (c) Disclaimer. DONOR MAKES NO REPRESENTATION OR WARRANTY (EXCEPT AS TO THE WARRANTY OF TITLE CONTAINED IN THE DEED) CONCERNING THE VALUE OF THE PROPERTY, THE CONDITION OF ANY IMPROVEMENTS LOCATED UPON THE PROPERTY, THE ENVIRONMENTAL. CONDITION OF THE PROPERTY, THE PRESENCE OR ABSENCE OF ANY HYDROCARBONS, ASBESTOS, ENVIRONMENTAL, HAZARDOUS MATERIAL OR TOXIC CONTAMINATION OF THE PROPERTY, THE SUITABILITY OF THE PROPERTY FOR A PARTICULAR PURPOSE, THE GEOLOGICAL CONDITION OF THE PROPERTY, THE MERCHANTABILITY OF THE PROPERTY, OR ITS FITNESS FOR A PARTICULAR PURPOSE. THIS SECTION SHALL SURVIVE THE CLOSING OR EARLIER TERMINATION OF THE AGREEMENT. The term "Hazardous Materials" means any substance (a) the presence of which requires reporting, investigations, or remediation under any current federal, state, or local statute, regulation or ordinance or (b) which are currently defined as hazardous substances, toxic substances, regulated substances, pollutants, or Donation of Real Estate Fayetteville, AR 3 S contaminants under any current federal, state, or local statute, regulation, or ordinance, including hydrocarbons and asbestos. 5. Representations and Warranties of Donee. Donee hereby represents and warrants to Donor, now and at Closing, as follows: (a) Authority: Enforceability. This Agreement is expressly made subject to the approval of the Fayetteville City Council and is not valid or binding until the City Council has voted to approve the .same. No other authorizations or approvals, creditors, or otherwise, are necessary to enable Donee to enter into and perform the transactions contemplated herein with respect to the conveyance of the Property. This Agreement has been duly and validly executed and delivered by Donee, is a valid and legally -binding agreement of Donee, and, assuming a vote. approving the same by the City Council and assuming due acceptance and execution thereof by Donor, is enforceable against Donee in accordance with its terms; and (b) Advice of Attorney. Donee understands and acknowledges that the donation of the Property and the other transactions contemplated hereby are typical of transactions in which the advice of an attorney is typically sought. Donee has either sought and obtained the advice of an attorney in this regard or waived the right to seek such advice. (c) EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, DONEE ACKNOWLEDGES THAT IT HAS INSPECTED THE PROPERTY AND WILL TAKE THE SAME AT CLOSING IN AN "AS IS, WHERE IS, WITH ALL FAULTS" CONDITION. DONEE HEREBY WAIVES AND. RELEASES ANY CAUSES OF ACTION OR CLAIMS THAT IT MIGHT HAVE AGAINST DONOR RELATES TO THE CONDITION OF THE PROPERTY OTHER THAN FOR BREACHES OF THIS AGREEMENT. THIS SECTION SHALL SURVIVE THE CLOSING. 6. Covenants of the Parties. Each party, to this Agreement shall use its reasonable efforts to cause conditions to their obligations herein set. forth to be satisfied prior to the date of Closing. Each of the parties hereto agrees to execute and deliver any and all further agreements, documents or instruments reasonably necessary to effectuate this Agreement and the transactions referred to herein or contemplated hereby or reasonably requested by the other party to perfect or evidence their rights hereunder. Assuming the timely satisfaction, or the• waiver, of the conditions precedent to Closing set forth herein, all parties shall use their reasonable efforts to effect and 4 complete the transactions contemplated by this Agreement as promptly as practicable. Each party shall promptly notify the other party of any information delivered to or obtained, by such party which would prevent the consummation of the transactions contemplated by this Agreement, or would indicate a breach by the other party (or parties) of the representations, warranties and covenants of either party to this Agreement. 7. Title Insurance and other Closing Costs. Donor shall obtain at the Donor's expense either a certificate of title to, or a policy insuring fee simple title to the Real Property in favor of Donee, from a Title Company/Escrow Agent of Donor's choice ("Escrow Agent"). Donee shall have five (5) days following receipt of said title insurance commitment in which to notify Donor in writing of any exceptions to which Donee objects, other than those set forth in Section 4(b) of this Agreement. Donor may elect, in Donor's sole discretion, to cure those exceptions which can be cured by the payment of money, and Donor shall have fifteen (15) days in which to cure any remaining exceptions. In the event Donor elects not to cure all such exceptions within such fifteen (15) day period, Donee may by notice in writing given to Donor within ten (10) days after such election not to cure, either waive its objections to the exceptions which Donor has elected not to cure, whereupon the parties shall proceed with the Closing in accordance herewith, or terminate this Agreement, and Donor will refund Donee the Earnest Money. Donee and Donor hereby agree that all closing costs not expressly addressed herein shall be paid by the party typically responsible for such costs pursuant to local custom of the county where the Property is situated. 8. Deed. Prior to Closing, Donor shall deliver to Escrow Agent either a quit claim deed, or a special warranty deed ("Deed") conveying insurable title to the Property, subject to permitted exceptions and incorporating the covenants, conditions, and restrictions set forth in Section 16 of this Agreement ("Deed Restrictions"). At Closing, Escrow Agent shall record the Deed and other recordable documents as may be delivered in connection with the Closing. It is further understood and agreed that the Deed Restrictions shall be inserted by the Donee under this Agreement in every deed or ground lease to be delivered by it conveying lots, plots, or other portions of the Property or any interest therein and that such insertions of such Deed Restrictions in such deed or ground lease shall be deemed a covenant of this Agreement. This section shall survive closing hi I 9. Survey. Donee, at Donee's sole responsibility and expense, shall obtain a current survey of the Property made and prepared by a registered/licensed surveyor ("Survey") no later than thirty (30) days after full execution of this agreement. Within five (5) days after receipt, Donee shall furnish a copy of the Survey to both Donor and the Title Company. The legal descriptions provided by the Survey shall be the descriptions used in the deed conveying the Property to and in the title insurance policy. 10. Right of Entry. At any reasonable time prior to the closing, and at Donee's sole cost and responsibility, Donee or its authorized agents shall have the right to enter upon the Property for any lawful purpose, including, without limitation, conducting the Survey as contemplated by this Agreement and any site analyses, test borings, and engineering studies following advance notice to Donor of Donee's need for access, including the scope and location of any invasive testing. If requested by Donor, the Donee will reasonably cooperate with Donor's environmental group in conducting its environmental studies on the Property. Donee agrees to defend, indemnify and hold harmless Donor from any damages or liability to persons or property that might arise therefrom, and Donee agrees to repair at its sole cost and responsibility, or pay Donor the cost of, any damages caused to the Property by such entry. This Section shall survive the Closing or earlier termination of this Agreement. 11. Indemnity. Donee indemnifies and holds harmless Donor for any claims, a 9 damages, liabilities, losses, costs and expenses (including reasonable attorney's fees and expenses) incurred or paid in settlement as a result of or relating to any environmental soil or groundwater contamination or Hazardous Materials on or below the Property. This language shall survive the Closing. 12. Taxes and Assessments. Donor shall, prior to Closing, have paid all property taxes and assessments levied or extended in the future on the Property for 2003 and prior years; such taxes and assessments for 2004 and any year thereafter, shall be prorated between the parties as of the Closing Date. 13. Real Property Transfer Tax. Any real property or other transfer tax imposed by the State of Arkansas in connection with the transactions contemplated hereby shall be paid by the party required to pay such tax or taxes by the laws of the State of Arkansas, or otherwise pursuant to local custom. R1 14. Broker's Commission. Each of the parties hereto represents and warrants to the other that there are no real estate broker's commissions due or payable on account of this Agreement or as a result of the sale of the Property to Donee pursuant hereto. Each party agrees to defend, indemnify and hold the other hereunder harmless from and against any claim for any such commissions, fees or other form of compensation by any such third party claiming through the indemnifying party, including, without limitation, any and all claims, causes of action, damages, cost and expenses (including reasonable attorney's fees and court costs), associated therewith. 15. Termination. (a) This Agreement may be terminated at any time prior to the Closing: (i) by mutual consent of Donor and Donee; or (ii) by Donee pursuant to Section 7 hereof; or (iii) due to a material default by either party of the Agreement which goes uncured for ten (10) days after notice. (b) In the event of termination of this Agreement by Donor or Donee as provided above, this Agreement will forthwith become void. 16. Deed Restrictions. With respect to Deed Restrictions to be placed on the Property, Donor and Donee hereby agree to the following: (a) Donee covenants that the Property shall not be used for or in support of the following: (i) the manufacturing of food products. (b) All such covenants, conditions, and restrictions shall remain in effect for a period of Twenty (20) years. The aforesaid covenants, conditions, and restrictions shall run with and bind the Property, and shall bind Donee, or its successors or assigns, and shall inure to the benefit of and be enforceable by Donor, or an affiliated company, or its successors and assigns, by any appropriate proceedings at law or in equity to prevent such violations of such covenants, conditions, and restrictions and/or to recover damages for such violations. 17. Miscellaneous. (a) Governing Law. This Agreement shall be governed by, and construed under, the laws of the State of Arkansas, all rights and remedies being governed by said laws. (b) Assignment. This Agreement shall apply to, and shall be binding in all respects upon, and shall inure to the benefit of, the respective successors, assigns and legal representatives F 1':1 1 \ 1 Y: `� 1' 1 .. . of the parties hereto; provided, however, that this Agreement may not be assigned, in whole or in part, by any party without first obtaining the written consent of the other party. (c) Waiver. No waiver of any term, provision or condition of this Agreement in any one or more instances, shall be deemed to be or be construed as a further or continuing waiver of any such term, provision or condition or as a waiver of any other term, provision or condition of this Agreement. The rights or remedies set forth herein are in addition to any rights or remedies which may be granted by law or equity. (d) I Entire Agreement and Modification. This Agreement is intended by the parties hereto as a final expression of their agreement with respect to the subject matter hereof and is intended as a complete and exclusive statement of the terms and conditions of this Agreement. This Agreement may not be modified, rescinded or terminated orally, and no modification, rescission, termination or attempted waiver of any of the terms, provisions or conditions hereof (including this subsection) shall be valid unless in writing and signed by the party against whom the same is sought to be enforced. (e) Section Headings. The headings of sections contained in this Agreement are provided for convenience only. They form no part of this Agreement and shall not affect its construction or interpretation. All references to sections or subsections refer to the corresponding sections and subsections of this Agreement. All words- used herein- shall be construed to be of such gender or number as the circumstances require. This "Agreement" shall mean this Agreement as a whole and as the same may, from time to time hereafter, be amended, supplemented or modified. The words "herein," "hereby," "hereof," "hereinabove" and "hereinbelow," and words of similar import, refer to this `Agreement as a whole and not to any particular section, subsection, paragraph, clause . or other subdivision hereof; unless otherwise specifically noted. (f) Time of Essence. With respect to all time periods and duties set forth in this Agreement, time is of the essence. (Remainder of page left intentionally. blank) Donation of Real Estate —Fayetteville, AR 8 0 Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original copy of this Agreement and all of which, when taken together, shall be deemed to be but one and the same Agreement. IN WITNESS WHEREOF, Donor and Donee have caused this Agreement to be duly executed as of the date first above written. WITNESS: Sondra Smith, City Clerk ATTEST: Title: DONEE: CITY OF FAYETTEVILLE, ARKANSAS, a Municipal Corporation Dan Coody, Mayor DONOR: TYSON FOODS, INC., a Delaware corporation 9 By: Title: c • 0 EXHIBIT "A" PROPERTY DESCRIPTIONS ***NOTE: (An updated legal description will be inserted here upon completion of the Survey as specified in section 9 of this Agreement)* * * It is the intent of this Agreement to convey title only Donor's land surrounding the building commonly known as the old Mexican Original Processing Plant located at the southeast corner of Highway 16 and Happy Hollow Road Fayetteville, AR. Parcel No. 765-15227-000 (Deed Book 1093 at Page 857) Part of the Northeast Quarter (NE'/.) of the Northwest Quarter (NW%) of Section 23. Township 16 North of Range 30 West of Fifth (5`") Principal Meridian, Washington County, Arkansas, more particularly described as follows, to -wit: Beginning at a point on the east right.of way of Highway 16 by-pass which is 10.00 feet East and N 00° 25' 00" E 200,00 feet from the SW corner of said NE'/. of NW'A of Section 23. T -16-N, R -30-W; thence along said right of way N 00° 25' 00" E 40.00 feet, thence leaving said right of way East 90:00 feet, thence N 00" 25' 00' E 160.00 feet, thence West 90.00 feet to the East right of way of Highway 16 by-pass, thence along said right of way N 000 25' 00" E 538.00 feet, thence N 69° 30' 00" E 114.00 feet to the intersection of the southerly right of way of Highway 16, thence along said right of way S 67° 54' 59" E 87.83 feet. thence S 700 00' 00" E 233.00 feet, thence S 75° 31' 47" E 244.56 feet to the intersection of the West right of way of Ray Avenue. thence along said right of way S 01 ` 42' 54" W 294.69 feet, thence S 01° 00' 10" E 330.27 feet, thence leaving said right of way West 150.00 feet, thence South 179.30 feet to an existing fence line, thence along said fence line West 257.70 feet, thence leaving said fence line N 00,25' 00° E 200.00 feet, thence West 240.00 feet to the Point of Beginning, Containing 11.16 acres, more or less, subject to right of way and easements of record. (Also known as 1851 E. Huntsville Road, Fayetteville, Arkansas, and includes land, all buildings, and accoutrements.) NOTE: The above description does nst include Parcels Numbered 765-15204-000 and 765-15205-000, together amounting to 0.331 acres, which are intended to be part of this transaction. Less and except: the building and land beneath the building commonly known as the old Mexican Original Processing Plant located at the southeast corner of Highway 16 and Happy Hollow Road Fayetteville, AR. Donation of Real Estate —Fayetteville, AR 10 RESOLUTION NO. 111-.04 A RESOLUTION AUTHORIZING CITY STAFF TO DEVELOP AND PRESENT TO TYSON FOODS, INC. AN OFFER AND ACCEPTANCE CONTRACT FOR THE PURCHASE OF PROPERTY LOCATED AT 1851 EAST HUNTSVILLE ROAD IN AN AMOUNT NOT TO EXCEED $1,100,000.00, CONDITIONED UPON FURTHER CITY COUNCIL APPROVAL; AND APPROVING A BUDGET ADJUSTMENT IN THE AMOUNT OF $1,000,000.00 FOR THE PROPERTY PURCHASE AND $551,000.00 TRANSFER FROM GENERAL FUND TO SALES TAX CAPITAL IMPROVEMENT FUND. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1. That the City Council of the City of Fayetteville, Arkansas• hereby authorizes City Staff to develop and present to Tyson Foods, Inc. an Offer and Acceptance contract. for the purchase of property located at 1851 East Huntsville Road in an amount not to exceed $1,100,000.00, made contingent upon an investigation of the acceptability of the roof and the absence of any toxic materials or buried fuel tanks on said property, and conditioned upon further City Council approval. Section 2. That the City Council of the City of Fayetteville, Arkansas hereby approves a Budget Adjustment in the amount of $1,000,000.00 for the • property purchase and $551,000.00 transfer from General Fund to Sales Tax• Capital Improvement Fund. PASSED AND APPROVED this 20th day of July, 2004. II ATTEST. By: • S-\ •�)Tt Y o,c •. • ON FAYETTEVILLE ;v.q,QKANSP. fl 4"G los �N, u,u►IN` _ APPROVED: By: DAN COODY, May • STAFF REVIEW FORM • XX AGENDA REQUEST CONTRACT REVIEW GRANT REVIEW For the Fayetteville City Council Meeting of: October 5, 2004 FROM: Stephen Davis Name Finance & Internal Services Div. Division Finance & Internal Services Department ACTION REQUIRED: City Council approval of an Offer and Acceptance with Tyson Company in the amount of $1,100,000 and naming of a mutually agreed upon portion of the facility in recognition of Tyson Company for 1851 East Huntsville Road consisting of 11.16 ± and 126,000 square foot building and accoutrements (parcel numbers 765-15227-000, 765-15204-000 and 765-15205-000). COST TO CITY: # $1,089,000.00 Cost of this request $11,000 earnest money 4470-9470-5805-00 Account Number 04008-1 Project Number BUDGET REVIEW: et Manager 1,100,000.00 Joint Public Safety Command Center already paid. $ 15,000.00 Funds Used to Date $ 1,085,000.00 Remaining Balance XX Budgeted Item Date CONTRACT/GRANT/LEASE REVIEW: GGLcSI�Q Accounting Manager D 3O City At orney Date STAFF RECOMMENDATION: Approval of resolution. Division Head Department Director Financ & Internal Services Dir. ie Mavor strative Officer Date Program Category / Project Name Program / Project Category Name Sales Tax Capital Imp. Fund Fund Name Budget Adjustment Attached Internal Auuitor U.ems Purchasing Manager Cross Reference New Item: Yes No Date Previous Ord/Res#: 111-04 Date �v �v Dat Date Orig. Contract Date Orig. Contract Number J:\Facilities\Justic&er\Staff_Review Justice Center_Public Safety Complex Purchase 91/3/0 CI Date I31� Date �y �1 n C7'�JL, L REPORT ON FACILITYAT 1851 EAST HUNTSVILLE ROAD CITY OF FAYETTEVILLE Finance and Internal Services Department June 17, 2004 a/o/iJ f° ,(//o /d41 Si /a/s/o "{ ec ny • The City of Fayetteville has the opportunity to consider the purchase of over 126,000 square feet of existing space on 11.8 acres of land on Huntsville Road. This report will discuss several salient issues regarding this consideration. The report examines possible uses for the space, a comparison of the cost of retrofitting existing space for use of an additional fire station (verses building a new structure), a comprehensive review of the costs associated with renovation and maintaining this facility, and potential phasing options regarding the space. CITY USE OF THE FACILITY Perhaps the most compelling case for the potential use of the space concerns the construction of a Justice Center. This need has been identified by City Staff, and there seems to be a consensus of agreement for the concept of the consolidation of the Public Safety Divisions. The needs of the Police Department and the Dispatch Operation have been projected into the year 2020 as approximately 48,000 square feet of space. In addition, the Police Department has identified a need for a training area and a storage facility for evidence. Training areas for Police and Fire Fighters may be consolidated. The requirement for training space would then be 10,000 square feet, and evidence storage would be another 10,000 square feet. The Fire Department Administration and the Fire Marshals will need about 4,500 square feet. The District Court's need for space has been projected to be about 5,000 square feet (for the year 2020). The City Prosecutor will require around 2,500. To these needs should be added common spaces that would be required in a Justice Center to facilitate the communication activities of the public service divisions of the City Government. It is projected that a Justice Center could require 80,000 square feet of floor space (or more) to adequately address the needs of such an operation. Other Possibilities are considered that are adjunct to the public safety divisions, such as an indoor firing range.. Fire Station Construction Needs The City's Fire Department has identified the pressing need for the construction of a fire station in the immediate area of the considered site. this site is the City, a new fire station could well be constructed there. In addition to an chased by advantageous site for a fire station, a savings could well be realized, were the facility to be located in the Tyson Complex. Stand-alone versus renovated space comparison can commence with an examination of the costs associated with Fire Station Seven, currently being constructed on the west side of Fayetteville. One significant cost is the land purchase. Fire Station Seven is being built on a two acre site. Comparable land on Huntsville Road recently 1 0 • sold for $115,000 per acre. If space in the existing complex, can be utilized for this project (the replacement of Fire Station Three), a savings of $230,000 can be realized immediately. Fire Station Seven Project was bid in the early part of 2004. The cost of the construction contract with VHF Construction Company is $1,300,900 for the 7,730 square foot building. The square foot cost of the construction contact is $168 per foot. Several more items must be added to the cost of the contract and the land cost if the true picture of the expenditure is to be placed in context. These costs include equipment costs, contingency fund, design fees, and "other costs" ($15,000 for communications systems and $10,000 for telephone and data). The furnishings can be expected to cost about $25,000. The fire fighting equipment can cost $1,320,000. Annual operating costs for a fire station are about $650,000 per year. With all of these issues considered, total costs (including land acquisitions, professional fees, construction costs and the cost of bringing data fiber to the facility, equipment purchase, and first year operating costs) are approximately $4,000,000. The prospect of using space in an existing facility could save about $70 per square foot ($541,100) plus the cost of land ($230,000) for an initial cost avoidance of about $771,000, or 19.2 percent. The costs of renovation and upkeep of the Tyson Complex The cost of the renovation of the Tyson Complex would involve several cost centers. Initially there would be costs associated with the demolition of several of the structures which are adjacent to the main building. These include an assortment of steel tanks, silo type structures and the like. This initial cost is estimated in the neighborhood of $75,000. Work would be needed for the hardscape of the complex, including items such as curb and gutter and other improvements for the parking spaces. This is estimated to be about $85,000. The exterior of the building would be in need of a rework on the exterior walls into an attractive facade, probably on the north and west faces. This cost is estimated to be about $90,000. On the interior of the building would be the District Court's operation of 5,000 square feet. The cost of this space would be relatively expensive, considering the security, technology and finishes needed for an adequate courtroom. This space could probably be accomplished for $140 per square foot considering the shell space would be existing. The cost would then be $700,000. square feet to be occupied should cost about $7iinitial 5 per f ot(or $5,850,000). That would leave 46,000 square feet of unoccupied space in the complex for future use. This remaining space could be renovated at $75 per foot (in 2004 dollars): $3,450,000. Several other costs would be borne by such a renovation effort. A design fee would be negotiated with an architectural firm. In this type project, the contingency fee would need to approach ten percent of construction costs. Other costs would be incurred 2 such as advertising and reimbursable expenses ($25,000 to $50,000), and moving costs (up to $100,000). These costs would then total about $12,600,000. Several costs would be incurred each year for the upkeep of the renovated facility. The utilities are estimated at about $175,000 (2004 dollars) annually. The janitorial staff for the upkeep of the facility could be accomplished initially (assuming 80,000 square feet of occupied space) with two full-time employees. Salary and fringe costs would be around $32,000. Equipment and supplies cost would be $14,850. One maintenance worker would be needed (salary and fringe = $45,000, tools and materials = $15,600). An additional cost would be the building's insurance, which would be $15,100. The total upkeep cost each year would run about $300,000 in 2004 dollars (refer to the Table). Table Annual on -going operations (in 2004 dollars) Assuming a build -out of 80,000 square feet Fire fighters $650,000 Maintenance Worker $45,000 Janitorial 32,000 Utilities 175,000 Supplies and Materials 30,450 Insurance 15,100 Miscellaneous . 2,450 $300,000 3 S • Phasing The construction, move -in, and annual costs could all be managed by a phasing plan. One likely scenario would be for Fire Station Three to be constructed initially, training and evidence facilities second, then the Prosecutor and Police areas. Finally, the District Court would be moved. This being the case, the full impact of costs of renovation and up -keep would not be sustained at once, but would rather be realized, more slowly, perhaps over a period of four to five years. From the date of purchase, the design and construction of Fire Station Three would take about ten months. Design work for the remaining phases could be ongoing. If that be the case, the training and evidence facilities could well be completed in another nine months. The Prosecutor and Police Facilities would take longer to complete, about one year. The court would also take approximately one year. If different Contractors were used to complete these areas, it would not be advisable to have more that one company on site at any given time. Perhaps one Contractor could do the entire package, or at least more than one segment. This would be a design issue. The goal of utilizing the 80,000 square feet could be reached over a multi -year period. When the useful purposes for the remaining floor space were identified, this construction could take an additional year to finish. The phasing of the costs would then be: Year One (2005) Building Purchase $1,500,000 Demolition 75,000 Hardscape improvements 85,000 Exterior Renovation 90,000 Common Facilities 1,690,000 Fire Station Three 842,000 Architectural Fee 253,000 Contingency 421,450 Total $4,956,450 El Year Two (2006) Fire Administration and Fire Marshals Fire and Police Training Police Evidence Architect Fees Contingency $338,000 750,000 750,000 259,000 183,800 Total $2,280,800 Year Three (2007) Police and Central, Dispatch $3,600,000 Architectural fee 360,000 Contingency 360,000 Total $ 4,320,000 Year Four (2008) District Court 700,000 City Prosecutor 187,500 Architectural fee 88,000 Contingency 88,750 Total $1,064,250 Grand total (over four years): $12,621,500 5 w Alternatives to the Tyson Complex Alternatives to locating the Justice Center and Fire Station Three at 1851 Huntsville Road include establishing a building site for the Justice Center in close proximity to the City Administration Building and fmding an additional site for the Fire Station in the southeast area of the city. In the case of the Justice Center, demolition of existing buildings to make way for the project would be one alternative. When the county completes its new jail project, it is within the realm of possibility that municipal jail needs will be shifted to that facility. Because the City's Police Department Building would not be very adaptable for another use, it might indeed be a likely candidate to be razed and the resulting site reused for another (multi -storied) facility. Costs associated with a project of this nature can be projected. Razing the existing structure and building a three-story building of 80,000 square feet could cost in excess of $11,000,000 (2004 dollars). A complication of this approach is the fact that the Police, Prosecutor, and District Court operations would have to be relocated during demolition and construction, a period of 18 months to two years. "Swing space" would have to be identified and adapted into space suitable for these specialized uses. The idea of leasing such swing space would be an expensive proposition; in the neighborhood of $640,000 per year. Other sites have been recommended for consideration for the location of a Justice Center. These locations include a site on the University's Experimental Farm on Hwy 112 adjacent to I 540. Another possible site is the present home of the City's Water and Sewer Operations Facility on Cato Springs Road. The Water and Sewer Division will relocate early in 2005 when its new Operations Center is completed in the Industrial Park. C • r City of Fayetteville, Arkansas Construction and Operating Cost Comparison Fire Station Three & Five and Public Safety Complex Summary 06/24/04 Capital Investment - Mexican Original Location Impact 2004-2008 Capital Improvement Program Predicted Cost Impact Using the Mexican Original Site 2 Cost Increase or (Avoidance) Joint Public Safety Complex $ 16,000,000 $ 10,443,000 $ (5,557,000) Fire Station Three with Equipment $ 1,870,000 $ 2,162,000 $ 292,000 Fire Station Five $ 1,400,000 $ 1,850,000 $ 450,000 Total Predicted Cost and/or Additional Cost or (Cost Avoidance) Other Cost Avoidance Potential: Huntsville @ Happy Hollow Intersection Improvement Right -of -Way Purchase Total Cost (Avoidance) over 2004 Predicted Cost Operating Cost Increase - Fire Station Three, Fire Station Five and Public Safety Complex - Phase- Year In Proposal - Mexican Original Impact Firefighters and Operating Expenses Insurance Utilities Janitorial Maintenance Worker Supplies and Materials Total Predicted Impact for 2006 Firefighters and Operating Expenses Insurance Utilities Janitorial Maintenance Worker Supplies and Materials Total Predicted Impact for 2007 Firefighters and Operating Expenses Insurance Utilities Janitorial Maintenance Worker Supplies and Materials Total Predicted Impact for 2008 Firefighters and Operating Expenses Insurance Utilities Janitorial Maintenance Worker Supplies and Materials a Total Predicted Impact for 2009 $ 19,270,000 $ 14,455,000 $ (4,815,000) 2006 $ 2006 2006 2006 2006 2006 included in above $ (4,815,000) Fire Station Fire Station Five Public Safety Three Complex $83,000 $ $ 683,000 $ 2007 $ 717,000 $ 2007 2007 2007 2007 2007 9w, 15,100 50,000 16,000 45,000. 30,450 Predicted Change $ 683,000 15,100 50,000 16,000 45,000 30,450 0 $ 156,550 $ 839,550 [1W W 15,100 75,000 17,000 47,000 30,450 717,000 15,100 75,000 17,000 47,000 30,450 $ 717,000 $ 0 $ 184,550 $ 901,550 ' 2008 $ 753,000 $ 0 $ $ 753,000. 2008 15,100 15,100 2008 150,000 150,000 2008 18,000 18,000 2008 49,000 49,000 2008 15,500 15,500 $ 753,000 $ 0 $ 247,600 $ 1,000,600 2009 $ 791,000 $ 0 $ $ 791,000 2009 15,100 15,100 2009 175,000 175,000 2009 19,000 19,000 2009 51,000 51,000 2009 15,500 15,500 $ 791,000 $ 0 $ 275,600 $ 1,066,600 Summary Page 1 J:\Facilities\Justice Center\Site Cost Comparison rr City of Fayetteville, Arkansas Construction and Operating Cost Comparison Fire Station Three & Five and Public Safety Complex Public Safety Complex Alternative Locations Summary Predicted Green Field Development Capital Investment - Alternative Location(s) Impact Joint Public Safety Complex Fire Station Three with Equipment Fire Station Five Total Predicted Cost and/or Additional Cost or (Cost Avoidance) Other Cost Increase Potential: Huntsville @ Happy Hollow Intersection Improvement Right -of -Way Purchase Total Cost Increase(Avoidance) over 2004 Predicted Cost 2004-2008 Average Cost Capital Impact for All Cost Increase or Improvement Locations Except (Avoidance) Program Mexican Original Site $ 16,000,000 $ 17,136,000 $ 1,136,000 $ 1,870,000 $ 3,170,000 $ 1,300,000 $ 1,400,000 $ 1,850,000 $ 450,000 $ 19,270,000 $ 22,156,000 $ 2,886,000 Operating Cost Increase - Fire Station Three, Fire Fire Station Station Five and Public Safety Complex - Phase- Year Three In Proposal - Alternative Location Impact Firefighters and Operating Expenses Insurance Utilities Janitorial Maintenance Worker Supplies and Materials Total Predicted Impact for 2006 Firefighters and Operating Expenses Insurance Utilities Janitorial Maintenance Worker Supplies and Materials Total Predicted Impact for 2007 Firefighters and Operating Expenses Insurance Utilities Janitorial Maintenance Worker Supplies and Materials Total Predicted Impact for 2008 Firefighters and Operating Expenses Insurance Utilities Janitorial Maintenance Worker Supplies and Materials Total Predicted Impact for 2009 2006 $ £83,000 $ 2006 2006 2006 2006 2006 Fire Station Five 100,000 $ 2,986,000 Public Safety Predicted Complex Change 15,100 75,000 16,000 45,000 30,450 $ 683,000 15,100 75,000 16,000 45,000 30,450 $ 683,000 $ 0 $ 181,550 $ 864,550 2007 $ 717,000 $ 0 $ $ 717,000' 2007 15,100 15,100 2007 150,000 150,000 2007 17,000 17,000 2007 47,000 47,000 2007 30,450 30,450 $ 717,000 $ 0 $ 259,550 $ 976,550 2008 $ 753,000 $ 0 $ $ 753,000 2008 15,100 15,100 2008 175,000 175,000 2008 18,000 18,000 2008 49,000 49,000 2008 15,500 15,500 $ 753,000 $ 0 $ 272,600 $ 1,025,600 2009 $ 791,000 $ 0 $ $ 791,000 2009 15,100 15,100 2009 175,000 175,000 2009 19,000 19,000 2009 51,000 51,000 ?.M009 15,500 15,500 $ 791,000 $ 0 $ 275,600 $ 1,066,600 Summary -Alternative Locations 2 J:\Facilities\Justice Center\Site Cost Comparison • • City of Fayetteville, Arkansas Construction and Operating Cost Comparison Fire Station Three & Five and Public Safety Complex Public Safety Complex Alternative Locations Location Joint Public Safety Complex Fire Station Three with Equipment Fire Station Five Total Predicted Increased Cost (Cost Avoidance) Other Cost Avoidance Potential: Huntsville @ Happy Hollow Intersection Improvement Right -of -Way Purchase Total Cost (Avoidance) over 2004 Predicted Cost M Mexican Original Location Cost Increase (Avoidance) Impact (5,557,000) 292,000 Alternative Location Cost Increase (Avoidance) Impact 1,136,000 1,300,000 450,000 450,000 Difference Between Mexican - Original and Alternative Locations - Increased or (Avoided) Cost (6,693,000) (1,008,000) 0 (4,815,000) 2,886,000 (7,701,000) included in above 100,000 (100,000) (4,815,000) 2,986,000 (7,801,000) Capital Cost Avoidance Summary 3 J:\Facilities\Justice Center\Site Cost Comparison a a A B C ID F F G H I 1 City of Fayetteville, Arkansas 2 Construction and Operating Cost Comparison _ 3 Public Safety Complex 5 06/21/04 6 Work -in -Progress - Subject to Change 7 8 Proposed Location (s) -_Public Safety Complex Street Springs HWY 112 @ i-540 Mexican Original 9 —`Rock —Cato 10 Building 11 Demolition of Existing Facilites $ 500,000 $ 0 $ 0 $ 75,000 12 Costruction/Renovation of New/Additional Facilites - Public Safety Complex 13,440,000 13,440,000 13,440,000 6,325,000 13 Exterior Treatment - Mexican Original 0 0 0 175,000 14 Architectural Fees 1,115,000 1,115,000 1,115,000 650,000 15 Contingency 1,115,000 1,075,000 1,075,000 764,000 16 Temporary Operating Space 650,000 0 0 •0 17 I 18 Building Cost (Predicted based on 2004 Values) 16,820,000 I 15,630,000 15,630,000 7,989,000 19 20 Land Purchase 21 Public Safety Complex 0 0 - PP19P&L. 1,500,000 22 23 Land Cost (Predicted based on 2004'Values 0 0 500.000 1,500,000 24 25 Other Capital Expenses 26 Fiber Optic Connection To City Admin Building (Predicted based on 2004 Values) 0 207,000 248,000 217,000 27 Fiber Optic Connection To County Jail (Predicted based on 2004 Values) 199,000 74,000 199,000 137,000 28 Furnishings & Equipment (Budget Amount only) 500,000 500,000 500,000 500,000 29 Moving Cost and Other Costs 200,000 100,000 100,000 100,000 30 - .�-- 31 Total Other Capital Expenses 899,000 881,000 1,047,000 954,000 32 33 Predicted Cost Based on 2004 Values $ 17,719,000 $ 16,511,000 $ 17,177,000 $ 10,443,000 34 35 Mexican Original Cost Avoidance over Average cost of Other Locations $ 6,693,000 36 37 Fire Station Three 38 Construction/Renovation (2004 Cost) 1,620,000 1,620,000 1,620,000 842,000 39 Fire Apparatus 1,320,000 1,320,000 1,320,000 1,320,000 40 Land 230,000 230,000 230,000 0 41 42 Total $ 3,170,000 $ 3,170,000 $ 3,170,000 $ 2;162,000 43 44 Mexican Original Cost Avoidance over Average cost of Other Locations $ (1,008,000) __ -- -- 45 - 46 Fire Station Five (Relocation 47 Construction/Renovation 2004 Cost 1,620,000 1,620,000 1,620,000 1,620,000 48 49 Land 230,000 -230,000 230,000 230,000 50 Total $ 1,850,000 $ 1,850,000 $ 1,850,000 $ 1,850,000 51 52 Mexican Original Cost Avoidance over Average cost of Other Locations $ 0 53 54 Total Cost Avoidance over Average Cost of Other Locations Utilizing Mexican Original $ (7,701,000 55 -- - -- 56 57 Predicted cost Included in the 2004-2008 Ca ital Im rovement Pro ram 58 Funded Unfunded Total 59 Joint Public Safet Com lex $ 212,000 $ 15,788,000 $ 16,000,000 60 Fire Station Three Ei ht 0 1,500,000 1,500,000 61 Fire Station Three Ei ht - Fire A aratus 0 370,000 370,000 62 Fire Station Five 0. 1,400,000 1,400,000 64 Total $ 212,000 $ 19,058,000 $ 19,270,000 65 66 Cost Re -ca b Facilit / O tional Locations Rock Street Cato Springs HWY 112 @ I-540 Mexican Original 68 Joint Public Safety Complex $ 17,719,000 $ 16,511,000 $ 17,177,000 $ 10,443,000 69 Fire Station Three includin a ui ment 3,170,000 3,170,000 3,170,000 2,162,000 70 Fire Station Five 1,850,000 1,850,000 1,850,000 1,850,000 71 J •72 Total Potential Investment in Public Safety $ 22,739,000 - $ 21,531,000 $ 22,197,000 $ 14,455,000 73 Detail Cost Elements J:\Facilities\Justice Center\Site Cost Comparison . . • City of Fayetteville, Arkansas Construction and Operating Cost Comparison New Cost/ Sq Calculation Bases Remodel Cost/Sq Ft ft Court space 5,000 sf 140 700,000 168.00 Prosecutor Space 2,500 sf 75. 187,500 Police/Central Disp 48,000 sf 75 3,600,000 Fire Admin 4,500 . sf 75 337,500 Fire & Police Traini 10,000 sf 75 750,000 Police Evidence 10,000 sf 75 750,000 Total 80,000 sf 6,325,000 Hardscape Improvements 85,000 Exterior Renovations 90,000 175,000 Fire Station Three 7,730 sf 98 Mexican Original Fire Station Three 7,730 sf 170 New Fire Station Five 7,730 sf 170 New,. Fiber optic cost/LF $15 To City Administration Cato 13,802 LF HWY 112@I540 16,522 LF Mexican Original 14,485 LF • From County Jail to Police/Court Rock 13,293 LF Cato 4,937 LF , HWY 112@I540 13,293 LF Mexican Original 9,125 LF Calculation Basis 5 J:\Facilities\Justice Center\Site Cost Comparison 2pprdoft CITY OF FAYETTEVILLE TYSON- MEXICAN ORIGINAL 1851 EAST HUNTSVILLE ROAD FAYETTEVILLE, ARKANSAS BY THE REAL ESTATE CONSULTANTS 118 N. East Avenue Fayetteville, AR 72701 Copyright 2004 by 'fie Real Estate Consultants m i/nd o -r, THE REAL ESTATE CONSULTANTS • REALTORS • APPRAISERS • CONSULTANTS September 22, 2004 Mr. Ed Connell Engineering/Drafting City of Fayetteville 125 W. Mountain Street Fayetteville, AR 72701 RE: Appraisal Services Dear Mr. Connell: • Tyson Mexican Original Plant 1851 East Huntsville Road - Fayetteville, AR 72701 In compliance with your request, and property, I hereby certify that I have pertinent to the estimation of its' value. I further certify that I have no interest, and that the fee was not contingent uI appraised value. . • 118 N. East Ave. P.O. Box 726 Fayetteville, AR 72702 Phone (479) 442-0762 for the purpose of estimating the Market Value of the captioned personally inspected the property and made a survey of matters either present or contemplated, in the property under appraisement, Ion the value estimate reported nor based upon a percentage of the The following narrative appraisal report contains the data gathered in my investigation and shows the method of appraisal in detail. The report has been prepared in conformity with the Uniform Standards of Professional Appraisal Practice as promulgated by the Appraisal Foundation. This is considered a Complete Summary appraisal report. Based upon my inspection of the subject property and the investigation and analysis carried out in this report, it is my considered opinion that the Market Value of the property as of September 3, 2004, and subject to the assumptions and limiting conditions set forth within the body of this report, is as follows: TWO MILLION EIGHT HUNDRED THOUSAND DOLLARS ($2,800,000) Respectfully Submitted, r STATE •:� CEgTG® GENEM Mark E. Risk, GAA State Certified General Appraiser #CG 0202 • cr:: iF .50 :: iJ Appraiser #tk'1354 • • TABLE OF CONTENTS SUMMARY OF SALIENT FACTS Sc CONCLUSIONS...............................................1 SUBJECTPICTURES......................................................................................................2 PROPERTY IDENTIFICATION.....................................................................................13 STATEMENT OF OWNERSHIP....................................................................................13 PURPOSE OF THE APPRAISAL...........................................................................13 DATE OF APPRAISAL....................................................................................................13 PROPERTY RIGHTS APPRAISED...............................................................................13 HISTORY...........................................................................................................................14 LEGAL DESCRIPTION...................................................................................................14 DEFINITION OF MARKET VALUE.............................................................................15 ASSUMPTIONS AND LIMITING CONDITIONS........................................................16 THE APPRAISAL PROCESS..........................................................................................21 SCOPE OF THE APPRAISAL.........................................................................................22 AREA ANALYSIS.............................................................................................................23 NEIGHBORHOOD DATA........................................................................................... 27 SITEDATA........................................................................................................................28 AERIAL VIEW OF SITE ..................................... ZONINGMAP ....................................................... SITE BOUNDARIES ............................................. FLOOD ZONE MAP ........................... I.,................ IMPROVEMENTS DATA ..................................... .......................................................... 29 ..................................................... 30 ..................................................... 31 ........ •S 5• 5 SSS • • S • ................................... 32 .......................................................... 3 3 BUILDING SKETCH- PLANT.................................................................................................35 BUILDING SKETCH- DETACHED STRUCTURES...............................................................36 TAX AND ASSESSMENT DATA....................................................................................37 COMPLIANCE WITH THE AMERICANS WITH DISABILITIES ACT..................38 ENVIRONMENTAL ANALYSIS................................................................................38 MARKETTRENDS..........................................................................................................39 HIGHEST AND BEST USE ANALYSIS.........................................................................40 DETERMINATION OF MARKET VALUE..................................................................41 • THECOST APPROACH.................................................................................:................42 COMPARBLE LAND SALES MAP.........................................................................................43 COMPARABLE LAND SALES...............................................................................................44 ANALYSIS OF LAND SALES & CONCLUSION OF SUBJECT'S LAND VALUE...............47 ESTIMATED CONSTRUCTION COST OF THE SUBJECT IMPROVEMENTS ...................48 THE MARKET DA A APPROACH...............................................................................49 COMPARABLE IMPROVED SALES...................................................................................... 50 ANALYSIS OF IMPROVED SALES & ESTIMATION OF VALUE.......................................55 COMPARABLE ADJUSTMENT GRID-#I-3..........................................................................56 COMPARABLES ADJUSTMENT GRID-#4-5........................................................................57 CORRELATION, ANALYSIS & CONCLUSION.........................................................58 CERTIFICATE OF APPRAISER.:..................................................................................59 ADDENDUM...................................................................................................................... 60 ZONING CLASSIFICATION...................................................................................................61 QUALIFICATIONS- MARK E. RISK ....................................... ....... .............. .............. ............62 QUALIFICATIONS- GREGORY E. YOUNG..........................................................................66 • • SUMMARY OF SALIENT FACTS & CONCLUSIONS Property Type: Industrial Plant Date of theAppraisab• Opinions set forth in this report are stated as of September 22, 2004. The subject property was inspected on September 3, 2004. The effective date of appraisal is date of inspection- September 3, 2004. Site Location: 1851 East Huntsville Road, Fayetteville AR Complex located at the SE corner of Huntsville/Happy Hollow intersection Tract Size.' 11.50± Acres Current Zoning: General Industrial (1-2) `Utilities: All Municipal Utilities Available Improvements: 124,000± SF Modified Class "C" & 'S' Industrial building complex. 5loodDatw Subject to flood survey- Subject appears to lay outside FEMA identified flood zone, per Map 05143C0092 C dated 07/21/99. 5CWhest andf Best Use: value Indications: As if Vacant- Commercial Thoroughfare (C-2) development As improved- Current use COST APPROACH MARKET DATA APPROACH INCOME APPROACH $2,860,000 $2,800,000 - Not Applicable FINAL ESTIMATE OF MARKET VALUE: $2,800,000 This appraisal report has been prepared for the exclusive benefit of The City of Fayetteville. It may not be used or relied upon by any other party. Any party who uses or relies upon any information in this report, without the preparer's written permission, does so at their own risk. This report is considered a Complete Summary appraisal report. 1 0 C SUBJECT PICTURES View of Plant facing Happy Hollow Road a. View of Plant facing Happy Hollow Road IC View of Plant facing Happy Hollow Road PICTURES View of Parking/Semi entrance area along Happy Hollow Street Scene of Happy Hollow Road Looking North View of Plant from Huntsville/Happy Hollow Intersection PICTURES I View of Plant facing Huntsville & Ray Avenue _L '��' #'(3t. :y... }mo�t /�• :'♦' �. Street Scene of'Huntsville Looking West from Ray Avenue Intersection View of Plant facing Ray Avenue Looking NW 5 PICI'URES View of Plant/Wastewater Screening area facing Ray Avenue Vicw of Plant/Wastewater Screening area facing Ray Avenue Street Scene of Ray Avenue Looking South T PICTURES Street Scene of Ray Avenue Looking North View of Plant from Site's Southern Boundary Reception Room in Plant's West -central Portion PICTURES F. Reception Room in Plant's West -central Portion Conference Room in Plant's West -central Portion Typical Office space in Plant's West -central Portion 8 PICTURES Management Employees Bath in Plant's West -central Portion Typical Lab space in Plant's West -central Portion Office space in Plant's Nonhem Portion PICTURES Motor Control Room in Plant's Northern Portion Dock area in Plant's Northern Portion Storage/Production space in Plant's North -central Portion 10 PICTURES Cafeteria in Plant's Southwestern Portion Production Employees Bath in Plant's Southwestern Portion Freezer Room in Plant's South-central Portion II PICTURES Specialized Warehouse Storage in Plant's South-central Portion mod - if p 4 cw Dock Area in Plant's South-central Portion 12 \ 'LSS. Q • a 7. Cg a Vl .. lam: •tyc .( ay PAi V •r -•'I-• `yi�•. •�xi-\J. fir•• lLf • c ` PICTURES View of Plant facing Huntsville & Ray Avenue . w i yw J..— i.♦ a .a.. - r/ijRJS ' •_ _ .i f. .'L. jSI �iy Y•rr Street Scene of Huntsville Looking West from Ray Avenue Intersection View of Plant facing Ray Avenue Looking NW PICTURES • .I . . t.) FrT 4.. __ t*b _ _ P View of Plant/Wastewater Screening area facing Ray Avenue View of Plan/Wastewater Screening area -facing Ray Avenue Street Scene of Ray Avenue Looking South 3 rl x;' .. .. _ yy[[ ^ )KV fir `... J. tLJ \, • _ \MA •off aim -\\\:S �\ vcccFTTI 1 7 ia - Li—�LIVI� J it \ LJ 47 v V \\. 51:: yy �. : ,; t t r' A.dll tL [ ; bL • I 4r` W I �� ---itil , 4*Jh `��..�' yt,J� 4T I // • A J ; c • '- t2: V V� - :b a i. _ fC :T•.• :T• V PICTURES ,.:..a], a I 4.X4.S�t ,.. ' • 1 p 0...I ,s.. -.y,. p V •. v a V ij R r. , �i•I It ''11-p Y• . .L^'•__il_ \ Y !•''• \. .� S fir. Specialized Warehouse Storage in Plant's South-central Portion • 1t� V . p-• t •�yr Yt� ' O •�)�1 L• -' .1: : : : a' e Dock Area in Plant's South-central Portion 12 PROPERTY IDENTIFICATION The property under appraisement is a large industrial complex currently known as the Tyson- Mexican Original East plant. It has address of 1851 East Huntsville Avenue and is located on the SE corner of the Huntsville/Happy Hollow Road intersection southeastern portion of the city of Fayetteville, Washington County, Arkansas. STATEMENT OF OWNERSHIP As of the effective date of this appraisal, the owner of record of the subject property is: Tyson Foods, Inc. PURPOSE OF THE APPRAISAL This appraisal is made for the purpose of estimating the Market Value of the subject property as of the date contained herein, and under the contingent and limiting conditions set forth in this report. The intended use of the appraisal is for purchase evaluation purposes of/he client. DATE OF APPRAISAL The effective date of this appraisal is the date of subject inspection- September 3, 2004. PROPERTY RIGHTS APPRAISED The property is appraised as though owned in fee simple and unencumbered. A fee simple title is the fullest type of private ownership possible, subject to all public limitations including zoning, taxation, and eminent domain; and also subject to private limitations, which may exist, such as casements and restrictions of record. 13 C HISTORY According to Washington County Assessor's records, the current owner has held the subject for at least two decades, with additions/renovations initiated over the years. To the appraiser's knowledge, there have been no arm's length transactions affecting the subject property within the past three years. LEGAL DESCRIPTION PART OF THE NE 1/4 OF THE NW1/4 OF SECTION 23, T16N, R30W OF THE 5TH PRINCIPAL MERIDIAN, WASHINGTON COUNTY, ARKANSAS, MORE PAR1ICULARLY DESCRIBED AS FOLLOWS, TO WIT: BEGINNING AT A POINT ON THE EAST.. RIGHT OF WAY OF HIGHWAY 16 WHICH.IS 10.00 FEET EAST AND N. 00'2500" E 200.00 FEET FROM THE SW CORNER OF SAID NE 1/4 NW 1/4'OF,SECTION:23,.. T16N R30W; THENCE ALONG SAID RIGHT OF WAY N 0025'00" E 738.00 FEET, THENCE N 69'30'00"E 114.00 FEET TO 1HE SOUTH RIGHT,.OF.WAY,OF,HIGHWAY 16, THENCE ALONG SAID RIGHT OF, WAYS 67'54'59" E 87.83FEET, THENCE S 70'00'OO E 233.00 FEET, 1HENCE S /531'4l'TE 244.56 FEET TO THEINTERSECTION OF THE WEST RIGHT OF WAY OF.RAYAVENUE;,THENCE ALONG SAID RIGHT;OF WAY S 0142'54"W 294.69 FEET, THENCE S 01'00'10; E330.27 FEET, THENCE. LEAVING: SAID RIGHT OF WAY WEST 150.00 FEET,. THFNCE`SOUIH. 179.30 FEET, THENCE WEST 257.70 FEET, THENCE N 0025'00".E ?PP :FEET;,THENCEWEST 240.00 FEET, TO: THE POINT OF BEGINNING CONTAINING 11.16,ACRES:MORE OR LESS, SUBJECT, TO. RIGHT OF.WAY.AND, EASEMENTS OF RECORD. 14 DEFINITION OF MARKET VALUE The Federal National Mortgage Association (Fannie Mac) defines market value as follows: "The most probable price that a property should bring in a competitive and open market under all conditions requisite to a fair .sale, the buyer and seller, each acting prudently, knowledgeably and assuming the price is not affected by undue .stimulus. Implicit in this definition is the consummation of a sale as of a .specified date and the passing of title from seller to buyer under conditions whereby. Bttver and .seller are typically motivated. Both parties are well infc)rmed or well advised, and each acting in what he considers his own best interest. 3. A reasonable time is allowed for exposure in the open market. 4. Payment is made in terms ofcash in U.S. dollars or in terms offinancial arrangements comparable thereto. 5. The price represents the normal consideration for the property sold unaffected by .special or creative financing or sales concessions granted by anyone associated with the sale. It should be noted that market value and market price (what price a property actually sells for) are often not the same. The appraiser's estimate of market value is his prediction of the most likely selling price under the stated conditions of the report. Actual market prices are often influenced by unknown or hidden factors; thus, an appraisal does not guarantee that a sale will occur at market value. 15 I I ASSUMPTIONS AND LIMITING CONDITIONS ACCEPTANCE OF AND/OR USE OF THIS APPRAISAL REPORT BY TIIE CLIENT OR ANY THIRD PARTY CONSTITUTES ACCEPTANCE OF THE FOLLOWING ASSUMPTIONS AND LIMITING CONDITIONS: Limit of Gatilsty : The liability of TREC, Inc.. dba The Real Estate Consultants, Mark E. Risk GAA, and associates and employees is limited to the client only and to the fee actually received. Further, there is no accountability, obligation, or liability to any third party. If this report is placed in the hands of anyone other than the client, the client shall make such party aware of all limiting conditions and assumptions of the assignments. The appraiser is in no way to be responsible for any costs incurred to discover or correct any deficiencies of any type present in the property - physically, financially, and/or legally. In the case of limited partnerships, client agrees that if any lawsuit brought by a lender, partner, part owner, tenant, or other party, results in any award or settlements of any type in such suit regardless of outcome, that the client, who is the intended sole recipient of this report, will hold the appraiser completely harmless in any such action. Copies. pubacation, distribution, and use of the report Possession of this report or any copy thereof does not carry with it the right of publication, nor may it be used for any purpose other than its intended use. The signer of this report is a candidate for membership in the National Association of Independent Fee Appraisers, and a member of the National Association of Realtors and its Appraisal Section. The Bylaws and Regulations of these organizations require their members to control the use and distribution of each report signed by such member. Therefore, except as hereinafter provided, only the party for whom this report was prepared may distribute copies of this report, and only in its entirety, to such third parties as may be selected, but not without prior written consent and approval of the signatory of this report. The physical report remains the property of the appraiser for the use of the client. Neither all nor any part of the contents of this report (especially any conclusions as to value, the identity of the appraiser or the firm with which he is connected, or any reference to the National Association of Independent Fee Appraisers, the National Association of Realtors or any designations shall be disseminated to the public through the advertising media, public relations media, news media or any public means of communication without prior written consent and approval of the signer of this report. The authentic copies of this report are scaled with my Seal. Any copy that is not so scaled is unauthorized and may have been altered. 16 Con fidentia&y and trade secrets: This appraisal consists of trade secrets and commercial or financial information which is privileged and confidential and exempted from disclosure under 5 U.S.C. 552 (b) (4). The appraiser may not divulge the material contents of this report, the analytical findings and conclusions, or give a copy of this report to anyone other than the client or his designee as specified in writing - except as may be required by the National Association of Independent Fee Appraisers, the National Association of Realtors, or other organizations as they may request in confidence for ethics enforcement, or by a court of law of body with the power of subpoena. This appraisal is to be used only in its entirety and no part is to be used without the whole report. No change of any item in the report shall be made by anyone other than the appraiser, and the appraiser shall have no responsibility if any such unauthorized change is made. The client shall notify the appraiser signing the report of any request to reproduce this appraisal in whole or part. Testimony, cansultatiom anticompletion of appraisalservices: The contract for appraisal, consultation, or analytical services is fulfilled and the total fee payable upon completion of this report. I he appraiser or those assisting in preparation of this report will not be asked or required to give testimony or be subpoenaed in court of any public or private hearing because of having made this appraisal, in full or in part, nor engage in post appraisal consultation with the client or third parties except under separate and special arrangement and at additional fee. A MINIMUM TWENTY DAYS NOTICE MUST BE GIVEN BEFORE COURT APPEARANCE FOR PURPOSES OF REVIEW AND STUDY. If testimony or deposition is required because of any subpoena, the client shall be responsible for any additional time, fees, and charges regardless of the issuing party. Information used No responsibility is assumed for the accuracy of information as to description (legal, physical, etc.) of the premises, restrictions, improvements, and income features of the property furnished by others, the client, his designee, or public records. All information furnished by others is assumed to be true, correct, and reliable and a reasonable effort has been made to verify such information. An impractical amount of time and money would be necessary to furnish unimpeachable verification in all instances. It is suggested that the client consider independent verification if so desired before making a significant commitment regarding the subject property. The appraiser assumes no responsibility for the accuracy of data and information obtained from, or the work of, subcontractors. 17 Purctiasirg power, zalue Jrange, ant market inflit nces: The estimated market value and the costs used relate only to the effective date of the appraisal. All dollar amounts are based on the purchasing power and price of the dollar as of the date of the value estimate. Market value is highly related to exposure, time, promotional effort, terms, motivation, and conditions surrounding the offering and subject to economic changes in the marketplace over time. In appraisals involving the capitalization of future income benefits, the estimate of market value reflects the appraiser's interpretation of income, yields, and other factors derived from general and specific market information. Such estimates are as of the date of appraisal and subject to dynamic changes in the financial markets that may occur. Legality of use and related stuties: This report is based on the premise that there is full compliance with all applicable federal, state, and local environmental regulations and laws unless non-compliance is stated, defined, and considered in the report. It is assumed that all applicable zoning, building codes, and use regulations and restrictions of all types have been complied with, unless nonconformity has been stated, defined, and considered in the appraisal report. It is assumed that all required licenses, consents, permits, or other legislative or administrative authority from any local, state, or federal government and/or private entity or organization have been or can be obtained or renewed for any use on which the value estimate in this report is based. No environmental or impact studies, special market study of analysis, highest and best use analysis study, or feasibility study has been requested or made unless otherwise specified in an agreement for services or in the report. The appraiser reserves the unlimited rights to alter, amend, revise, or rescind any of the statements, findings, opinions, values, estimates, or conclusions based upon any subsequent study or analysis, or any previous study or analysis pertinent to the assignment that becomes known to him after the report is finished. Legalant financialassumptions: No responsibility is assumed for matters of a legal nature affecting title to the property nor is an opinion of title rendered. The title is assumed to be good and merchantable. The property is appraised in gross as free and clear of all mortgages, liens, encumbrances, leases, and servitudes unless so specified within the report. If this appraisal is used for mortgage loan purposes, it should be noted that specific loan ratios, term amortization, and equity requirements have not been suggested. This appraisal report and value estimate are subject to change if the physical or legal entity or financing is different than that envisioned in this report. 18 I • I I / 4% I % I I • I No responsibility is assumed for matters of survey, architectural, structural, mechanical, or engineering nature. The legal description used in this report is assumed to be correct as furnished by the client, his designee, or as derived by the appraiser. It is assumed that the utilization of the land and improvements is within the boundaries or property lines of the property described, and that there is no encroachment to trespass unless noted within this report. The appraiser has inspected, as fa? as possible, by observation the land and the improvements thereon. However, it was not possible to personally observe conditions beneath the soil, hidden structural components, or any mechanical components within the improvements and no representations are made as to these matters unless specifically stated and considered in this report. This appraisal is based on there being no hidden, unapparent or apparent conditions of the property site, subsoil, or structures, which would render it more or less valuable. No responsibility is assumed for any such conditions or for any expertise or engineering needed to discover such factors. The appraiser does not warrant against the occurrence of problems arising from the soil conditions. All mechanical components are assumed to be in operable condition and states standard for properties of the subject's type. Conditions of heating, cooling, ventilating, electrical, and plumbing equipment is considered to be commensurate with the conditions of the balance of the improvements unless otherwise stated. No judgment is made as to the adequacy of insulation or energy efficiency of the improvements or equipment. The lender, owner, or buyer should inspect the property before purchase or any disbursement of funds. Any of those parties may wish to require mechanical or structural inspection by a qualified and licensed contractor, civil or structural engineer, architect, or other expert. The appraiser was not requested to make a specific investigation of the possible existence of any potentially hazardous insulation or material used in the construction or maintenance of the building, or the possible existence of toxic waste that may or may not have been stored on the property or the possible existence of radon gas on the property The appraiser represents that he is not qualified to test for the presence or absence of such items and has not considered, and assumes no responsibility for, such products that might render the property more or less valuable. The client is advised to retain an expert in this field if this information is presumed appropriate and necessary. This appraisal has not considered conditions relating to surface or subsurface waters; including, but not limited to water table, flood plain, flood hazard, or rights, if any, claimed nor or in the future in riparian lands and drainage - unless otherwise noted in this report. The appraiser assumes no responsibility for any costs or consequences arising from the need for flood hazard insurance. An agent for the Federal Flood Insurance Program should be contacted to determine the actual need for Flood Hazard Insurance. 19 Manap nt o 2r°P ' It is assumed that the property being appraised will be operated under prudent, responsible, and competent ownership and management - being neither inefficient nor super efficient. T4ifiits: The sketches and maps in this report arc included only to assist the reader in visualizing the property and are not necessarily to scale. Various photos, if any, arc included for the same purpose and arc not intended to represent the property in other than actual status as of the date of the photos. Site plans are not surveys unless shown from a separate surveyor. Component zwlues: The distribution of the total valuation in this report between land and improvements applies only under the reported highest and best use of the property. Neither the analysis and conclusions herein nor the allocations of value for land and improvements may he used in conjunction with any other appraisal and are invalid if so used. Personal property: Furnishings, fixtures, or equipment of the business operation except as specifically indicated and typically considered as a part of the real estate have been disregarded unless otherwise stated. For some property types, business and real estate interests and values are combined. Je�leral a to tR analr A : Any after tax income and investment analysis or measures of return on investment are intended only to reflect possible and general market considerations at an assumed value of price paid. The appraiser does not claim expertise in tax matters and advises the client and any other person using this appraisal to seek competent tax advice. The appraiser is in no way to be considered a tax or investment advisor. 20 THE APPRAISAL. PROCESS A professional appraisal begins with a thorough inspection of the property being appraised. This includes a physical inspection of the site and all improvements that have contributory value. It also includes an inspection of the neighborhood and of site improvements that may positively or negatively affect the value of the subject property. And finally, it includes a review of the general area of the subject in order to ascertain any favorable or unfavorable environmental or economic conditions which may exist, such as proximity to employment and commercial centers, industry, residential neighborhoods, schools, et cetera. After a thorough analysis of the subject, neighborhood, and its general area, the appraiser then attempts to ascertain a fair market value. Three time -tested appraisal approaches or techniques are utilized in the profession in order to develop a value indication. These three approaches are the Market Data Approach, the Cost Approach, and the Income Approach. Each approach is briefly described as follows: ?fie Market Data Approach - A comparison is made between the subject property and similar properties that have sold recently in the market place. 'Tie Cost Approach - A replacement cost new of the improvements is determined and the applicable amount of depreciation is deducted in order to obtain a value estimate. 'The Income Approach - Bases a value estimate upon the amount of net income the property can reasonably produce over its expected lifetime. Each approach utilizes the various principles of value, which exist in the marketplace. These value principles include supply and demand, balance, contribution, conformity, external items, opportunity costs, and utmost - substitution. The principal of substitution states simply that a knowledgeable, prudent purchaser has three alternatives: I) Buy a vacant site and construct a duplicate or similar property without delay (Cost Approach) 2) Purchase another existing property with equal or similar desirability & utility (Market Data Approach) 3) Invest in or acquire a comparably yielding income stream of similar quality, quantity and longevity (Income Approach) All three approaches may not be used in all appraisal assignments depending upon the applicability of the approach to the property being appraised and the scope of the appraisal assignment. After the appraiser applies the applicable approaches to the subject property, he must reconcile the differences in value so indicated. Based upon the appraiser's experience and judgment, this may involve selecting one of the three approaches that is deemed more reliable or it may involve employing a weighted average of the three approaches in his final correlation or conclusion of value. Regarding the subject, the Cost & Market Data approaches are deemed applicable. The Income approach is not deemed applicable due to lack of sufficient comparable lease data for large industrial facilities. In this report, the Cost & Market Data approaches were utilized. 21 SCOPE OF THE APPRAISAL The scope of the appraisal encompasses the necessary research and analysis to prepare a report in accordance with its intended use, the Code of Professional Ethics and the Standards of Professional practice of the National Association of Realtors, and the Uniform Standards of Professional Appraisal Practice of the Appraisal Foundation. This appraisal is based upon the information gathered by the appraiser from the public records, other identified sources, and an inspection of the subject property and neighborhood. Data believed to be unreliable was not included in this report nor used as a basis for the value conclusion. The appraiser physically inspected the subject on September 3, 2004, with subject photographs taken on that date. Photographs of comparables, if included, were taken at various times over the past years. Region, county, city, and neighborhood data were based on information stored in the Real Estate Consultants' library and files. The neighborhood section was based upon a physical inspection of the area as well as data from the City of Fayetteville and Washington County. Subject property data was based upon a physical inspection, provided plans and specs, and information obtained from municipal authorities. Also, the appraiser interviewed Mr. Mike Tubb- Assistant Complex Manager, and Mr. Ron Stagg- Maintenance/Project Manager for Tyson Foods, both of which accompanied the appraiser on subject inspection. In evaluating the highest and best use for the subject property, an analysis was made of data compiled in the steps noted above. In addition, a study of the Large complex Industrial/Commercial properties market in the subject area has been made to help determine the economic feasibility of the property. In developing the appraisal approaches to value, market data used were collected from the Real Estate Consultants' files, Realtor® Multi -list service and interviews, courthouse records, other appraisers, &/or persons knowledgeable of the marketplace, plus municipal offices in NW Arkansas. After assembling and analyzing the data defined in this scope of the appraisal, a final estimate of market value was made. 22 AREA ANALYSIS Arkansas' two county Metropolitan Statistical Area (MSA), comprised of' Washington and Benton Counties, is located in the Ozark Mountains in the state's extreme northwestern portion. Geographic and political boundaries consist of the Missouri line to the north, Oklahoma to the west, Crawford County to the south, and Madison and Carroll Counties to the east. Fayetteville is the governmental scat of Washington County, home of'the University of Arkansas, and the largest city within the MSA. Total MSA labor force was estimated at 180,000± as of June 2004, with an unemployment rate at 3.0%. NW Arkansas stands as one of the fastest growing regions in the U.S. and also enjoys unemployment rates well below state and national averages. An adequate supply of public utilities serves as the foundation for continuing growth throughout the region. Arkansas Natural Gas Company provides services at rates comparable with industry norms. A coal -tired steam generating electrical plant is located in Gentry, Benton County, Arkansas. This plant will supplement the existing supply of electricity and afford the area with an ample supply for the next 10± years. An additional electrical plant located west of Tontitown is in the planning stages, although the current demand is not deemed high enough to move forward at this time. The region also enjoys an abundant supply of water and associated distribution systems. Beaver Dam and Reservoir was formed and completed in 1966. This 30,000± acre lake, situated off the' White River on the two countieseastern edge, provides a source of electrical power, clean drinkable water, and recreational facilities. The Beaver Water District serves 200,000± people in the two county area and has recently expanded• capacity to 150± million gallons per day. The electrical generation plant produces enough power to contract for services outside the state. The 'Two -Ton loop' project, also originating from Beaver Lake, continues to expand its' service capabilities to outlying towns and rural communities previously dependant upon wells or service contracts with the larger cities. This has spurred growth in areas previously considered inferior in development potential. Of all the available public services, sewer and waste treatment are the most pressing present issues. The only operating landfill, located in southern Tontitown, reached its' allowed capacity numerous times, but continues to be granted operating licenses due to the region's needs. All of the major cities expanded existing sewer service operations within the last five years. All but Springdale have either recently initiated the construction of an additional plant or are planning to do so. The burden for these cities is increased due to existing contract agreements with adjacent bedroom communities for wastewater treatment. Recent examples of towns requiring development moratoriums (no additional new construction) include Lowell, Farmington, and Elkins. Tontitown and Hightill are addressing their needs through partnership in a shared future sewer facility. Roadways also top the list of regional concern. US Highways 71B, 62, and 412 are the primary federal road routes, with the 540 Bypass serving as a N/S volume anchor. Important State highways include 72, 94, 12, & 102 in Benton County, and 265, 45, & 16 in Washington County. State Highway 112 runs through both counties. Nearly all these roadways have reached volume capacity. There are a handful of conceptual projects underway to smooth traffic patterns, including a I Iwy 412 bypass in northern Springdale and lane additions to the Bypass. It is clear a regional loop will soon be needed in order to lessen traffic chokepoints. One positive addition to the MSA's transportation services is the recently opened NW Arkansas Regional Airport in Highfill, Benton County which provides large commuter and bulk goods commercial flights. Since its' inception, the regional airport has experienced a continuous increase in passengers served, with expectations of more than 500,000 enplanements for 2004. 23 • • AREA ANALYSIS CONTINUED Area bank assets and sales tax revenues continue to increase annually, further reemphasizing the area's economic health. At the present time, ample amounts of mortgage funds are available through local lending institutions. Interest rates have declined from the comparatively high range of past decades and are currently within historically low to moderate levels. Real estate activity within all market segments is currently high, reflecting substantial demand for both real estate and money, both for the region and the city of Fayetteville. Someslightoverbuilding has occurred mainly in the residential sectors, but increasing occupancy rates show a trend toward steady absorption over time. Most of the region's vigorous economic strength can be attributed to the following: Retail- Wal-Mart, headquartered in Bentonville World's largest discount retailer 2. Poultry- Tyson Foods, headquartered in Springdale World's largest poultry products supplier 3. Trucking- J.B. Hunt, headquartered in Lowell Nation's largest publicly traded truckload carrier 4. Education- University of Arkansas at Fayetteville State's largest non -private employer 5. Entrepreneurial- A diverse variety of small industries & commercial businesses 24 AREA ANALYSIS CONTINUED Economic Overview continued Retail/Commerciat- In addition to Wal-Mart, whose numerous stores serve as the most important non -regional shopping destinations, Northwest Arkansas also enjoys multiple prospering retail and commercial service centers. Each of the major cities has a healthy central downtown, as well as convenient access to sites along Highway 71 Business and Highway 540 Bypass. NW Arkansas Plaza is the primary regional shopping mall in Washington County and is well located between Fayetteville and Springdale. Recently renovated and reconfigured, this retail center continues to draw shoppers while also encouraging surrounding commercial growth in proximity to the Ilwy 71B/Joyce Boulevard intersection. The newly established and still -expanding Pinnacle development along Highway 540 Bypass in southern Rogers is the primary location for upper end shopping and commercial services. Total retail sales estimates in Northwest Arkansas have been increasing at an annual pace of 6%±. I ntlus trial/Agncultural- Washington County is second in the nation in broiler production, second in egg production, and third in turkey production. Other important players in the poultry field include George's and Simmons Foods. The poultry industry alone produces 7.5± billion dollars of economic activity within the state. All but one of the State's five publicly traded trucking companies are located in the two county area and employ. 25,000± workers. Approximately 40 basic industry categories- including food processing plants, automobile equipment & tool manufacturers, clothing manufacturers, business forms, pipe fitting, etc.- reside in the area. These locations produce a wide variety of marketable items; but there is no heavy industry of the type that tends to cause excessive pollution. E.ducation- Total enrollment for the fall 2004 semester at the U of A Fayetteville campus has been reported to be approximately 17,269. Easily 1/3 of Fayetteville's population is made up of students and university employees, indicating a strong school influence. The University continues to expand its' services, as seen by an ongoing 400 million dollar campus facilities expansion. Northwest Arkansas Community College, with main campus in Bentonville, has come into its' own as a center for post -high school education. In 2002, it completed a 10+ million dollar facilities expansion and now serves 5,000 credit seeking student plus an additional 7,000 students taking non-credit courses. NWACC is one of the fastest growing two-year colleges in the state and offers multiple satellite locations for off -campus learning. 25 AREA ANALYSIS CONTINUED City oyeryiew- The city of Fayetteville is considered to be the entertainment and education destination of the region. The Square/Dickson Street area is easily the best example of a healthy downtown among the major cities. It continues to undergo renovation and redevelopment and arguably constitutes the financial center of the region. Completed projects within the past ten years include several banks, a continuing education facility, the Walton Arts Center, and a 1-lilton/Radisson Hotel, all of which will focus more attention on the downtown area. In addition, the city serves as a model f'or more dense, urbanized mixed - use development- a real estate use strategy still in its' infancy in Arkansas. This use should become more prevalent in the future, assuming continued growth, as it more efficiently reduces the potentially negative impact (i.e. traffic, utility services, increasing land values) of population influx. The city of Fayetteville is served by 1-540, US Highways 71, 412, & 62, plus State Highways 16, 45, 112, & 265, and numerous farm -to -market roads. Transportation facilities consist of adequate bus service from the Jefferson Bus Line. The city has modem air terminal services currently serving private personal and corporate craft. There are approximately 75 Houses of Worship representing most denominations in the City of Fayetteville. Ten elementary schools, two junior high schools, one high school, one polytechnic school, one Business College, and the University of Arkansas satisfy public education needs. The newly opened, much larger Fayetteville Public Library, very recently relocated, is affiliated with the Ozark Regional Library System. Per a special census as of July 2002, Fayetteville's population was stated at 60,732. This is a healthy 4.6% increase from the April 2000 General Census figure of 58,047. The 1990 Census indicated an approximate population of 42,100, indicating a ten-year increase of 37.9%. 26 NEIGHBORHOOD DATA Location:• Highways 16 East (Huntsville) & 265/16 Spur (happy Hollow) area % Developed, 90% Growth Rate: Slow to Steady Property 'Values: Stable to slowly Increasing Present Land `Use: 40% Industrial 40% Residential 10% Commercial 10% Public/undeveloped/l'ransition Change in Present Land Use: Unlikely in general- sonic Residential areas becoming more dense Predominant Occupancy: Equal mix of Owner/Tenant Occupancy Adequacy of 4ltili.ties: Average Property Compatibility: Slightly below average Police ey Tire Protection: Average GeneralAppearance of Properties: Average to slightly below average i4ccessifiiu:ty: Average Age of Structures: New -40+ Years Appeal to the Market: Above average for industrial portions Average for commercial portions Slightly below average for residential portions Comments: Immediate neighborhood boundaries could be: N- Huntsville Avenue, S - Pump Station Road, E- Crossover Road (Hwy 265), & W- Morningside Drive. This area of SE Fayetteville has long been viewed as its' industrial anchor, with the city's Industrial Park within the immediate area. Residential uses have been slow to respond, which is common for areas within manufacturing neighborhoods, and are now taking on a more dense, multi -family composition. There is minimal commercial utilization along the two major roadways, which is somewhat unique. The amount of land zoned for industrial use in this area may be excessive compared to current demand and need for additional commercial locations. 27 SITE DATA Lot Dimensions: Irregular- See Legal Description Tota[Size: 1 1.50± Acres- See Comments Street Montage.' Huntsville Avenue- 565.39± feet along South side Happy Hollow Road- 854.00± feet along East side Ray Avenue- 624.96± feet along West side Zoning Classification.General Industrial (1-2) electricity: Ozarks Electric 9tfatural §as: Arkansas Western Gas Water: City of Fayetteville Sanitary Sewer: City of Fayetteville Street Access: Direct access via both Huntsville & Happy Hollow, Main entrance from Happy Hollow 'Topograpfuy: Level to gently rolling Shape-' Irregular View. Average Drainage: Adequate upon inspection. Site appears to lie just outside a FEMA identified flood hazard area. Comments: Subject site lies basically level to all road grades and is a superior tract due to corner location and additional street frontage. Extreme southern portion close to nearby creek has been left in its' natural state with no substantial improvements, and includes a small park area for plant employees. West, East, & Southern boundaries are fenced. Plant site proper is fully improved with concrete, asphalt, &/or S13-2 gravel for parking & drives. Provided survey claims tract size at 11.17± acres. This does not agree with both appraiser's & City's estimate per provided legal description. For the purposes of this report, the appraiser will use his estimate of 11.50± acres. Appraiser refers client to Tyson officials for access to site survey that is more specific than graphical representations offered in this report. 28 AERIAL VIEW OF SITE ' n s; i/ . ! ( . •� �C `�� K F�Yy��.' /��iJ't a e� � • r )�- �T• •• i� ♦� S:F'C.. ,�:'�f '}i Jti� I pfr i,3.1.%a+�'c `� '^' ! *;'-• �f. �� I +� Leyy� cc �y� )r. \T .i•r• �1.f, � 1 i'♦��` yam���}}}}}...y/,. .. \ •• ��(�, �y L'_�i!?MrtWW ' I t(y.yF •.4f./ � {• �'"..•., . `. `` 115 �` fl `Whir•��y 1 ",nom �•. i\ •I ,lv. ♦ 1 \1. X11, y, C) •,,. •r:- •.'>Si t\y 'Yl, k,„S l�li:l F:(I .c • j ft o- "\.,t i 1r. Ff II. Ir.J y •et 3 - tiY �r �P,f�' i 'L•.�� F - .'�� : { m f_J.'{ p Y.'. • Q] ` �. If kP t - t ( t'.■fJ.� •y`�LY. (te •.,^ t-3ksi•. '' • ' {®• ,• I1 tIr/1! /I ' ;. t • :Y, "`• t ` , 'w.Al • }� . ,�•{ � 4+:r(�l{V" t+ }n r � J ) • 1702 � � . � i , f j 'Jl ry r f f t / 1ry1f• � 'M. . .` � r br 6 19Q/ 41Y2 I 1 .11 t ,/' • 71� / , - 13 r _ •p�A.' '� 1 Oj. III 1. Y j� S• Iw ♦ r J w Y � ♦ • • ,. fry' ~ ` ~ r '" f .f F�` ♦ r� Ji blf� 29 TONING MAP 30 SITE BOUNDARIES eRd.CH,,y16) 8 Pt. NE -NW -23-16-30 x " x o • • m Tyson Property(Bk I093 At page 857) z 3 Parcel No. 765-15227-000 a 11.50 Acres I N • 8 _ � N J $ - � m 1. w,.ow 150 8;8r 8� r S M1 pY� P z 9 4 n90'Oe/ S%coma zn N • NE-NW-23-16-30�_ Title: Tyson Foods Property: Huntsville Rd. and Happy Hollow Rd. •Nate: �m Scale: I inch = l30 feet • File: Tysonl l.17ac.dcs • t t. ttn 31 FLOOD ZONE MAP FAST 23 ZONE X - ZONE X WES'TFYlRKRFVER 32 11 IMPROVEMENTS DATA Type: Modified Class 'C' &'S' Light Manufacturing Industrial complex Age: Complex added onto over the years, multiple actual ages - 20± year overall effective age Sim' 123,918± SF per appraiser's scaled drawing - Rounded to 124,000± SF for the purposes of this report Foundation: Reinforced Concrete Slab Exterior FramingtWa&s: Steel and Concrete Block Interior JramingMaus: Steel/concrete block skeleton with wood partitioning in finished office areas- drywall & paneling wall coverings in finished areas Roof `Material: Standing seam metal over steel frame 'Windows: Various fixed glass in metal frames Doors: Exterior- Various storefront & metal security Interior- Various hollow core, both wood & metal 5(eat e1Coot' Multiple HVAC units Ceilings: Dropped acoustic ceiling in finished areas Open to ceiling frame in production/other areas 9ioors: Scaled reinforced Concrete, Vinyl, Ceramic tile E(ectritaiStandard commercial code wiring assumed- 2,000 AMP service. Various florescent & Halide lighting fixtures Plumbing: Standard commercial code runs assumed, standard quality fixtures - slightly above average amount for building type Specialized plumbing runs for current manufacturing usage Quality: Slightly above average for building type Condition: Average Estimated lrnaining Economic Life: 30± Years 33 IMPROVEMENTS DATA CONTINUED Other Improvements: Site related: Parking & Drives - Asphalt 160,000± SF, striped in fair to average condition SB-2 Gravel 65,000± SF, average condition Concrete 37,000± SF, some areas reinforced w/ above average thickness for semi -trailer traffic/docking Fencing - Chain link 2,500± LF, various heights, portions w/ barbed wire crown Wood post 925± LF, triple rails Silos & Tanks: Whole kernel corn storage silos- ill- 90,000 Lbs., #2- 90,000 Lbs., #3- 58,000 Lbs., #4- 109,000 Lbs., #5- 158,000 Lbs., #6- 116,098 Lbs., Wheat flour dispersal tanks- (2) ry 75,000 Lbs. (2) Oil storage tanks Reportedly, tanks at plant's NW corner are scheduled for removal and will not be considered in this report Other: Truck scales, guard shack, wastewater -screening building with adjacent retention area, concrete curbing & stem walls, Building exterior- Covered walkways, Docks & overhead doors Building interior- Emergency lighting, cooling fans & louvers, phone system, computer network wiring, built-ins, floored attic space, refrigeration equipment & evaporation coils, sprinkler system (excepting central production area), Detached Structures- (2) Basic construction Class 'C' Concrete block buildings totaling 4,067± SF in fair overall condition with minimal interior finish. Remarks: Building- Subject has been operated by Tyson as a food processing location since 1983. The existing structure is actually the result of multiple additions and integrations over the years. Potential layout is fairly flexible due to multiple docking areas, minimal partitioning in production/warehousing areas, and slightly above average amount of finished office space. The most specialized building portion is its' southern dock area with adjacent freezer/cooler rooms. Site- Offers ample parking. Detached buildings are in fair condition but considered having some potential and contributory value. Specialized portions include wastewater -screening improvements on the west side, truck scales at the site's south-central area, and a cluster of tanks beside southern dock area. Appraiser refers client to Tyson officials for access to site survey that is more specific than graphical representations offered in this report. 34 BUILDING SKETCH- PLANT PLANT MANAGEMENT 1Eo1ANICM. . STORAGE AND PARTS STORAGE. MAINTENANCE AREA WAREHOUSE• .ORRIPIA '. STORAGE 20' -- NOR I'HERN PRODUCTION AREA VOR7t0'30: toot OUTSIDE b - BREAK AREA TRAFFIC FLOW CORRIDOR --- WAREHOUSE yz 74' FINISHED STORAGE. $• OFFICES CENTRAL PRODUCTION AREA PORTION L_� 20' EMPLOYEE 82' 'm BREAK/CAFETERIA PORTION TANKS I15• TRUCKSCALES AREA CALCULATIONS SUMMARY Code SU✓`: aaAl Via? 2os91art 123919.00 343911.00 1/P 1vr9 t9vn® 10.18 2114.00 - flST WVfl srm 2036.00 ♦170.00 TOTAL BUILDING (rounded) 123918 CIJRICIYS 75• 96. SPECIALIZED FREEZER WAREHOUSE STORAGE 6v Q sal7axN txxl: AIi1;A —.� Isz• � E a C rn z o 1=n BUILDING AREA BREAKDOWN',: • BWAown- St'.L n_11 COOTIRI>•1 39.0 A 115.0 4370.00 -. 70.0 a 177.0 12390.00 • 49.0 z 50.0 2450:00 25.0 a 50.0 125000. 16.0 a 21.0 371:00 • 7.0 a 141.0 -1034.00 234.0 1 .366.0 - 92944.00- ' 74.0 a 100.0 e.v. .169100;. }...: + 20.0 a 64.9 1610.00} �:. �I ♦ 1 9 Calwlation9 Toted (rounded) 1423918 35 BUILDING SKETCII- DETACHED STRUCTURES DETACHED STRUCTURES ASPHALT VIDEO STORE ASPHALT I : tJQUOR STORE • AREA CALCULATIONS: SUMMARY. cote D66cllp0o0_ -71ee NATUtai OHM 1 SLOG (VIDSO STONE) 1607.10 1607.10 OSa2 3 HIm (L1000N 3'Dtl 2660.10 26".10 t/S LpRJ® MUOMf 7u_.—_ OSH M713f0 o 70.00 70.00 TOTAL BUILDING (rounded) T b6st�W� 4067 ASPHALT 1 30 BUILDING AREA*BREAKDOWN, HlHieown Eu01Wb_ _I E 61D0...(VWSO SswH) I 33.0 s 48.7 i 1607:10 S SL00 (LI000N 378) 13.7 6 73.0 2460.10 p • 2 Calculations Total (rounded) 1 4067 ti)�60. A•6' 36 TAX AND ASSESSMEN'' DATA The Assessor's Office of Washington County has valued the subject real property as follows: Parcel # 765-15227-aX) Assessor's Appraisal Improvements Tots! Reported 2003 'faxes S 194,100 S2,040,850 S2,234,950 522,085.38 Assessment S 38,820 5408.170 $446,990 The assessed valuation in Washington County is based on 20% of the total •estimated value. These valuations should be used as a guide only, since they rarely reflect Market Value. 37 COMPLIANCE WITH THE AMERICANS WITH DISABILITIES ACT The Americans With Disabilities Act (ADA) was enacted in July 1990, and is legislation designed to extend civil rights protection to persons with disabilities. The law prohibits discrimination against the disabled in employment, state and local government services, public transportation, public accommodations and telecommunications. The impact of this legislation as it would pertain to real estate involves primarily accessibility and accommodations for the disabled. New buildings designed and constructed for first occupancy after January 26, 1992 must be made fully accessible to, and usable by, persons with disabilities. The law would also apply to alterations made to existing public and commercial facilities after the above date. In addition to technical requirements for new construction and alterations, the ADA contains specific requirements for business and mercantile establishments, lodging, restaurant, libraries, and medical facilities, final rules implementing the ADA were published in the Federal Register of July 26, 1991. The Appraiser has made no audit as to the compliance/non-compliance of the subject property, whether existing or proposed, and assumes no responsibility for implementation of the ADA. The appraiser recommends that certification of compliance be obtained from the architect, contractor, developer or other appropriate entities before new construction or significant alterations are made. ENVIRONMENTAL ANALYSIS The appraiser's routine inspection of and inquiries about the subject property did not develop any information that indicated any apparent significant hazardous substances or detrimental environmental conditions that would affect the subject property negatively. The value estimated in this report is based on the assumption that the property is not negatively affected by the existence of hazardous substances or detrimental environmental conditions. However, the appraiser is not an expert in the identification of hazardous substances or detrimental environmental conditions. It is unlikely but possible that tests and inspections made by a qualified hazardous substance and environmental expert would reveal the existence of hazardous substances or detrimental environmental conditions on or around the property that would negatively affect its value. The subject building is an older building. Due to the building's age, it is possible that lead based paint and asbestos products could be present. Furthermore, the property has been utilized for industrial purposes; hence, it is possible that hazardous wastes could be present. The appraiser suggests that a Phase I Environmental Audit be performed prior to purchase. 38 MARKET''RENDS cenerafMarket Comments- Northwest Arkansas continues to experience a healthy growth period with very strong demand for real estate in general. The area is prospering, with advances in per capita income and unemployment rates below state and national averages. Historically low interest rates also assist in buoying this strong market. This growth and demand has resulted in upward pressure on real estate values in recent years throughout the region for all property types. Currently, the market remains solid, with steady price appreciation and generally balanced supply and demand relationships in the basic market sectors. Marketing?tme- `Reasonable marketing time' is an estimate of the amount of time it might take to sell a property interest at the estimated market value during the period immediately after the effective date of an appraisal. An estimated marketing time may be expressed as a range, and can be based on one or more of the following: statistical information about days on the market, information gathered through sales verification, interviews with market participants, and anticipated changes in market conditions. Reasonable marketing time is a function of price, time, use, and anticipated market conditions such as changes in the cost and availability of funds, and is not intended to be a prediction of a date of sale. The appraiser is generally conservative when estimating market time, especially for large industrial properties. If priced correctly, the appraiser believes the subject could sell within 12-24 months. Current Market Off- The subject has been listed for 200± days by Bassett, Mix, & Associates at a reported $985,000. This listing price includes an additional property across Rebecca Street that is not considered in this report. That property is reportedly under contract to a separate buyer, with the closing tied to multiple contingencies attached to the subject sale. HIGHEST AND BEST USE ANALYSIS The Appraisal Institute defines Highest and Best Use as follows: 'The reasonably probable and legal use of vacant land or improved property. which is physically possible. appropriate/' supported, jinuncialy feasible, and that results in the highest value. The four criteria the highest and best use must meet are legal permissibility, physical possibility, financial feucihilityt and maximum profitability. The following tests must be met in estimating the highest and best use of the subject: 1. It must he physically possible based on subject site characteristics. 2. 11 must he a legal use under current or likely zoning regulations. 3. 1t must he probable and not based upon conjecture or speculation. 4. There must be it profitable demand for such use and it onust return to the land the highest net return for the longest period of time. These tests have been applied to the subject property by the appraiser. The Highest and Best use of the subject property is based on current trends and necessities of the southeastern Fayetteville area. The subject is well located at the corner of Huntsville and Happy Hollow Roads (also known as Hwy 16E), within the city's primary industrial region. Surrounding land uses in immediate proximity include other industrial manufacturing/production locations, multi -family housing, older single-family housing, and some commercial uses. The current zoning of the site is General Industrial (1-2). The subject's basic utilization is as a large industrial complex, currently used for food processing. The main building is only marginally configured for this use, as the food type produced does not require extensive specialization of either structure or built-in trade fixtures. In the appraiser's opinion, the property could easily be converted for a different use. Existing site improvements, especially parking areas, are deemed sufficient fir a variety of uses, also. Hta%tntantIBest Use as ii vacant- The appraiser has considered the property's primary attributes such as land size, location, and zoning, as well as neighborhood characteristics and current market trends. In the appraiser's opinion, the subject site's highest and best, if vacant and available for development, would be some type of high density commercial utilization. This would require a site rezoning to Thoroughfare Commercial (C-2), with examples including, but not limited to, strip shopping center, office/commercial services complex, or single entity retail (grocery, warehouse sales, etc.). Due to the subject's large land size, a mixture of uses is possible, also. ii�(test and Best Use as improyetf The site is improved with an average+ quality building offering many years of service. It has been kept in average condition with regular additions, updating, and repairs. Before its' purchase by Tyson, the original (central) building previously operated as both a grocery store and nightclub. As improved, it is the appraiser's opinion that the subject's Highest and Best Use would be its' current use as an industrial manufacturing facility. This use is obviously physically possible and probable, as a basic structure of this type already exists on site. Current zoning permits this Highest and Best use as improved. This use appears to be the most profitable for the property as improved considering current trends. Finally, this use would likely offer the highest return to the land for an extended period of time. 40 DETERMINATION OF MARKET VALUE An appraisal of real property is an attempt by the appraiser to so called "Mirror the Market'; that is, to reflect the attitudes of the typical buyer and seller in the marketplace. Three time tested appraisal approaches or techniques arc utilized in the profession in order to develop a value indication. These three approaches are the Market Data Approach, the Cost Approach, and the Income Approach. Each approach is briefly described as follows: Ike Market Data approach - A comparison is made between the subject property and similar properties that have sold recently in the market place. 'The Cost Approach - A replacement cost new of the improvements is determined and the applicable amount of depreciation is deducted in order to obtain a value estimate. 2ke Income Approach - Bases a value estimate upon the amount of net income the property can reasonably produce over its expected lifetime. Each approach utilizes the various principles of value, which exist in the marketplace. These value principles include supply and demand, balance, contribution, conformity, external items, opportunity costs, and utmost - substitution. The principal of substitution states simply that a knowledgeable, prudent .purchaser has three alternatives: 1) Buy a vacant site and construct a duplicate or similar property without delay (Cost Approach) 2) Purchase another existing property with equal or similar desirability & utility (Market Data Approach) 3) Invest in or acquire a comparably yielding income stream of similar quality, quantity and longevity (Income Approach) All three approaches may not be used in all appraisal assignments depending upon the applicability of the approach to the properly being appraised and the scope of the appraisal assignment. After the appraiser applies the applicable approaches to the subject property, he must reconcile the differences in value so indicated. Based upon the appraiser's experience and judgment, this may involve selecting one of the three approaches that is deemed more reliable or it may involve employing a weighted average of the three approaches in his final correlation or conclusion of value. Regarding the subject, the Cost & Market Data approaches are deemed applicable. The Income approach is not deemed applicable due to lack of sufficient comparable lease data for large industrial facilities. In this report, the Cost & Market Data approaches were utilized. 41 THE COST APPROACH The Cost Approach is based upon the principle of substitution that states: "A purchaser will not pay more for an existing property than the cost to reproduce it in the current market & in a similar location. " The Cost Approach is particularly applicable when the subject improvements are new or relatively new and represent the Highest & Best Use of the land; and also when the subject improvements are unique or special purpose improvements for which there exist few if any comparable properties in the marketplace. The Cost Approach for properties such as the subject property indicates a value estimate as follows: 1) Reproduction or Replacement Costs of all proposed existing improvements based upon current labor & material costs are estimated. 2) Any depreciation due to physical, functional or external inadequacies is deducted from the cost estimate. 3) The estimated value of the land is then added to the depreciated cost to obtain a total value estimate for the subject property. The traditional method of determining the value of land is by comparing the subject site to comparable properties that have sold recently. The following land sales have been researched and analyzed and are used as the basis for determining the subject's land value. 42 COMPARBI.E LAND SALES MAP 43 COMPARABLE LAND SALES LAND SALE #1 Grantor. David & Virginia Phelan Grantee: T.D.G., LLC Date of Sale: 01/05/04 Site Location: East Huntsville Road (Hwy I6E), at its' intersection with Highway 265 Legal Description: Part of the NW '/1 of the NE ''A, Section 23-T16N-R30W Zoning: C-2 Thoroughfare Commercial Lanrlcliaracteristics 2.50± Acres- Basically level, cleared tract with all utilities available. Offers 209± feet of frontage along south side of Huntsville. Improvements: I,6(X)± SF older SF home with attached carport, small shop/storage, paved parking area. All improvements valued @ $30,000 with remainder attributed to land. QeportedConsidnation: S230,000 Jpmarks Extremely recent sale of a small car lot sales operation just west of the Ilwy 265/16E intersection. Buyer's agent reports buyer gave little value to existing improvements. Ind atetPrice: S80,000/Acre after extraction LAND SALE #2 Grantor: Randilph J. Chick, Trustee Grantee: Robert H. Paschal Date ofSalt 02/27/02 Site Location: NW corner of Pump Station & Leeper Drive intersection Legal Description: Lots 24 & 27, Fayetteville Industrial Park Zoning: General Industrial (1-2) Landt%utractenstics: 3.1 1± Acres- Level, fully cleared tract with all utilities available. Corner siting, with 240± feet of frontage along Pump Station & 755± feet along Leeper. Lies just outside identified flood zone areas. Improvements: None ` gorttIConsideration: S68,000 Data Source: Parcel #765-19962-000, Deed 2003-9996 Remarks: Most recent confirmed arms -length sale within the City's industrial park. Representative of relatively inexpensive price per acre required over the years for an enterprise to locate within development. InrficateIPriee.• S2I,865/acre LAND SALE #3 Grantor: City of Fayetteville Grantee: Turnbull Properties, LLC Date ofSalt 07/06/04 Site Location: West side of City Lake Road (Hwy 159), south of Railroad route Legal Description: Part of the NW'/<ofthe SF'/4, Section 27-Tl6N-R30W Zoning: Heavy Commercial & Light Industrial (I -I ) Land Characteristics: 326± Acres- Gently rolling, cleared tract with all utilities available. 269.5± feet of frontage along City Lake Road (State Hwy 156) Improvements: None gported Consideration: 569,000 pnarks: Just -closed sale of a small tract purchased for industrial use. Lies adjacent to City's Industrial Park- West. Indicated Price: $21, 166/Acre LAND SALE #4 Grantor: Fayetteville Christian Fellowship Grantee: McBride Properties, LLLP Date ofSalt 02/I 8/04 Site Location: Highway 71B (South School), South of Cato Springs Road & McBride distributing plant Lega[Description: Part of the N '/z of the SW '/4, Section 28- f I6N-R30W Zoning: I -I Heavy Commercial & Light Industrial Land Cfraraeteristies 5.72± Acres or 249,163± SF: Level to rolling, cleared tract with all utilities available. Offers 346.3± feet of frontage along west side of Highway. Improvements: None sportedConsideration: $85,000 Remarks Very recent sale of a medium-sized industrial use tract with Highway frontage in the subject's neighborhood. Purchased by adjoining property owner for plottage purposes. Encumbered by a large gas line casement as well as regular utility easements. Close proximity. to the Highway 71 B/Bypass intersection in city's southern extreme. IndiattedPrice: S 14,860/Acre 45 LAND SALE #5 Grantor: Henry Bryan Walker III Grantee: City of Fayetteville Date of Sale: 01125102 Site Location: S. School (Hwy 71B) & 19" Street. LegalDescr ption: Part of the E/2 of the SE/4 & part of SW/4 of SE/4, Section 21-16-30 Zoning: 1.11± acres fronting Hwy 71B zoned C-2, 4.69± acres zoned C -I, with remainder zoned RMF-24. Land Characteristics: 32.37± Acres- Level to heavily rolling, mostly cleared corner parcel with 3S0± feet of frontage along the Highway. Additional frontage along 19'h street. No sewer available directly on -site at time of sale. Majority of acreage lies off the Highway and is now zoned RMF-24. Improvements: Older single family residence considered to have no contributory value. QeportedConsideration: S360,(X)0 ?jp►arks:' Recent sale of a large corner tract with Highway frontage along S. School. Multiple zonings and land qualities. Some portions steep and wooded. IndicaftdTrice: S11,121!Acre 46 ANALYSIS OF LAND SALES & CONCLUSION OF SUBJECT'S LAND VALUE In the appraiser's opinion, there has been a adequate amount of sales to obtain a reliable estimate of the subject's land value as if vacant and available for development into its' Highest and Best Use. Large industrial tract sales are rare throughout the city, and there are few annual commercial land sales of the subject's size in south Fayetteville. Due to this, the appraiser has included a variety of zonings and one sale requiring extraction of underlying land value. Five comparables were analyzed and included in this report. The appraiser believes these sales are reliable indicators of the subject's land value after adjustments. The following table summarizes the value indications as follows: Sale # Dade Site Sales Prig Lanif Portion $/i4cre Zoning I 01/04 2.50 Acres $230,000 $200,000 $80,000 C-2 2 02/02 3.11 Acres S 68,000 $ 68,000 $21,860 1-2 3 07/04 3.26 Acres $ 69,000 $ 69,000 $21,166 I -I 4 02/04 5.72 Acres $ 85,000 $ 85,000 $14,860 1-1 5 01/02 32.37 Acres S360,0(x) $360,000 $11,121 Mix All sales are located in the subject's general neighborhood. Three comparables offer Highway frontage and two have comer siting like the subject. Sale #1 is an extremely recent sale located cast of the subject along Huntsville Road. Sited just off the Hwys 265/16E intersection, this property included improvements requiring extraction of land value. It is much smaller than the subject acreage and considered slightly superior due to location. Sale #2 is the most recent verified sale within the City's industrial park in the subject's immediate neighborhood. It is a smaller tract considered inferior in location and overall potential. Sale #3 is another small tract sale of industrial land, this one lying adjacent to the City's industrial park (west portion). It, too, is located off primary roadways and is considered inferior overall. Sale #4 is an extremely recent sale located along Highway 71 B in extreme south Fayetteville. Purchased by an adjacent property owner, this tract offers inferior potential and all other important qualities. Sale #5 is a large tract sale having multiple zoning areas. It is deemed interior as a majority of acreage lies off the Highway. These sales indicate a value range between $11,121 and $80,000 per acre. The low end of this range is a much larger tract and the oldest sale used. The high end consists of the smallest tract included, and one offering slightly superior location and C-2 zoning. Also, the high -end sale required land extraction, a technique that can result in a less confident price indication compared to vacant land purchases. The subject's strengths include comer siting with good visibility, adequate size, and good physical characteristics. Its' primary weakness is a zoning that does not match the appraiser's opinion of Highest and Best use as if'vacant. Therefore, based upon the comparables researched and analyzed, and after adjustments are made for differences in location, access, visibility, zoning, size and other economic factors, it is the considered opinion of the appraiser that the subject's land value as of September 3. 2004 is as follows: 11:50 Acres @ $35,000/Acre = $402,500 SAY $400,000 47 ESTIMATED CONSTRUCTION COST OF THE SUBJECT IMPROVEMENTS The following cost estimates were prepared by the appraiser from data in his files regarding local building costs and discussions with local building contractors. These costs were compiled with the assistance of the Marshall & Swift Valuation Service, and checked where possible with local suppliers. Depreciation estimated is based on observed deterioration, age, functional shortcomings if any, and other economic factors. Physical deterioration is present due to normal wear and tear. Functional obsolescence is present due to the subject's current improvements not conforming to their Highest and Best use as if vacant. No External obsolescence was noted. COST' APPROACH GRID AVERAGE+ QUALITY MODI FIED 124,000 SF CLASS'S' I.IGIIT INDUSTRIAL BUILDING Basic Square Footage (mml $35.00 INM7Sprinkler Syslcrru nroddier 52.00 Dock height floors nrtdilier SIAM) Adjusted Basic Square Footage Cost 538.00 Perimeter nuhiplier 0.895 Story tleight rruluplier 1.2 Current adjuuncnt nultiplier . 1O5 Ind ad)ustnrnt multiplier 0.94 AIIJUSTE.D SQUARE. FOOT COST $10.28 Estimated Cost New of Structure 124.000 SF (w S40.28 $4,994,899 Add Estimated Cost New of Related Improvements Interior- All interior related (boiler, freczcr, systems, etc.) S200,000 Exterior- Covered w;dkeays/eniriss 4.170 SF@ $10.00 541,700 Site Related- A-sphaltparking/drives 160.000 SF@ 51.50 $240,000 SB-2 Gravel parking/drisuc 65,000 SF@ 51.00 565,000 Concrete parking/drives 37.000 SF@ $3.50 S129,500 Fencing, landscaping, etc 550.000 All sikas & tanks $80,000 Truck scales, guard shacketc. S25,000 Water screening facility & related $50,000 Detached structures 4,067 SF @ 530.00 5122.01 Total Estimated Cost New of Related $1,003,210 Total Estimated Cost New- All Improvements $5,998,109 Add for Entreprenurial Profit and Indirect Costs 10% 5$ 99,811 Total Estimated Value New $6,597,920 Less Depreciation Physical (20 yrs/50 yrs) 40.(B $2,639,168 Functional (I I & li list) 25.0" S1,494,527 Economic 0.0% - Total Depreciation - 54.138.695 TOTAL INDICATED VALUE- IMPROVEMENTS $2,459,225 ADD IAND VALUE $4(1),0110 FINAL INDICATED VALUE VIA COST APPROACH $2,859,225 SAY $2,860,000 M 9 THE MARKET DATA APPROACH The Market Data Approach or Sales Comparison Approach is an attempt to measure the reactions of typical buyers and sellers in the market. In this approach a direct comparison is made between the property being appraised and comparable properties that have either sold recently, have received bonafide offers by prospective buyers, or are currently offered for sale. The value of the property being appraised is inferred from the selling prices, offers, and asking prices of the comparable properties. To be "comparable" a property need not be identical to the subject. The word "comparable" is used in its ordinary sense meaning something that is capable of being compared with or worthy of comparison. The appraiser assumes that a typical buyer in the market will not pay more for the subject property than it would cost to buy a comparable substitute property. The price a typical buyer is willing to pay is generally the result of an extensive searching process in which he is constantly comparing alternative properties. In the meantime, the typical seller is usually trying to obtain the highest possible price for his property based upon his knowledge of the market place. In applying the Market Data Approach, the appraiser takes the following steps: I. Researches the market for available comparable properties for which actual sales, listings, or offerings have occurred. 2. Confirms the prices and bonafide nature of the data and qualifies the terms and motivating forces. 3. Compares the property being appraised with each of the comparable properties, under the general division of location, time, physical characteristics, and other economic factors. 4. Formulates an opinion of the market value of the property being appraised based upon the price of each comparable property-. Pursuant to the appraisal of the subject property, the appraiser has researched the courthouse records, reviewed his files, and interviewed area realtors and lenders in order to locate recent market activity involving properties comparable or similar to the subject. The following improved sales were selected for comparison with the subject property. 0 COMPARABLE IMPROVED SALES COMPARABLE #1 Grantor: Jimmy L. & Sherry S. Watson Grantee: Family Practice Investments, LLC Date of Sale: 06/18/01 Location: 2515 East Huntsville Road, Fayetteville LegalDescriptton: Part of Lots 37 & 38, Anderson Farm Plat, Section 23-16-30 current Zoning: Thoroughfare Commercial (C-2) LandCftaractenstics: 7.58± Acres- Gently rolling, almost fully cleared urban tract with all utilities available. Fast boundary is a creek route. Site sits at road grade with frontage along the south side of East Huntsville Road, directly across from Hwy 265 intersection. Improvements: Structure: ( I) Single story Average quality Class 'C' Shopping center with 40,321± SF. Exhibits 10± year actual age with 8± year effective age in average overall condition. Extras include a loading, dock, drive-thru window, covered walks, and canopies. Also includes a detached ATM kiosk structure. Site: 120,000± SF of striped asphalt paving, signage, etc. QeportedConsideration: $1,525,000 Data Source: Parcel #765-02309-000, Deed 2001-73670 ,pnarks: Slightly dated sale of a former grocery store located in the subject's immediate neighborhood. Purchased for conversion into a multiple practitioner medical clinic facility. IndicatedPtice: S37.82/Square Foot 50 .":1"tJA S .i '.!vt. \ 5 3 a'-• G}^'�'^ 3v`C. ♦ I'i< Y':: ♦ i�jY 't`iS)J ♦ r /♦ x ` eJy ol'. Xxia ♦nn Imo_ " �♦ a .T rl .: C (.per ' f ...a •' , f }t .f( r r • r 1 { /.J Ihr ♦ . \.- n+_. i f> \_•ijx aCY1fw . r. S ti a e4 .Y ._..z • ,.iti (1i .TS�1 +fi'i.'aV.'>ilYr ♦ .y J rY}f��'� � f Nx. r x r ( . / yY.^i '; X • ! -• hyJ�1IM�� f ' Ja Ate' �L :e♦� •_ 1 1' !) triT✓ / ` • �•YIYI '-—�T1•1 —..Y-p-4 h'l T'n\./ C Y. •• yl I.\�a�" I �• T y Zf.G "..4i .�.IY J, IJ ... Y V/ ll.I .JJI\..t\ `♦ / Vii.: A.I. dIL II ,J'Ir ) 1 ♦6• �Y♦-•t I ] l �. Y/i 3� V / r�l ; r♦\(• r'. ' n h •n.. .� t• V. 4� IMPROVED SALE #3 I. l vy'l jn- Grantor: Firebird Limited Partnership Grantee: RCR Holdings Ltd Partnership Dade of Sale: 10/25/02 Location: 685 Gray Drive, Springdale LegalDescnption: Part of the SW '/< of the NE ½, Section 31 -TI bN-R2)W Current Zoning: Heavy Commercial/Limited Industrial (I-1) Land Cluamctenstics: 5.83± Acres- Fully cleared urban tract with all utilities available. Level at road grade. Offers frontage along North side of Maple plus alley access along western boundary. Improvements: Structure: (1) One-story Average quality Class 'S' Steel & metal light production warehouse with 100,000± SF. Exhibits 22± year actual age and 18± year effective age in average condition. Site: 89,250± SF asphalt paving porte.4 Consideration S 1,945,000 Data Source: Parcel #815-28715-001 Remarks: Recent sale of a basic construction industrial metal building with minimal finished office space. Indicated Tdim- S 19.45/Square Foot 52 COMPARABLE #4 Grantor: Crane Grantee: Brown Date of Sale: 06/30/03 Location: 1201 North 8'h Street (Hwy 71B), Rogers Lega[Desc iption: Part of the NW '/4 of the SW '/,, Section 01-TI9N-R30W CurrentZon1ng: Industrial Park LantCharacteristics: 15.22± Acres- Level to gently rolling, cleared corner tract with all utilities available. Site sits at road grade of Highway with good visibility. Improvements: Sinuxw-e: (I) Single story Average quality modified Class 'C' Heavy manufacturing complex with 201,000± SF. Exhibits 35± year actual age with 25± year effective age in fair to average condition. Extras include covered entries, (10) loading docks, (4) overhead doors, 2 -ton overhead crane, etc. Site: 5,796± detached building, 19,594± SF • of striped asphalt parking, large amount of SB-2 parking, security fencing, signage, etc. JeeportetlConsideration: $2,500,000 Data Source: MLS #363559, Parcel #02-00785-000 Remarks: Recent sale of a large, mature, manufacturing facility in the city's industrial park along Highway 71B North. Minimal finished office space, but somewhat specialized production areas. Indicated Tric& S 12.44/Square Foot 53 COMPARABLE #5 Grantor: Falcon Enterprises, Inc. Grantee: Superior Industries Int'l. Date of Sale: 06/26/00 Location: 1501 Armstrong, Fayetteville Legal Description: Lot 40, Fayetteville Industrial Park' Current Zoning: General Industrial (1-2) LanIClydracterstics: 4.77± Acres- Level, cleared corner tract with all utilities available. Site sits at road grade with good visibility. Improvements: Structure: (1) Single story Average quality Class 'S' Light manufacturing building with 40,944± SF. Exhibits 10± year actual age with 8± year effective age in average condition. Minimal extras including covered entry and (2) loading docks, etc. Site: 23,096± SF of asphalt parking, signage, etc. Reported Consideration: S938,000 Data Source: Parcel #765-19978-000, Deed 2000-52 153 Remarks: Dated sale of a small steel and metal building in the subject's immediate neighborhood. Included as an example of prices paid for facilities in the City's Industrial park over the years. Located at the SW corner of 15`h Street (Hwy 16 Bypass) & Armstrong. IraCicatetiPrice: S22.91 /Square Foot 54 C ANALYSIS OF IMPROVED SALES & ESTIMATION OF VALUE The appraiser has researched and analyzed fnur comparable improved sales and has included these sales in this report. The appraiser feels that there is a sufficient amount of recent Market Data available to obtain a reliable value estimate of the subject property as improved. The following table summarizes the improved sales analyzed and included in this report: Sale # Date Saks Price Size $/Sgguare loot I 06/01 $1,525,000 40,321 SF $37.82 2 05/03 $2;300,000 78,554 SF $29.28 3 10/02 $1,945,000 100,000 SF $19.45 4 06/03 $2,500,000 201,000SF $12.44 5 06/00, $ 938,000 40,944 SF $22.91 Sale #1 is a slightly dated sale of a former grocery store purchased for conversion into a medical facility. It was included primarily due to its' similar conversion potential and location within the subject's immediate neighborhood. This comparable exhibits slightly superior overall construction quality with inferior extras. Sale #2 is a recent sale of a former Wal-Mart at 6 Street's intersection with Highway 540 Bypass. Wal-Mart had previously leased the largest portion of this structure before purchase. The building is divided into two commercial operations, with some of the retail floor now converted into office space. It exhibits slightly superior overall quality with inferior extras. Sale #3 is a basic quality metal building with a good amount of size located in Eastern Springdale- the city's primary industrial area. It is considered inferior in all aspects to the subject. Sale #3 is an older, larger heavy manufacturing complex in Rogers' primary industrial park. This comparable is closest to the subject regarding overall quality and industrial design, but is still considered inferior overall. Sale #4 was included as an example of prices paid for existing facilities in Fayetteville's Industrial park. This is a very basic industrial building with minimal extras on a small site, and is considered inferior in all aspects except for effective age. These improved sales indicate a per square foot value range between $12.44 and $37.82. This is quite a large range, but considered typical when considering important factors such as land and structure size, location/visibility, quality and condition, and extras. The low end of the range is a larger, older facility. The high end consists of a much smaller, superior quality building with superior conversion potential and stop light location at the intersection of two important highways. It is the opinion of the appraiser that the subject's value would fall in the middle section•of the stated value range, primarily due to its size, location, and amenities offered. See the following adjustment grid for a detailed adjustment process for each of the comparable sales analyzed and an indicated value for the subject property. Therefore, based upon the comparable sales recited in this report and analysis, and after adjustments are made for differences in date of sale, location, size, functional utility, physical characteristics, and other economic factors, it is the considered judgment of the appraiser that the Market Data Approach indicates a Market Value of the subject property as of September 3, 2004 to be: t 124,000 SQUARE FEET @ S22.50/SF = S2,790,000 SAY $2,800,000 55 COMPARABLE ADJUSTMENT GRID- #1-3 SALE #2 SALE 1851 East Huntsville 2515 East Huntsville 2222 West Sixth 685 Gray PRICE DATA PtJRC1iASE PRICE NA $ 1,525.000 $ 2,300,000 $ 1,945,000 FINANCING TERMS __ Cash to Seller Cash to Seiler Cash to Seller ustment $ $ - DATE OF SALE As of 09/03/04 Jun -01 May -03 Oct -02 Adjustment $ 152,500 $ 115.000 $ _ _ 116,700 ADJUSTED PRICE NA $ 1.677,500 $ 2,415.000 $ 2.061,700 LOCATIONMSIBILITY S. Fville. cane/A+ S. Fville, li ttt/Av + 61h Stree1.8 pass/A + Off 265/Aveage Adjustment $ - $ 120,000 $ 103.500 SITE/APPEAL 11.5& 1-2/Avg+ $ 7.58A, C-2/Avg+ - $ 8.46A, C-2/Good 250.000 5.83A 1-1/Aver age Adjustment _ _ $ 150.000 BUILDING SIZE (SF) 124,000 40,321 78,554 ' 100.000 Adjustment $ 836,790 $ 454,460 $ 240,000 OUALITY/DES8GN Ave age. /Average Good/Average- Good/Av e+ -10.0% Ava-e/Avnage 5.0% -10.0% Adjustment $ 167,750 $ 241,5001 $ 103,085 AGE/CONDITION 20 Effedr &Avaa 8 Effective/Aver e+ 20 EffectivetAva 18 Efftive/Aveage Adjustment $ 60,000 $ - $ BUILDING RELATED Docks,Systans.etc Inferior Inferior SightlyInferior Adjustment -------- - . $ 250,000 S 250,000 $ 125.000 SITE -RELATED ParldngXfra Building Inferior Inferior Inferior Adjustment Scales. tanks, etc $ 250.000 S 250,000 $ 250,000 NET ADJUSTMENT $ 1.149,361 $ 421_514 $ 1.071,585 INDICATED PRICE $ 2.826,861 $ 2.836.514 $ 3,133,285 56 Ci COMPARABLES ADJUS7'MEN7' CRUD- #4-5 SUBJECT SALE #4 SALE #5 1851 East Huntsville 1201 North Eighth 1501 Asmstrong PRICE DATA Pl1RC1-1ASE PRICE FINANCING TERMS NA $ 2,500,000 Cash to Sella $ 938.000 Cash to Seller _-_ _ Adjustment DATE OF SALE As d 09/03/04 $ 'S Jun -02 125,000 2,625,000 $ $ Jun -00 . 112,560 1,050,560 Adjustment _ ADJUSTED PRICE _ _ .___ NA LOCATIONMSIBILITY S. Rifle. caner/A+ 71BfAvaage+ 15th8Mmstr A + Adjustment $ - $ - SITE/APPEAL 11.5A, I -2/A + $ 15.22A, Ino/Avg+ -- 4.77A. 1-2/Average Adjustment -$ - 300.000 BUILDING SIZE 124,000 201,000 40.944 'ustment $ (770.000) $ 830,560 QUALITY/DESIGN Ava +/Ava Aver /Aver Ava Av _______________________________ 0.0% 5.0% Adjustment $ - $ 52,528 AGE/CONDITION 20 EffectiveJAver + 25 Effective/Fair-A 8 Effective/Aver Adjustment S 50.000 $ 60.000 BUILDING RELATED Docks, stems,etc $ SI' hl Inferior 100,000 S Mich Inferior 300,000 Adjustment __ SITE -RELATED Parld .Xtra Buildi Inferior Mich Inferior Adjustment Scales,tanks, etc $ 200,000 $ . 300.000 NET ADJUSTMENT $ 219.000 $ 1,764,032 INDICATED PRICE $ 2.406,000 $ 2,814.592 MEAN $2,803,450 SAY $2,800,000 57 I CORRELATION, ANALYSIS & CONCLUSION The Cost and Market Data appraisal approaches were used to estimate the market value of the subject property. Due to lack of sufficient market lease data for large industrial complexes, the Income Approach is considered not applicable to this assignment. The Market Data Approach was used to estimate the value of the subject as improved. Furthermore, Market Data Approach methodology was used to value the subject land as if vacant and available for development into its' Highest and Best Use. The Cost Approach was used to estimate the value of the subject property as currently improved. These approaches resulted in the following indicated values: The Cost Approach $2,860,000 The Market Data Approach $2,800,000 'I' he Income Approach Not Applicable It is the appraiser's opinion that an adequate amount of Market Data was available to obtain a reliable value estimate for the subject land as if vacant and available for development into its' Highest and Best use. A sufficient amount of sales activity has occurred in the general vicinity of the subject, with sales of varying zonings and potential use included to better bracket prices being paid in southern Fayetteville. These land sales are considered reliable and do indicate the prices being paid for land in the subject's area. The value estimate indicated by the Cost Approach is considered reliable. The appraiser has consulted with area contractors familiar with similar construction while also relying somewhat heavily on the Marshall and Swift Valuation Service. The cost estimates derived in this report are considered reliable under the best ability of the appraiser. A rather large amount of functional depreciation was taken to represent the subject's existing improvements not conforming to the appraiser's opinion of Highest and Best use. This approach best reflects the principal of substitution in the marketplace. Furthermore, the appraiser has researched and analyzed a variety of improved sales and included four of the more important ones in this report. Two comparables arc converted retail space, similar to the subject's original use before Tyson converted the property for industrial utilization. The other two sales are operating industrial complexes with inferior extras. The sales included and analyzed in this report represent prices currently paid for properties with similar use or potential uses. The two appraisal approaches resulted in value estimates within a very close range. Both value indications are considered reliable indicators of the subject value. The Market Data approach will be weighted most in arriving at a final value conclusion, with the result rounded to the nearest $10,000 increment. Therefore, based upon the data collected and analyzed within this report and the preceding discussion it is the considered opinion of this appraiser that the Market Value of the subject property as of September 3, 2004 is as follows: $2,800,000 CERTIFICATE OF APPRAISER I hereby certify, that to the best of my knowledge and belief, that the statements of fact contained in this report are true and correct; that the reported analysis, opinions, and conclusions are limited only by the reported assumptions and limiting conditions, and are my personal, unbiased professional analyses, opinions and conclusions; that I have no present or prospective interest in the property that is the subject oithis report, and I have no interest or bias with respect to the property that is the subject of this report or to the parties involved with this assignment; that my engagement in this assignment was not contingent upon developing or reporting predetermined results; that my compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result, or the occurrence of a subsequent event directly related to the intended use of this appraisal. I hereby certify, that my analyses, opinions, and conclusions were developed, and this report has been prepared in conformity with requirements of the code of Professional Ethics and the Standards of Professional practice of the National Association of Realtors; that the use of this report is subject to the requirements of the National Association of Realtors relating to review by its duly authorized representatives; that I have made a personal inspection of the property that is the subject of the report; that no one provided significant professional assistance to the person signing this report. The appraiser further certifies that the analyses, opinions and conclusions were developed, and this report was prepared in conformity with the Uniform Standards of Professional Appraisal Practice ("USPAP"), except that the Departure Provision of the USPAP does not apply. n the previous sections of this report, the appraiser has analyzed the relevant facts and applied the appropriate appraisal processes to the subject property. It is the considered opinion of this appraiser that the Market Value of the subject property as of September 3, 2004 is as follows: TWO MILLION EIGHT HUNDRED THOUSAND DOLLARS ($2,800,000) Respectfully submitted, amsM Vim• �� �� wane Mark F. Risk GAA State Certified General Appraiser #CG0202 Gregory E. Young State Certified Residential Appraiser #CR 1354 59 ADDENDUM ZONING CLASSIFICATION 161.21 District 1-2, General Industrial (A) Purpose. The General Industrial District is designed to provide areas for manufacturing and industrial activities which may give rise to substantial environment nuisances, which are objectionable to residential and business use. (B) Uses. (1) Permitted uses. Unit 1 City-wide uses by right Unit 6 Agriculture Unit 12 Offices, studios and related services Unit 20 Commercial recreation, large sites Unit 22 Manufacturing Unit 28 Center for collecting recyclable materials Unit 19 Commercial recreation, small sites Unit 28 Center for collecting recyclable materials (2) Conditional uses. Unit 2 City-wide uses by conditional use permit Unit 36 Wireless communications facilities (C) Density. None. (D) Bulk and area regulations. None. (E) Setback regulations. Front. when adjoining A or R distracts 100 ft. Front, when adjoining C. I or P districts 50 ft. Side, when adjoining A or R districts 50 ft. Side, when adjoining C. I or P districts 25 ft. Rear 25 ft. Unit 3 Pubic protection and utility facilities Unit 7 Animal husbandry Unit 18 Gasoline service stations 8 drive-in restaurants Unit 21 Warehousing and wholesale Unit 23 Heavy industrial Unit 2 City-wide uses by conditional use permit Unit 20 Commercial recreation, large sites Unit 36 Wireless communications facilities Unit 31 Facilities emitting odors & facilities handling explosives. (F) Height regulations. There shall be no maximum height limits in 1-2 Districts, provided, however, that any building which exceeds the height of 25 feet shall be setback from any boundary line of any residential district a distance of one foot for each foot of height in excess of 25 feet. (G) Building area. None. (Code 1965, App. A.. An. 5(IX): Ord. No. 2351, 6-21-77: Ord. No. 2516, 4-3-79; Ord. No, 1747. 6-29-70; Code 1991. §160.040: Ord. No. 3971, §15-21-96: Ord. No. 4100, §2 (Ex. A), 6-16-98: Ord. No. 4178, 8-31-99) 61 QUALIFICATIONS- MARK E. RISK Mark F. Risk, GAA Real Property Appraiser PRESIDENT TREC, INC. dha THE REAL ESTATE CONSULTANTS 1 1 S N. EAST AVE. / P.O. BOX 726 FAYI:'ITEVILLF,AR 72702 (501)442-0762 STATE STATE OF ARKANSAS - #CG -0202 CERTIFIED GENERAL APPRAISER LICENSED REA1. STATE OF ARKANSAS - Principal Broker #00005933 ESTATE BROKER EDUCATION UNIVERSITY OF ARKANSAS, .MBA 1979 UNIIVERSITY OF ARKANSAS, BSBA 1977 MAJOR: REAL ESTATE AND FINANCE AMERICAN INSTITUTE OF APPRAISERS COURSE IAI REAL ESTATE APPRAISAL PRINCIPLES COURSE IA2 BASIC VALUATION PROCEDURES COURSE 2-3 STANDARDS OF PROFESSIONAL PRACTICE CAPITALIZATION THEORY AND TECHNIQUES (U of A) MARSHALL & SWIFT BUILDING COST SEMINAR EASEMENT VALUATION - INTERNATIONAL RIGHT OF WAY ASSOC. ENVIRONMENTAL SITE ASSESMENT - LINCOLN GRADUATE CENTER HUD/PHA APPRAISER TRAINING SEMINAR — LITTLE ROCK HUD OFC. ASB INFORMATIONAL MEETING (Revisions to the USPAP) DALLAS, TX NATIONAL ASSOCIATION OF REALTORS USPAP UPDATE COURSE INSTRUCTORS TRAINING INSTITUTE. (ITT)- SAN ANTONIO, TX PROFESSIONAL NATIONAL ASSOCIATION OF REALTORS (NAR)—APPRAISALS MEMBERSHIPS ARKANSAS REALTOR'S ASSOCIATION METRO AREA 13OARD OF REALTORS ROGERS BOARD OF REALTORS PROFESSIONAL GENERAL ACCREDITED APPRAISER (GAA) - DESIGNATIONS NATIONAL ASSOCIATION OF REALTORS STATE BOARDS Appointed to the APPRAISER'S LICENSING AND CERTIFICATION BOARD by GOVERNOR BILL CLINTON in January 1992. Reappointed by Governor Jim Guy Tucker in 1994. Term Expired in January of 1997. 62 Mark F. Risk. Appraiser NATIONAL. NATIONAL ASSOCIATION OF REALTORS Appraisal Section COMMITTEES Subcommittee 1995-1998 Chair 1998 Appraisal Forum 1995 Appraisal Committee 1997-98 EXPERIENCE ACTIVELY APPRAISING REAL ESTATE IN NW ARKANSAS SINCE 1979 ASSOCIATED WIT11 JIM SULLIVAN (SULLIVAN AGENCY), 1979TO 1989 ASSOCIATED WITH TOM REED (REED AND ASSCIATES), 1981 TO 1985 EMPLOYED 13Y KEITH L. SCHULTZ ASSOCIATED APPRAISERS) 1980-81 TEACHING REAL ESTATE INSTRUCTOR AT THE UNIVERSITY OF ARKANSAS (1981 TO DATE) COURSES TAUGHT INCLUDE REAL ESTATE PRINCIPLES, APPRAISAL AND FINANC CONTINUING EDUCATION SEMINARS: BASIC STEPS TO RESIDENTIAL APPRAISAL, ENVORONMENTAL CONCERNS PUBLICAITONS "RECREATIONAL LAND VALUES ANI) TRENDS IN NORTHWEST ARKANSAS" ARKANSAS BUSINESS AND ECONOMIC REVIEW, VOL. 16, NO. I, 1983; PICKED UP FOR REPRINT 13Y TILE INTERNATIONAL ASSOCIATION OF ASSESSORS CLIENTS SERVED 'LENDING 66 FEDERAL CREDIT UNION INSTITUTIONS AMERICAN AIRLINES CREDIT UNION ARKANSAS NATIONAL BANK 13ANK OF ARKANSAS BANK OF 13ENTONVILLE BANK OF ELK INS BANK OF EUREKA SPRINGS 13ANK OF FAYETTEVILLE 13ANK OF LINCOLN BANK OF OKLAHOMA COMMERCE BANK OF BARRY COUNTY, MISSOURI COMMUNITY HANK COMMUNITY FIRST 13ANK FARMERS & MERCHANTS BANK OF PRAIRIE GROVE FIRST EUREKA SPRINGS 13ANK FIRST FEDERAL BANK FIRST FINANCIAL 13ANK FIRST NATIONAL BANK OF BERRYVILLE FIRST NATIONAL 13ANK OF SPRIN(iDAL.E FIRST NATIONAL. BANK OF ST. LOUIS MCILROY BANK ANI) TRUST NATIONS BANK NEW SOUTH FI•:DF.RAI. SAVINGS 13ANK 63 Mark E. Risk. Appraiser CLIENTS SERVED (Cont'd.) •LENDING SPRINGDALE BANK & TRUST INSTITUTIONS SUPERIOR FEDERAL BANK (Cont'd.) DARK FEDERAI. SAVINGS HANK *MORTGAGE. AMERIQUEST MORTGAGE COMPANIES ARVEST MORTGAGE COMPANY BROYLES MORTGAGE COMPANY FEDERAL NATIONAL MORTGAGE ASSOCIATION (FANNIE MAE) JAMES RIVER MORTGAGE COMPANY LOMAS & NETTLETON NOR WEST MORTGAGE PIIII HOME MORTGAGE PULASKI MORTGAGE COMPANY SOUTHERN MORTGAGE U.S. MORTGAGE DEVELOPERS AIMH DEVELOPMENT CORPORATION I3RITTNEY DEVELOPMENT CORPORATION LARRY CARTER DEVELOPMENT CORPORATION CASTLE DEVELOPMENT BAST AVENUE DEVELOPMENT, LLC DR. J.R. HAYS GORDON WILKINS RELOCATION ASSOCIATES RELOCATION COMPANIES BOATMEN'S GENREL COLDWELI. BANKER RELOCATION COMMONWEALTH RELOCATION SERVICES EQUITABLE RELOCATION MGMT. CORPORATION EXECUTIVE RELOCATION FORWARD MOBILITY HOME EQUITY CORPORATION PRUDENTIAL RELOCATION MANAGEMENT RE/MAX RELOCATION RELOCATION FUNDING CORPORATION RELOCATION RESOURCES WEICHERT RELOCATION MISCELLANEOUS ANHEUSER BUSCH 13ALL CORPORATION BELL INTERNATIONAL BUSCH SKIL COMPANY CARGILL CORPORATION CHURCH OF JESUS CHRIST OF LATTER DAY SAINTS CITY OF EUREKA SPRINGS CITY OF FAYETTEVILLE CITY OF SPRINGDALE Mark E. Risk. Appraiser CLIENTS SERVED (Cont'd.) MISCELLANEOUS COLGATE PALMOLIVE Cont'd CTS CORPORATION DEERE CREDIT SERVICES FEDERAL DEPOSIT INSURANCE CORP. (FDIC) FULI3RIG11T ENTERPRISES GATES RUBBER COMPANY GENERAL MOTORS KRAFT. INC. LOVE BOX COMPANY MO IC MICHELIN TIRE COMPANY PII IZER. INC. PROCTOR & GAMBLE RECORD DATA, INC. RESOLUTION TRUST CORPORATION ROADWAY EXPRESS SALVATION ARMY SIOUX TRANSPORTATION SOUTHWESTERN ELECTRIC POWER COMPANY (SWEPCO) STATE FARM INSURANCE COMPANY TRW TYSON FOODS, INC MANY OTII17R ATTORNEYS. DOCTORS, AND INDIVIDUALS COURT BENTON COUNTY CIRCUIT COURT TESTIMONY CARROLL COUNTY CIRCUIT COURT U.S. FEDERAL BANKRUPTCY COURT WASI I INGTON COUNTY CIRCUIT COURT GEOGRAPHIC NORTIIWIST ARKANSAS AREA SERVED WASHINGTON, I3ENTON, CARROLL & MADISON COUNTIES I& QUALIFICATIONS- GREGORY E. YOUNG GREGORY E. YOUNG Real Property Appraiser COMPANY: TREC, INC. dbaTHE REAL ESTATE CONSULTANTS 118 N. EAST AVE. / P.O. BOX 726 FAYETTI:VILLE, AR 72702 (501)442-0762 GEOGRAPHIC NORTHWEST ARKANSAS - AREA SERVED WASHINGTON, BENTON, CARROLL & MADISON COUNTIES STATE CERTIFIED STATE: O1: ARKANSAS - #CR1354 RESIDEN"I-IAI. APPRAISER: LICENSED REAI. ESTATE SALES AGENT: STATE OF ARKANSAS- SA00048170 EDUCATION: UNIVERSITY OF ARKANSAS, 13SBA 1994 MAJOR: REAL ESTATE AND FINANCE NATIONAL ASSOCIATION OF INDEPENDENT FEE APPRAISERS - COURSE 2.0 FINANCIAL ANALYSES OF INCOME PROPERTIES COURSE 5.0 PROFESSIONAL STANDARDS OF PRACTICE COURSE 16.0 UNDERSTANDING LEGAL DESCRIPTIONS COURSE 1.2 c DEFENDING & SUPPORTING APPRAISAL REPORTS REAL ESTATE EDUCATION CENTER - COURSE CE I 03-6-026 AGENCY AND DISCLOSURE COURSE CE I11 02-6-033 CONTRACT TO CLOSING PROCESS COURSE CE III 02-6-032 CONTRACT TO CLOSING PROCESS COURSE CE V 02-6-035 R.E. POLICIES & PROCEDURES COURSE CE 98 -13R -I R.E. CONTRACTS PROFESSIONAL, NATIONAL ASSOCIATION OF REALTORS (NAR) - APPRAISAL SECTION MEMBERSHIPS: ARKANSAS REALTOR'S ASSOCIATION METRO AREA BOARD OF REALTORS ROGERS BOARD OF REALTORS NAR COMMITTEES: Member- Public Relations Committee. 1997 66 Gregory E. Young EXPERIENCE: ACTIVELY APPRAISING REAL ESTATE IN NW ARKANSAS SINCE 1994 ASSOCIATED WITH MARK F. RISK (TIHE REAL ESTATE CONSULTANTS), 1994 TO PRESENT CLIENTS SERVED: LENDING INS777'UTIONS- 66 FEDERAL CREDIT UNION ARKANSAS NATIONAL BANK ARVEST BANKS BANK OF ARKANSAS 13ANK OF FLKINS BANK OF EUREKA SPRINGS BANK OF FAYETI'EVILLE 13ANK OF LINCOLN 13ANK OF SELIGMON 13ANK OF THE OZARKS BOATMAN'S COMMUNITY FIRST HANK FARMERS & MERCHANTS BANK OF PRAIRIE GROVE FIRST EUREKA SPRINGS BANK FIRST FEDERAL BANK FIRST FINANCIAL BANK FIRST NA I IONAL 13ANK OF SPRINGDALE FIRST STATE 13ANK OF HUNTSVILLE MCILROY BANK AND TRUST NATIONS BANK NEW SOUTH FEDERAL SAVINGS BANK SIMMONS FIRST BANK SPRINGDALE RANK & TRUST SUPERIOR FEDERAL BANK DARK FEDERAL CREDIT UNION UNITED FEDERAL SAVINGS 13ANK MORTGAGE COMPANIES- A -I MORTGAGE AMERICAN MORTGAGE AMERIQUEST MORTGAGE AR VEST MORTGAGE COMPANY ASSURANCE CAPITAL COLLATERAL MORTGAGE COMPANY JAMES RIVER MORTGAGE COMPANY LENDERS SERVICF INCORPORATED NOR WEST MORTGAGE 1'1111 HOME MORTGAGE PULASKI MORTGAGE SOUTHERN MORTGAGE VALUATION ADMINISTRATORS U.S. MORTGAGE C Gregory E. Young RELOCA'T'ION COMPANIES- CENDANT MOBILITY COLDWELL BANKER RELOCATION COMMONWEALTH RELOCATION SERVICES EXECUTIVE RELOCATION FORWARD MOBILITY NATIONAL RELOCATION PRUDENTIAL RELOCATION MANAGEMENT RE/MAX RELOCATION WIiICHERT RELOCATION GOVERNMENT' ENTITIES - CITY OF EUREKA SPRINGS CITY OF FAYETTEV ILLE CITY OF JOHNSON CITY OF SI'RINGDALE STATE OF ARKANSAS NATIONAL CORPORATIONS- AMERICAN AIRLINES BALL CORPORATION BELL INI-ERNAIIONAL COLGATE PALMOLIVE GATES RUBBER COMPANY MERRILI. LYNCH PIIIZER, INC. PROCTER & GAMBLE SOUTHWESTERN ELECTRIC POWER COMPANY (SWEPCO) STATE FARM INSURANCE COMPANY TYSON FOODS. INC. LOCAL ENTITIES- AREA AGENCY ON AGING 13S13 PROPERTIES CARR-MUNZER, INC. LISLE LAW FIRM MIDDLETON & REYNOLDS TRIAD LLC MANY OTII1:R ATTORNEYS, DOCTORS, AND INDIVIDUALS DEVELOPERS- AFFILIATED INVESTORS, INC. BROCKMAN,KEN CASTLE DEVELOPMENT 17AST AVENUE DEVELOPMENT, LLC. NOTTENKAMPER, BILL ODUM, RON STINCIICOMB, RON RIGGINS CONSTRUCTION & DEVELOPMENT 68 1 Gregory E. Young TRUSTS/FSTA'I'FS- IJI:IIL, JACK & WINONA HARGIS, JAMES HATFIELD ESTATE IIATHCOCK,PRESTON HENDRIX ESTATE STEARMAN, GARY STEWART,REMA WILSON, VERNON WYATT, SAMMIE MISCELLANEOUS- CENTRAL UNITED METHODIST CHURCH COVENANT WORD MINISTRIES FARMINGTON BAPTIST CHURCH SALVATION ARMY SPRINGDALE FAMILY WORSHIP CENTER UNIVERSAL UNITARIAN FELLOWSHIP OLYMPIA HOLDINGS, INC. FAYETTI,ILLE THE CITY OF FAVETTEVILLE, ARKANSAS DEPARTMENTAL CORRESPONDENCE TO: Fayetteville C y Council THROUGI I: Dan Cood Hugh Earnest, Chief Adminisira e Officer FROM: Chris Bosch, Fire Chief Frank Johnson, Captain �\ Stephen Davis, Finance trnal Services Directct�ME l DATE: July 26, 2004 Subject: Fire Station 3 and Fire Station 5 Implementation Proposal and Police Department, District Court, City Prosecutor Space Options Background Staff has presented Council with information concerning space needs of the Police Department, District Court and City Prosecutor's Office as well as information to address response times for the Fire stations serving the eastsidc of Fayetteville. City Council, Citizens, the Mayor and Staff have a number of policy concerns to address in the discussion of addressing the space needs and location(s) of the fire station(s) serving the eastside of Fayetteville. Partial listings of the policy discussions include the following: • How best to fund the deployment of Fire Station 3 and the relocation of Fire Station 5 • Ease of access for Citizens to Public Safety service providers. Fire Police District Court City Prosecutor • Facilitation of parking for Citizens and Staff. • Availability of space to provide these services to a growing population. Staff continues to work toward solutions that support: • Enhancing service delivery for Public Safety and Justice services • Cost effective use of public funds • Support for other City initiatives (Downtown Master Plan, Revitalize South Fayetteville Reputation as a Safe Community, dc). J:\ICxililiccJwI)cc Ccnlcr\1'olicy memo public safcty faciliiics_Juy 25.duc 'S Parking Considerations the City currently offices the central functions of Police Department, District Court and City Prosecutor in two connected buildings along Rock Street. Total stalling for all of the Police Department (excluding Animal Services), District Court and City Prosecutor is 178. Staff — 2004 Police Department (excludes Animal Services) 157.6 City Prosecutor's Office 100 District Court 10.5 Total Staff 178.1 Approximately 145 staff and 226 citizens use or are present in the Police, Court or Prosecutor's Office daily, between 7:30AM and 5PM. The remaining staff works the midnight to morning shift. Examples of annual citizen interaction and activity related to these Public Safety services include: Service Provided Citizens Served Annually Hot Checks Brought In Complaints Taken _ 6,600 675 Criminal Cases Adjudicated __' 15,500 7,500 Criminal Trial Setting _ Civil Trial Settings 1,900 Small Claims Cases 1,976 Bonds and Fines Collections Reports Distributed To Citizens 18,200 4,152 Total 56,503 Average Per Working Day 226 Existing parking and existing buildings are constrained. Citizens and staff must often search for parking, especially during morning District Court arraignments held every Monday, Wednesday and Friday as well as Court sessions scheduled Tuesday'and Thursday afternoons. Recent Past Efforts Staff has identified a need for additional space for the Police Department, District Court and City Prosecutor's Office. This need was originally identified in mid -to -late 2000. The first location to be discussed was City Hospital and the potential use of that facility for a combined Public Safety Justice Center. This option had to he abandoned when Staff discovered the land and building went back to the original landowners when the building ceases to be used for hospital purposes. Staff, during 2001, 2002 and 2003 explored various options for siting a new justice center with a preference for a downtown location. After numerous discussions and post 9/I 1, the Police Department identified a preference for a location on the 1-540 By -Pass either at Cato Springs exit or IIWY 112 exit. Relocation of Fire Station 2 was proposed to be added to the site at HWY 112 if suitable land could be obtained. The cost of the Joint Public Safety Complex was identified at $16,000,000 in 2003 excluding land cost. The City, through Congressman Boozman's office, submitted a proposal for federal funding of a facility that would provide facilities for a multi -jurisdictional public safety facility to be used in the event of a JM'xdiiicc\Jusiicc Ccnlc-V'olicy metno puhlic safety lanliies_July 25.doc disaster. Responses from both the Congressman's Office and our consultant, Van Scoyoc Associates, Inc, inform us the likelihood of federal funding is remote. The removal of federal funding from this project does not diminish the need. Current Status In April 2004, Tyson Company announced the closure of Mexican Original Plant located at 1851 East Iluntsville Road. The Mexican Original Plant location has all of the desired qualities of the other sites and offers the advantages of saving money by utilizing an existing structure. Staff also reviewed the Fire Deployment Report that identified a need for a new fire station near the intersection of HWY 265 and Huntsville Road. After determining that the Mexican Original Plant location could address these public safety needs, staff arranged a tour of the facility and conducted some preliminary discussions with Tyson representatives. Staff evaluated the facility and determined the property offered a viable, cost-effective option to meeting the space needs of the public safety and justice divisions. Staff next proposed and received approval to enter negotiations with Tyson Company for the purchase of the facility for use by the public safety departments and divisions. During Council consideration of the request, policy implications were discussed. Listings of some of the items discussed were: • Should the City develop a combined Public Safety Complex that includes Fire Administration, Fire Prevention and Fire Training in the same facility with the Police Department, District Court and City Prosecutor's Office? Is it feasible to place this facility near the Square? • How long would this facility take to implement and how long it is expected to serve the City needs? • How can the City pay the cost? • Where does the construction of Fire Station 3 and relocating Fire Station 5 and providing additional space for the Police Department, District Court and City Prosecutor's Office rank in the City's overall priority list? The policy discussion of these issues is a discussion that is left to City Council, the Mayor, and Citizens. Staff can provide supporting information as needed to assist in having an informed discussion. The listing below is a compilation of some of the factors that need to he included in any discussion concerning location of these critical services: • The need for Fire and Police to better coordinate responses to public safety issues; The need to minimize the construction of duplicate facilities for training, youth services, investigations and evidence control and security; • Possibility to expand facilities past the 20 -year space needs prediction, 3 J:Wac,IilicsUuslkc CenleAPolloy memo public safety rxililec_Juty 25.duc • Ability to provide case of access for citizens to the facility for the entire life of the facility, and • The ability for the facility to adjust to meet future citizen service demands and delivery of public safety services. Staff is proposing the City purchase the Mexican Original facility as the preferred option to address the long-term space needs for our public safety departments, District Court and City Prosecutor. The location and facility provides the potential to address all of the items mentioned above. If the Council should choose not to re -locate the Fire Administration, Police Department, District Court and Prosecutor's Office to the Mexican Original location the Staff recommendation to purchase the facility and use a portion of the building for Fire Station 3 remains. This recommendation is made because locating Fire Station 3 in the Mexican Original location is potentially less costly than building a stand-alone facility. After the fire station is constructed, utilizing Mexican Original, the City would have approximately 119,000 square feet of enclosed space plus over 9 acres to address future municipal needs if the Public Safety Complex were to be located elsewhere. The table below provides aside -by -side cost comparison of constructing Fire Station 3 utilizing a portion of Mexican Original and constructing Fire Station 3 on other property. Description Mexican Original Alternate Location Building Purchase $1,100,000 Not applicable Land Purchase (assumes +/- $100,000 per acre) Included above $230,000 Renovation Cost $109/square foot) $842,000 Not applicable Construction Cost Not applicable _ $1,620,000 Intersection Improvement Right of Way Cost Included in above $100,000 Subtotal $1,942,000 $1,950,000 $1,850,000 Fire Station 5 includin land $1,850,000 Total $3,792,000 $3,80!,000 The construction cost for Fire Station 5 is based on the bids'received for Fire Station Seven adjusted to reflect anticipated construction cost in 2005/2006. Land is currently being identified for Fire Station 5. The bids for Fire Station 7 were opened in January 2004; the earliest the bid for Fire Station 5 can be opened is June 2005. Purchase, Renovation and/or Construction Funding Staff is proposing to fund the purchase of Mexican Original for an amount not -to -exceed of $1.1 million with existing revenue as listed in the table below: Sale of the Library Annex $ 551 000 Appropriation for the Justice Center Complex 100,000 Re -allocation of existing facility maintenance bud get 150,000 Additional interest income _ Total _299,000 $1,100,000 1:\Facalli&JusIicc CenterWPolicy me nofuhlic safety txititec_July 25.tkc The money from the safe of the Library Annex will flow from General Fund to Sales Tax Capital Improvement Fund and he used along with other funds that are in the Sales Tax Capital Fund for this proposal. Funding of renovations to transform a portion of Mexican Original into Fire Station 3 and construct a new Fire Station 5 can be obtained by issuing Amendment 78 Bonds using existing county sales tax revenues used from the soon to be retired Arts Center bond issue and sales tax revenue that is from the State sales tax expansion enacted this past Special Legislative session. The combination of these sales tax revenues currently generate approximately $621,000 annually and will support a bond issue between $2.8 and $3.0 million that would he paid off in 5 years. If the city chooses to fund the fire stations with this type of financing the City will need to address the space needs for District Court. With the changes in the state district court system, Fayetteville District Court will likely he expected to expand services. The Arkansas Supreme Court through its Administration of Justice Office moved numerous district courts, state-wide, from a part-time court to a full-time court over the past two years. More courts can he expected to move full-time in the next few years. When this occurs for Fayetteville it will translate into the requirement for more space and more staff. The Roth and Sheppard report published in 1992 predicted District Court would need 4,456 square feet ofspace in 2002 — the District Court current occupies 2,848. In order to provide the space the District court needs now the City would need to provide approximately 4,500 square feet. Additional space, beyond 4,500 square feet, may be required when the Court becomes a full-time District Court. The City may also have to allocate additional space for Small Claims Court. Staff proposes that a permanent solution be implemented that addresses the immediate need for additional fire stations and addresses the space needs for a justice center and public safety complex. CC: Rudy Moore, District Judge Kit Williams, City Attorney Sondra Smith, City Clerk Tim Conklin, Community Planning and Engineering Services 5 J:Wacilitia\Juslice CkmerTolicy memo public safety fxitilas July 25 doe From: Clarice Pearman To: Davis, Steve Subject: Res. 183-04 Steve, I just doing some followup on some the items need. Please let me know something about the Tyson Real Estate Donation Agreement & Real Estate Purchase Agreement. I have a note that I talked to you Nov. 16, 2004 that says we were getting new agreements. Please let me know when I might expect agreements so I can get this closed out for 2004 and continue processing this resolution. Thanks. Clarice FAYETTEVI PLE THE CITY OF FAYETTEVILLE. ARKANSAS Krr WILLIAMS, CITY ATTORNEY DAVID WHITAKER, ASST. CrrY ATTORNEY DEPARTMENTAL CORRESPONDENCE L1 TO: Dan Coody, Mayor THRU: Stephen Davis, Finance/Internal Svs. Director FROM: Kit Williams, City Attorney R( DATE: January 11, 2005 RE: Contract Review Attached are the two "final" versions of the Real Estate Purchase Agreement and Real Estate Donation Agreement with Tyson Foods. I believe these incorporate the terms the City. Council and your administration requested before you could sign these agreements. Please read the contracts to ensure they meet with your final approval before signing them. The major discussions centered around paragraphs 10 and II of the Donation Agreement and 11 and 12 of the Purchase Agreement. I'S REAL ESTATE DONATION AGREEMENT THIS REAL ESTATE DONATION AGREEMENT (the "Agreement"), made and entered into this day of January, 2005 by and between Tyson Foods, Inc., a Delaware corporation (hereinafter called "Tyson Foods"), and The City of Fayetteville, an Arkansas Municipal corporation (hereinafter referred to as "Fayetteville"). This Agreement shall become effective on the date of the full execution by both parties hereto ("Effective Date"). WITNESSETH: WHEREAS, Tyson Foods is the owner of certain real property located in Washington County, Arkansas; and WHEREAS, subject to the terms and conditions set forth herein, Fayetteville desires to accept said property from Tyson Foods and Tyson Foods desires to convey said property to Fayetteville; NOW, THEREFORE, in consideration of the premises recited, of the covenants, agreements and provisions of this Agreement, the parties hereby agree as follows: Agreement to Convey. Tyson Foods hereby agrees to convey to Fayetteville, and Fayetteville hereby agrees to accept the donation from Tyson Foods, upon the terms and conditions hereinafter set forth, the lands situated in Washington County, Arkansas, more particularly described on Exhibit "A" attached hereto, together with all improvements thereon, and all rights, privileges and appurtenances pertaining thereto, but subject to any matter disclosed herein, all recorded or restrictions, easements, and other matters of record. All property conveyed pursuant to this Agreement is hereinafter referred to as the "Property." 2. losin . (a) Time and Place. Subject to the terms and conditions set forth in this Agreement, closing for the donation of the Property shall take place at a time and place as is mutually agreed to by Tyson Foods and Fayetteville; provided, however that if any of the conditions to Closing set forth in this Agreement have not been satisfied or waived by the party entitled to the benefit of such condition, the Closing will take place on the third business day after such condition has been satisfied or waived, but in no event shall the closing occur later than February 28, 2005. The time at which such closing occurs shall hereinafter be referred to as the "Closing" and the date on which the Closing occurs shall hereinafter be referred to as the "Closing Date." 3. Conditions Precedent to Closing. Fayetteville represents and Tyson Foods hereby acknowledges that Fayetteville intends to use the Property for municipal purposes ("Intended Use'). Therefore, the donation contemplated by this Agreement is subject to the following conditions precedent: (a) If the Survey provided for in Section 9 of this Agreement discloses any condition which renders the Property unusable for the Intended Use (as determined in Fayetteville's reasonable discretion), then Fayetteville may rescind this Agreement, provided, however, that Fayetteville has exercised such rescission right by giving Tyson Foods written notice with evidence of such condition no later than February 15, 2005. (b) If the results of the analyses, inspections, test borings, or studies pursuant to this Agreement, disclose that the physical condition of the Property, including the existence of hazardous wastes and toxic substances, will prevent Fayetteville from reasonably developing the Property for Fayetteville's intended use, then Fayetteville or Tyson Foods may rescind this Agreement; provided however, that Fayetteville or Tyson Foods has notified the other party in writing with evidence of such unacceptable condition within fifteen (15) days after Fayetteville or Tyson Foods receives the results of such analyses, inspections, borings, or engineering studies, but not later than February 15, 2005. (c) Fayetteville completing its purchase of that certain building adjacent to the Property (commonly know as the old Mexican Original Processing Plant located at the southeast comer of Highway 16 and Happy Hollow Road, Fayetteville, AR). If such purchase is not completed by Fayetteville on or before February 28, 2005, or the purchase is otherwise terminated, then Tyson Foods may rescind this Agreement with there being no further obligations to Fayetteville. 4. Representations and Warranties of Tyson Foods. Tyson Foods hereby represents and warrants to Fayetteville, now and at Closing, as follows: (a) Authority; Enforceability. No authorizations or approvals, whether of governmental bodies, creditors, or otherwise, arc necessary to enable Tyson Foods to enter into and perform the conveyance contemplated herein with respect to the donation of the Property. This Agreement has been duly and validly executed and delivered by Tyson Foods, is a valid and legally -binding agreement of Tyson Foods, and, assuming due acceptance and execution thereof by Fayetteville, is enforceable against Tyson Foods in accordance with its terms; and 2 (b) Title to Property. Tyson Foods has good and marketable title to, and is in possession of, the Property free and clear of all security interests, including any conditional sale or other title retention agreements, mortgages, pledges, assessments, or defects in title that would render the title to the Property uninsurable or unmarketable, except for current ad valorem taxes, matters of public record and minor encroachments or matters not material to the use or occupation thereof. Neither the whole nor any portion of the Property has been condemned, requisitioned or otherwise taken by any public authority, and no notice of any such condemnation, requisition or taking has been received by Tyson Foods. To the knowledge of Tyson Foods, no such condemnation, requisition or taking is threatened or contemplated. (c) Disclaimer. TYSON FOODS MAKES NO REPRESENTATION OR WARRANTY (EXCEPT AS TO THE WARRANTY OF TITLE CONTAINED IN THE DEED) CONCERNING THE VALUE OF THE PROPERTY, THE CONDITION OF ANY IMPROVEMENTS LOCATED UPON THE PROPERTY, THE SUITABILITY OF THE PROPERTY FOR A PARTICULAR PURPOSE, THE GEOLOGICAL CONDITION OF THE PROPERTY, THE MERCHANTABILITY OF THE PROPERTY, OR ITS FITNESS FOR A PARTICULAR PURPOSE. THIS SECTION SHALL SURVIVE THE CLOSING OR EARLIER TERMINATION OF THE AGREEMENT. (d) Advice of Attorney. Tyson Foods has been advised by its legal counsel who is primarily responsible for the drafting of this agreement. 5. Representations and Warranties of Fayetteville. Fayetteville hereby represents and warrants to Tyson Foods, now and at Closing, as follows: (a) Authority: Enforceability. This Agreement has been legally approved by the Fayetteville City Council. No other authorizations or approvals, creditors, or otherwise, are necessary to enable Fayetteville to enter into and perform the transactions contemplated herein with respect to the conveyance of the Property. This Agreement has been duly and validly executed and delivered by Fayetteville and is a valid and legally -binding agreement of Fayetteville. (b) Advice of Attorney. Fayetteville has been advised by the City Attorney concerning this Agreement. 6. Covenants of the Parties. Each party to this Agreement shall use its reasonable efforts to cause conditions to their obligations herein set forth to be satisfied prior to the date of 3 Closing. Each of the parties hereto agrees to execute and deliver any and all further agreements, documents or instruments reasonably necessary to effectuate this Agreement and the transactions referred to herein or contemplated hereby or reasonably requested by the other party to perfect or evidence their rights hereunder. Assuming the timely satisfaction, or the waiver, of the conditions precedent to Closing set forth herein, all parties shall use their reasonable efforts to effect and complete the transactions contemplated by this Agreement as promptly as practicable. Each party shall promptly notify the other party of any information delivered to or obtained by such party which would prevent the consummation of the transactions contemplated by this Agreement, or would indicate a breach by the other party of the representations, warranties and covenants of either party to this Agreement. 7. Title Insurance and other Closing Costs. Tyson Foods shall obtain at the Tyson Foods's expense either a certificate of title to, or a policy insuring fee simple title to the Real Property in favor of Fayetteville, from a Title Company/Escrow Agent of Tyson Food's choice ("Escrow Agent"). Fayetteville shall have five (5) business days following receipt of said title insurance commitment in which to notify Tyson Foods in writing of any exceptions to which Fayetteville objects, other than those set forth in Section 4(b) of this Agreement. Tyson Foods may elect, in Tyson Food's sole discretion, to cure those exceptions which can be cured by the payment of money, and Tyson Foods shall have fifteen (15) days in which to cure any remaining exceptions. In the event Tyson Foods elects not to cure all such exceptions within such fifteen (15) day period, Fayetteville may by notice in writing given to Tyson Foods within ten (10) days after such election not to cure, either waive its objections to the exceptions which Tyson Foods has elected not to cure, whereupon the parties shall proceed with the Closing in accordance herewith, or terminate this Agreement, and Tyson Foods will refund Fayetteville the Earnest Money. Fayetteville and Tyson Foods hereby agree that all closing costs not expressly addressed herein shall be paid by the party typically responsible for such costs pursuant to local custom of the county where the Property is situated. 8. Deed. Prior to Closing, Tyson Foods shall deliver to Escrow Agent a special warranty deed ("Deed") conveying insurable title to the Property, subject to permitted exceptions and incorporating the covenants, conditions, and restrictions set forth in Section 16 of this Agreement ("Deed Restrictions"). At Closing, Escrow Agent shall record the Deed and other recordable documents as may be delivered in connection with the Closing. It is further 2 understood and agreed that the Deed Restrictions shall be inserted by Fayetteville under this Agreement in every deed or ground lease to be delivered by it conveying lots, plots, or other portions of the Property or any interest therein and that such insertions of such Deed Restrictions in such deed or ground lease shall be deemed a covenant of this Agreement. This section shall survive closing 9. Survey. Fayetteville, at Fayetteville's sole responsibility and expense, shall obtain a current survey of the Property made and prepared by a registered/licensed surveyor ("Survey') no later than thirty (30) days after full execution of this agreement. Within five (5) days after receipt, Fayetteville shall furnish a copy of the Survey to both Tyson Foods and the Title Company. The legal descriptions provided by the Survey shall be the descriptions used in the deed conveying the Property to and in the title insurance policy. 10. Right of Entry. (a) At any reasonable time prior to the closing, the City of Fayetteville at its sole cost, responsibility and risk shall be authorized to send its authorized environmental consultant, Environmental Enterprise Group, Inc. onto Tyson Foods' Property for any site analysis, test borings, and engineering studies necessary for a Phase 11 Environmental Study following advance notice to Tyson Foods. Fayetteville shall ensure that Environmental Enterprise Group, Inc. cooperates with Tyson Foods' environmental group while conducting environmental studies on the Property. (b) The Phase II Environmental Study shall be simultaneously provided to Tyson Foods upon its completion and submission to the City of Fayetteville. 11. Hazardous Materials. Tyson Foods shall be responsible for any required removal or abatement of any Hazardous Materials (as defined below) now existing on the Property if found by the Phase II Environmental Study on the entire purchased and donated site. The City of Fayetteville will pay the cost of the Phase II Environmental Study. The City of Fayetteville shall rely upon the Phase II environmental Study and not hold Tyson Foods liable or responsible for any Hazardous Materials not discovered by the Phase II Environmental Study. For purposes of"Hazardous Materials", the City of Fayetteville agrees to accept the property "as is", and hereby waives and releases any causes of action or claims that it might have against Tyson Foods relating to the condition of the Property for matters not disclosed in the Phase II Environmental Study. The term "Hazardous Materials" means any substance (a) the presence of which requires reporting, investigations, or remediation under any current federal, state, or local 5 statute, regulation or ordinance or (b) which are currently defined as hazardous substances, toxic substances, regulated substances, pollutants, or contaminants under any current federal, state, or local statute, regulation, or ordinance, including hydrocarbons and asbestos. This section shall survive the closing or earlier termination of this Agreement. Notwithstanding anything to the contrary that may be contained in this Agreement, in the event that the Phase II Environmental Study discloses the existence of any Hazardous Materials on the Property, then either Tyson Foods or Fayetteville may terminate this Agreement upon fifteen (15) days written notice to the other party after receiving such results, whereupon all deposit monies, and the out of pocket expenses incurred by Fayetteville in conducting the Phase II Environmental Study shall be refunded to Fayetteville. 12. Taxes and Assessments. Tyson Foods shall, prior to Closing, have paid all property taxes and assessments levied or extended in the future on the Property for 2004 and prior years and such taxes and assessments for 2005, shall be prorated between the parties as of the Closing Date. 13. Real Property Transfer Tax. Any real property or other transfer tax imposed by the State of Arkansas in connection with the transactions contemplated hereby shall be paid by the party required to pay such tax or taxes by the laws of the State of Arkansas, or otherwise pursuant to local custom. 14. Broker's Commission. Each of the parties hereto represents to the other that there are no real estate broker's commissions due or payable on account of this Agreement or as a result of the sale of the Property to Fayetteville pursuant hereto. 15. Termination. (a) This Agreement may be terminated at any time prior to the Closing: (i) by mutual consent of Tyson Foods and Fayetteville; or (ii) by Fayetteville pursuant to Section 7 hereof; or (iii) due to a material default by either party of the Agreement which goes uncured for ten (10) business days after notice. (b) In the event of termination of this Agreement by Tyson Foods or Fayetteville as provided above, this Agreement will forthwith become void. 16. Deed Restrictions. With respect to Deed 'Restrictions to be placed on the Property, Tyson Foods and Fayetteville hereby agree to the following: (a) Fayetteville covenants that the Property shall not be used for or in support of the commercial manufacturing of food products. (b) This covenant, condition, and restriction shall remain in effect for a period of Twenty (20) years. The aforesaid covenant, condition, and restriction shall run with and bind the Property, and shall bind Fayetteville, or its successors or assigns, and shall inure to the benefit of and be enforceable by Tyson Foods, or an affiliated company, or its successors and assigns, by any appropriate proceedings at law or in equity to prevent such violations of such covenants, conditions, and restrictions and/or to recover damages for such violations. 17. Miscellaneous. (a) Governing Law. This Agreement shall be governed by, and construed under, the laws of the State of Arkansas, all rights and remedies being governed by said laws. Jurisdiction shall be the Washington County Circuit Court. (b) Assignment. This Agreement shall apply to, and shall be binding in all respects upon, and shall inure to the benefit of, the respective successors, assigns and legal representatives of the parties hereto; provided, however, that this Agreement may not be assigned, in whole or in part, by any party without first obtaining the written consent of the other party. (c) Waiver. No waiver of any term, provision or condition of this Agreement in any one or more instances, shall be deemed to be or be construed as a further or continuing waiver of any such term, provision or condition or as a waiver of any other term, provision or condition of this Agreement. The rights or remedies set forth herein are in addition to any rights or remedies which may be granted by law or equity. (d) Entire Agreement and Modification. This Agreement is intended by the parties hereto as a final expression of their agreement with respect to the subject matter hereof and is intended as a complete and exclusive statement of the terms and conditions of this Agreement. This Agreement may not be modified, rescinded or terminated orally, and no modification, rescission, termination or attempted waiver of any of the terms, provisions or conditions hereof (including this subsection) shall be valid unless in writing and signed by the party against whom the same is sought to be enforced. The City Council must approve any change recommended by the City of Fayetteville before it can be effective. 7 (e) Section Headings. The headings of sections contained in this Agreement are provided for convenience only. They form no part of this Agreement and shall not affect its construction or interpretation. All references to sections or subsections refer to the corresponding sections and subsections of this Agreement. All words used herein shall be construed to be of such gender or number as the circumstances require. This "Agreement" shall mean this Agreement as a whole and as the same may, from time to time hereafter, be amended, supplemented or modified. The words "herein," "hereby," "hereof," "hereinabove"and "hereinbelow," and words of similar import, refer to this Agreement as a whole and not to any particular section, subsection, paragraph, clause or other subdivision hereof, unless otherwise specifically noted. (f) Time of Essence. With respect to all time periods and duties set forth in this Agreement, time is of the essence. (g) Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original copy of this Agreement and all of which, when taken together, shall be deemed to be but one and the same Agreement. . IN WITNESS WHEREOF, Tyson Foods and Fayetteville have caused this Agreement to be duly executed as of the date first above written. ATTEST: t ATTEST: Title: CITY OF FA a Muni Mayor VILLE, ARKANSAS TYSON FOODS, INC. a Delaware Corporation By: Title: EXHIBIT "A" PROPERTY DESCRIPTION ***NOTE: (An updated legal description will be inserted here upon completion of the Survey as specified in section 9 of this Agreement)*** It is the intent of this Agreement to convey title only to Tyson Food's land surrounding the building commonly known as the old Mexican Original Processing Plant located at the southeast comer of Highway 16 and Happy Hollow Road Fayetteville, AR, all of which is situated within a portion of the following described parcel: Part of the Northeast Quarter (NE'/.) of the Northwest Quarter(NW'/.) of Section 23, Township 16 North of Range 30 West of Fifth (5'") Principal Meridian, Washington County, Arkansas, more particularly described as follows, to -wit: Beginning at a point on the cast right of way of Highway 16 by-pass which is 10.00 feet East and North 00° 25' 00" East 200.00 feet from the SW corner of said NE'/. of NW'/. of Section 23, T -16-N, R- 30 -W; thence along said right of way N 00° 25' 00" E 738.00 feet, thence N 69° 30' 00" E 114.00 feet to the intersection of the southerly right of way of Highway 16, thence along said right of way S 67° 54' 59" E 87.83 feet, thence S 70° 00' 00" E 233.00 feat, thence S75° 31' 47" E 244.56 feet to the intersection of the West right of way of Ray Avenue, thence along said right of way S 01° 42' 54" W 294.69 feet, thence S 01° 00' 10" E 330.27 feet, thence leaving said right of way West 150.00 feet, thence South 179.30 feet to an existing fence line, thence along said fence line West 257.70 feet, thence leaving said fence line N 00° 25' 00" E 200.00 feet, thence West 240.00 feet to the Point of Beginning, containing 11.50 acres, more or less, subject to right of way and easements of record. 9 REAL ESTATE PURCHASE AGREEMENT THIS REAL ESTATE PURCHASE AGREEMENT (the "Agreement"), made and entered into this _ day of January, 2005 by and between Tyson Foods, Inc., a Delaware corporation (hereinafter called "Tyson Foods"), and The City of Fayetteville, an Arkansas Municipal corporation (hereinafter referred to as "Fayetteville"). This Agreement shall become effective on the date of the full execution by both parties hereto ("Effective Date"). WITNESSETH: WHEREAS, Tyson Foods is the owner of certain real property located in Washington County, Arkansas; and WHEREAS, subject to the terms and conditions set forth herein, Fayetteville desires to purchase said property from Tyson Foods and Tyson Foods desires to sell said property to Fayetteville; NOW, THEREFORE, in consideration of the premises recited, of the covenants, agreements and provisions of this Agreement, and of other good and valuable consideration, the receipt and sufficiency of which the parties hereby acknowledge, the parties hereby agree as follows: I. Agreement to Sell and Buy. .Tyson Foods hereby agrees to sell to Fayetteville, and Fayetteville hereby agrees to purchase from Tyson Foods, for the consideration and upon the terms and conditions hereinafter set forth, the lands situated in Washington County, Arkansas, more particularly described on Exhibit "A" attached hereto, together with all improvements thereon, and all rights, privileges and appurtenances pertaining thereto, but subject to any matter disclosed herein, all recorded or restrictions, easements, and other matters of record. All property sold pursuant to this Agreement is hereinafter referred to as the "Property." 2. Price and Terms of Payment. As the purchase price for the Property, Fayetteville agrees to pay and Tyson Foods agrees to accept, a total purchase price of ONE MILLION ONE HUNDRED THOUSAND AND NO/100 DOLLARS ($1,100,000.00) (the 'Purchase Price') as adjusted pursuant to the terms of this Agreement. Within ten (10) days after Fayetteville's receipt of a fully -executed copy of this Agreement, Fayetteville shall tender to Tyson Foods (or Tyson Foods's representative), the sum of ELEVEN THOUSAND AND NO/100 DOLLARS ($11,000.00) (the "Earnest Money" or "Deposit") as earnest money in connection with the above - described transaction. 3. Closing. (a) Time and Place. Subject to the terms and conditions set forth in this Agreement, closing and settlement for the sale and purchase of the Property shall take place at a time and place as is mutually agreed to by Tyson Foods and Fayetteville; provided, however that if any of the conditions to Closing set forth in this Agreement have not been satisfied or waived by the party entitled to the benefit of such condition, the Closing will take place on the third business day after such condition has been satisfied or waived, but in no event shall the closing occur later than February 28, 2005. The time at which such closing and settlement occurs shall hereinafter be referred to as the "Closing" and the date on which the Closing occurs shall hereinafter be referred to as the "Closing Date." (b) Payment of the Purchase Price. The Purchase Price shall be paid by Fayetteville to Tyson Foods at the Closing, and Fayetteville shall deliver to Tyson Foods cash in the form of a cashier's check or wire transfer in an amount equal to the Purchase Price, less the Earnest Money and adjusted by any prorations or other amounts described herein. 4. Conditions Precedent to Closing. Fayetteville represents and Tyson Foods hereby acknowledges that Fayetteville intends to use the Property for municipal purposes ("Intended Use"). Therefore, the purchase contemplated by this Agreement is subject to the following conditions precedent: (a) If the Survey provided for in Section 10 discloses any condition which renders the Property unusable for the Intended Use (as determined in Fayetteville's reasonable discretion), then Fayetteville may rescind this Agreement and the Deposit will be refunded to Fayetteville, provided, however, that Fayetteville has exercised such rescission right by giving Tyson Foods written notice with evidence of such condition no later than February 15, 2005. (b) If the results of the analyses, inspections, test borings, or studies pursuant to this Agreement, disclose that the physical condition of the Property, including the existence of hazardous wastes and toxic substances, will prevent Fayetteville from reasonably developing the 2 Property for Fayetteville's intended use, then Fayetteville or Tyson Foods may rescind this Agreement, whereupon the Deposit will be refunded to Fayetteville; provided however, that Fayetteville or Tyson Foods has notified the other party in writing, with evidence of such unacceptable condition, within fifteen (15) days after Fayetteville or Tyson Foods receives the results of such analyses, inspections, borings, or engineering studies, but not later than February 15, 2005. (c) Fayetteville and Tyson Foods should reach a mutual agreement as to naming a defined space of the Property. Fayetteville and Tyson Foods covenant to act in good faith to reach such an agreement. If such agreement cannot be reached, then Tyson Foods may rescind this Agreement, whereupon the Deposit will be iefunded to Fayetteville. 5. Representations and Warranties of Tyson Foods. Tyson Foods hereby represents and warrants to Fayetteville, now and at Closing, as follows: (a) Authority: Enforceability. No authorizations or approvals, whether of governmental bodies, creditors, or otherwise, are necessary to enable Tyson Foods to enter into and perform the transactions contemplated herein with respect to the purchase of the Property. This Agreement has been duly and validly executed and delivered by Tyson Foods, is a valid and legally -binding agreement of Tyson Foods, and, assuming due acceptance and execution thereof by Fayetteville, is enforceable against Tyson Foods in accordance with its terms, except as limited by bankruptcy and insolvency laws and by other laws affecting the rights of creditors generally, and (b) Title to Property. Tyson Foods has good and marketable title to, and is in possession of, the Property free and clear of all security interests, including any conditional sale or other title retention agreements, mortgages, pledges, assessments, or defects in title that would render the title to the Property uninsurable or unmarketable, except for current ad valorem taxes, matters of public record and minor encroachments or matters not material to the use or occupation thereof. Tyson Foods has not granted any options to purchase or otherwise acquire all or. any part of the Property. Neither the whole nor any portion of the Property has been condemned, requisitioned or otherwise taken by any public authority, and no notice of any such condemnation, requisition or taking has been received by Tyson Foods. To the knowledge of Tyson Foods, no such condemnation, requisition or taking is threatened or contemplated. 3 (c) Disclaimer. TYSON FOODS MAKES NO REPRESENTATION OR WARRANTY (EXCEPT AS TO THE WARRANTY OF TITLE CONTAINED IN THE DEED) CONCERNING THE VALUE OF THE PROPERTY, THE CONDITION OF ANY IMPROVEMENTS LOCATED UPON THE PROPERTY, THE SUITABILITY OF THE PROPERTY FOR A PARTICULAR PURPOSE, THE GEOLOGICAL CONDITION OF THE PROPERTY, THE MERCHANTABILITY OF THE PROPERTY, OR ITS FITNESS FOR A PARTICULAR PURPOSE. THIS SECTION SHALL SURVIVE THE CLOSING OR EARLIER TERMINATION OF TILE AGREEMENT. (d) Advice of Attorney. Tyson Foods has been advised by its legal counsel who is primarily responsible for the drafting of this agreement. 6. Representations and Warranties of Fayetteville. Fayetteville hereby represents and warrants to Tyson Foods, now and at Closing, as follows: (a) Authority: Enforceability. This Agreement has been approved by the Fayetteville City Council. No other authorizations or approvals, creditors, or otherwise, are necessary to enable Fayetteville to enter into and perform the transactions contemplated herein with respect to the purchase of the Property. This Agreement has been duly and validly executed and delivered by Fayetteville and is a valid and legally -binding agreement of Fayetteville. (b) Advice of Attorney. Fayetteville has been advised by the City Attorney concerning this Agreement. 7. Covenants of the Parties. Each party to this Agreement shall use its reasonable efforts to cause conditions to their obligations herein set forth to be satisfied prior to the date of Closing. Each of the parties hereto agrees to execute and deliver any and all further agreements, documents or instruments reasonably necessary to effectuate this Agreement and the transactions referred to herein or contemplated hereby or reasonably requested by the other party to perfect or evidence their rights hereunder. Assuming the timely satisfaction, or the waiver, of the conditions precedent to Closing set forth herein, all parties shall use their reasonable efforts to effect and complete the transactions contemplated by this Agreement as promptly as practicable. Each party shall promptly notify the other party of any information delivered to or obtained by such party which would prevent the consummation of the transactions contemplated by this Agreement, or 4 would indicate a breach by the other party of the representations, warranties and covenants of either party to this Agreement. 8. Title Insurance and other Closing Costs. Tyson Foods shall obtain at the Tyson Foods expense either a certificate of title to, or a policy insuring fee simple title to the Real Property in favor of Fayetteville, from a Title Company/Escrow Agent of Tyson Foods choice ("Escrow Agent"). Fayetteville shall have five (5) business days following receipt of said title insurance commitment in which to notify Tyson Foods in writing of any exceptions to which Fayetteville objects, other than those set forth in Section 5(b) of this Agreement. Tyson Foods may elect, in Tyson Foods sole discretion, to cure those exceptions which can be cured by the payment of money, and Tyson Foods shall have fifteen (15) days in which to cure any remaining exceptions. In the event Tyson Foods elects not to cure all such exceptions within such fifteen (15) day period, Fayetteville may by notice in writing given to Tyson Foods within ten (10) days after such election not to cure, either waive its objections to the exceptions which Tyson Foods has elected not to cure, whereupon the parties shall proceed with the Closing in accordance herewith, or terminate this Agreement, and Tyson Foods will refund Fayetteville the Earnest Money. Fayetteville and Tyson Foods hereby agree that all closing costs not expressly addressed herein shall be paid by the party typically responsible for such costs pursuant to local custom of the county where the Property is situated. 9. Deed. Prior to Closing, Tyson Foods shall deliver to Escrow Agent a special warranty deed ("Deed") conveying insurable title to the Property, subject to permitted exceptions and incorporating the covenants, conditions, and restrictions set forth in Section 17 of this Agreement ("Deed Restrictions"). Upon receipt of the Purchase Price at Closing, Escrow Agent shall record the Deed and other recordable documents as may be delivered in connection with the Closing. It is further understood and agreed that the Deed Restrictions shall be inserted by Fayetteville under this Agreement in every deed or ground lease to be delivered by it conveying lots, plots, or other portions of the Property or any interest therein and that such insertions of such Deed Restrictions in such deed or ground lease shall be deemed a part of the consideration of this Agreement. This section shall survive closing 10. Survey. Fayetteville, at Fayetteville's sole responsibility and expense, shall obtain a current survey of the Property made and prepared by a registered/licensed surveyor ("Survey") 5 no later than thirty (30) days after full execution of this agreement. Within five (5) days after receipt, Fayetteville shall furnish a copy of the Survey to both Tyson Foods and the Title Company. The legal descriptions provided by the Survey shall be the descriptions used in the deed conveying the Property to and in the title insurance policy. 11. Right of Entry. (a) At any reasonable time prior to the closing, the City of Fayetteville at its sole cost, responsibility and risk shall be authorized to send its authorized environmental consultant, Environmental Enterprise Group, Inc. onto Tyson Foods' Property for any site analysis, test borings, and engineering studies necessary for a Phase H Environmental Study following advance notice to Tyson Foods. Fayetteville shall ensure that Environmental Enterprise Group, Inc. cooperates with Tyson Foods' environmental group while conducting environmental studies on the Property. (b) The Phase 11 Environmental Study shall be simultaneously provided to Tyson Foods upon its completion and submission to the City of Fayetteville. 12. Hazardous Materials. Tyson Foods shall be responsible for any required removal or abatement of any Hazardous Materials (as defined below) now existing on the Property if found by the Phase II Environmental Study on the entire purchased and donated site. The City of Fayetteville will pay the cost of the Phase II Environmental Study. The City of Fayetteville shall rely upon the Phase II environmental Study and not hold Tyson Foods liable or responsible for any Hazardous Materials not discovered by the Phase II Environmental Study. For purposes of "Hazardous Materials", the City of Fayetteville agrees to accept the property "as is", and hereby waives and releases any causes of action or claims that it might have against Tyson Foods relating to the condition of the Property for matters not disclosed in the Phase II Environmental Study. The term "Hazardous Materials" means any substance (a) the presence of which requires reporting, investigations, or remediation under any current federal, state, or local statute, regulation or ordinance or (b) which are currently defined as hazardous substances, toxic substances, regulated substances, pollutants, or contaminants under any current federal, state, or local statute, regulation, or ordinance, including hydrocarbons and asbestos. This section shall survive the closing or earlier termination of this Agreement. Notwithstanding anything to the contrary that may be contained in this Agreement, in the event that the Phase II Environmental Study discloses the existence of any Hazardous Materials on the Property, then either Tyson Foods f or Fayetteville may terminate this Agreement upon fifteen (15) days written notice to the other party.after receiving such results, whereupon all deposit monies, and the out of pocket expenses incurred by Fayetteville in conducting the Phase II Environmental Study shall be refunded to Fayetteville. 13. Taxes and Assessments. Tyson Foods shall, prior to Closing, have paid all property taxes and assessments levied or extended in the future on the Property for 2004 and prior years and such taxes and assessments for 2005, shall be prorated between the parties as of the Closing Date. 14. Real Property Transfer Tax. Any real property or other transfer tax imposed by the State of Arkansas in connection with the transactions contemplated hereby shall be paid by the party required to pay such tax or taxes by the laws of the State of Arkansas, or otherwise pursuant to local custom. 15. Broker's Commission. Each of the parties hereto represents and warrants to the other that there are no real estate broker's commissions due or payable on account of this Agreement or as a result of the sale of the Property to Fayetteville pursuant hereto. 16. Termination. (a) This Agreement may be terminated at any time prior to the Closing: (i) by mutual consent of Tyson Foods and Fayetteville; or (ii) by.Fayetteville pursuant to Section 8 hereof; or (iii) due to a material default by either party of the Agreement which goes uncured for ten (10) business days after notice. (b) In the event of termination of this Agreement by Tyson Foods or Fayetteville as provided above, this Agreement will forthwith become void. If terminated not due to a material default by Fayetteville, the Earnest money will be refunded to Fayetteville. 17. Deed Restrictions. With respect to Deed Restrictions to be placed on the Property, Tyson Foods and Fayetteville hereby agree to the following: (a) Fayetteville covenants that the Property shall not be used for or in support of the commercial manufacturing of food products. (b) This covenant, condition, and restriction shall remain in effect for a period of Twenty (20) years. The aforesaid covenant, condition, and restriction shall run with and bind the 7 G, Property, and shall bind Fayetteville, or its successors or assigns, and shall inure to the benefit of and be enforceable by Tyson Foods, or an affiliated company, or its successors and assigns, by any appropriate proceedings at law or in equity to prevent such violations of such covenants, conditions, and restrictions and/or to recover damages for such violations. 18. Miscellaneous. (a) Governing Law. This Agreement shall be governed by, and construed under, the laws of the State of Arkansas, all rights and remedies being governed by said laws. Jurisdiction shall be the Washington County Circuit Court. (b) Assignment. This Agreement shall apply to, and shall be binding in all respects upon, and shall inure to the benefit of, the respective successors, assigns and legal representatives of the parties hereto; provided. however, that this Agreement may not be assigned, in whole or in part, by any party without first obtaining the written consent of the other party. (c) Waiver. No waiver of any term, provision or condition of this Agreement in any one or more instances, shall be deemed to be or be construed as a further or continuing waiver of any such term, provision or condition or as a waiver of any other term, provision or condition of this Agreement. The rights or remedies set forth herein arc in addition to any rights or remedies which may be granted by law or equity. (d) Entire Agreement and Modification. This Agreement is intended by the parties hereto as a final expression of their agreement with respect to the subject matter hereof and is intended as a complete and exclusive statement of the terms and conditions of this Agreement. This Agreement may not be modified, rescinded or terminated orally, and no modification, rescission, termination or attempted waiver of any of the terms, provisions or conditions hereof (including this subsection) shall be valid unless in writing and signed by the party against whom the same is sought to be enforced. The City Council must approve any change recommended by the City of Fayetteville before it can be effective. (e) Section Headings. The headings of sections contained in this Agreement are provided for convenience only. They form no part of this Agreement and shall not affect its construction or interpretation. All references to sections or subsections refer to the corresponding sections and subsections of this Agreement. All words used herein shall be construed to be of such gender or number as the circumstances require. This "Agreement" shall mean this Agreement as a whole and as the same may, from time to time hereafter, be amended, supplemented or modified. The words "herein," "hereby," "hereof," "hereinabove" and "hereinbelow," and words of similar import, refer to this Agreement as a whole and not to any particular section, subsection, paragraph, clause or other subdivision hereof, unless otherwise specifically noted. (f) Time of Essence. With respect to all time periods and duties set forth in this Agreement, time is of the essence. (g) Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed to be an original copy of this Agreement and all of which, when taken together, shall be deemed to be but one and the same Agreement. IN WITNESS WHEREOF, Tyson Foods and Fayetteville have caused this Agreement to be duly executed as of the date first above written. ATTEST: CITY OF FAYETTEVILLE, ARKANSAS a Muni I Corporatio SONDRA SMITH DA OODY City Clerk Mayor ATTEST: Title: r7 TYSON FOODS, INC. a Delaware Corporation By: Title: EXHIBIT "A" PROPERTY DESCRIPTIONS ***NOTE: (An updated legal description will be inserted here upon completion of the Survey as specified in section 10 of this Agreement)*** It is the intent of this Agreement to convey title only to the building commonly known as the old Mexican Original Processing Plant located at the southeast comer of Highway 16 and Happy Hollow Road Fayetteville, AR, and the land directly beneath it, but not adjacent to it, which is situated within a portion of the following described parcel: Parcel No. 765-16227-000 (Deed Book 1093 at Page 857) Part of the Northeast Ouarter (NE/) of the Northwest Ouerter (NW'!.) of Section 23, Township 16 North of Range 30 West of Fifth (5'") Principal Meridian. Washington County, Arkansas, more particularly described as follows, to -wit: Beginning at a point on the east right of way of Highway 16 by-pass which is 10.00 feet East and N 00 25' 00' E 200.00 feet from the SW corner of said NEV. of NW :4 of Section 23. T -16-N. R -30-W: thence along said right of way N 00' 25' 00' E 40.00 feet. thence leaving said right of way East 90.00 feet. thence N 00' 25' 00' E 160.00 feet, thence West 90.00 feet to the East right of way of Highway 16 by-pass, thence along said right of way N 00.25 00' E 538.00 feet, thence N 69. 30' 00" E 114.00 feet to the intersection of the southerly right of way of Highway 1e, thence along said right of way S 67' 54' 59' E 87.83 feet. thence S 70' 00' 00'E 233.00 Feel, thence S 75. 31 47' E 244.56 feet to the intersection of the West right of way of Ray Avenue. theme along said right of way S 01' 42 54' W 294.69 feet, thence S 0V 00' 10' E 330.27 feet. thence leaving said right of way West 150.00 feet, thence South 179.30 feet to an existing fence line, thence along said lance line West 257.70 feet, thence leaving said fence line N 00' 25' 00' E 200.00 feet, thence West 240.00 feet to the Point of Beginning. Containing 11.16 acres, more or less, subject to right of way and easements of record. (Also known as 1851 E. Huntsville Road, Fayetteville. Arkansas. and includes land, all buildings, and accoutrements) NOTE: The above description does in include Parcels Numbered 765-15204-000 and 765-15206-000. together amounting to 0.331 aces, which are intended to be part of this transaction. 10 �' From: Clarice Pearman To: Davis, Steve Attached are the agreeements with Tyson and copy of the budget adjustment. CC: Fell, Barbara Old Mexican Original Plant Building (Purchase) Pi. Parcel No. 765-15227-000 4, z w//8f-a/ 'Doc ID: 008274060003 TVDe: REL Recorded: 03/17/2005 at 10:21:44 AM Fee Amt: $14.00 Pea* I of 3 Mashlnoton County. AR Bette Stemos Circuit Clerk F11e2005-00011303 SPECIAL WARRANTY DEED BY CORPORATION KNOW ALL BY THESE PRESENTS: That Tyson Foods, Inc., a Delaware corporation, (hereinafter the "Grantor"), for and in consideration of the sum of One Million One Hundred Thousand Dollars ($1,100,000.00), and other good and valuable consideration, the receipt of which is hereby acknowledged, does hereby grant, bargain, sell, and convey unto The City of Fayetteville, an Arkansas Municipal corporation, with a mailing address of 113 W. Mountain Street, Fayetteville, AR 72701, (hereinafter the "Grantee"), the Property described in Exhibit "A" attached hereto, and lying, being, and situated in the County of Washington, State of Arkansas, to -wit: SEE ATTACKED EXHIBIT "A. " FOR A COMPLETE LEGAL DESCRIPTION MADE A PART HEREOF- THE "PROPERTY". TO HAVE AND TO HOLD unto the Grantee, and unto its successors and assigns forever, together with all and singular the tenements, hereditaments and appurtenances thereunto belonging unto the said Grantee and unto its heirs, successors or assigns, forever; subject to casements, restrictions, and covenants of record, and subject to the following conditions and restrictions: (a) Grantee covenants that the Property shall not be used for or in support of the commercial manufacturing of food products. (b) All such covenants, conditions, and restrictions shall remain in effect for a period of Twenty (20) years. The aforesaid covenants, conditions, and restrictions shall run with and bind the Property, and shall bind Grantee, or its successors or assigns, and shall inure to the benefit of and be enforceable by Grantor, or an affiliated company, or its successors and assigns, by any appropriate proceedings at law or in equity to prevent such violations of such covenants, conditions, and restrictions and/or to recover damages for such violations. AND SAID GRANTOR does hereby warrant title to said Property, and will defend the same against the lawful claims of all persons claiming under Grantor, but none other, subject to the casements, encumbrances, restrictions, and other matters of record Page 1 of 3 and the covenants, conditions and restrictions as stated herein. IN WITNESS WHEREOF, the Grantor has hereunto caused this Deed to be signed by its Senior Vice President this _day of March, 2005. ATTEST: By: �Fu �i,l%r4'Xi✓ R. Read Hudson Vice President and Secretary TYSON FOODS, INC. By: (aC V4M David L. Van Bebber Senior Vice President ACKNOWLEDGMENT STATE OF ARKANSAS ) ) ss. COUNTY OF WASHINGTON On this day of March, 2005, to me personally known, appeared David L. Van Bebber, who, being by me duly sworn did say that he is a Senior Vice President of Tyson Foods, Inc., a Delaware corporation, and that said instrument was signed and delivered on behalf of said company, and said David L. Van Bebber acknowledged said instrument to be the free act and deed of said corporation acting with full power and authority to so bind the corporation. WITNESS WHEREOF, I have hereunto set my hand and affixed rr}y official seal, the day and year last above written. A n My Commission Expires: ui I Prepared by: Jeremy Snell, Corporate Counsel Tyson Foods, Inc. 2210 W. Oaklawn Drive Springdale, AR, 72762-6999 �oTAgy aU80, Public Page 2 of 3 EXHIBIT "A" Old Mexican Original Main Building Footprint Description: Part of the Northeast Quarter (NE%) of the Northwest Quarter (NW`/.) of Section 23. Township 16 North, Range 30 West of the 5"" Principal Meridian, Washington County, Arkansas, more particularly'described as follows: Beginning at a point which is North 02° 35' 03" East 540.21 feet and South 87° 24 57" East 141.50 feet.from the Southwest corner of the NEY. of the NW%, said point being the Southwest comer of the building footprint; thence North 21° 31' 56" East 37.93 feet; thence North 68° 27' 59" West 30.19 feet; thence North 21° 32' 05" East 136.43 feet; thence South 68° 29' 19' East 11.37 feet; thence South 21° 32' 10" West 28.06 feet; thence South 68° 28' 00" East 74.24 feet; thence North 21° 32' 12" East 57.10 feet; thence North 68° 28' 33" West 20.71 feet; thence North 21° 32' 18" East 91.77 feet to the Northwest comer of said footprint; thence South 68° 28' 02" East 288.77 feet; thence South 21° 32' 10' West 8.42 feet; thence South 68° 28' 02" East 99.83 feet to the Northeast comer of said footprint; thence South 21° 31' 57" West 256.03 feet; thence South 68° 27' 54" East 19.18 feet; thence South 21° 31' 48" West 69.81 feet to the Southeast comer of said footprint; thence North 68° 28' 02" West 173.80 feet; thence North 21° 31' 42" East 19.87 feet; thence North 68° 27' 56" West 45.85 feet; North 21° 31' 53" East 27.98 feet; thence North 68° 28' 34" West 17.25 feet; thence North 21° 31' 29" East 28.45 feet; thence North 68° 28' 04" West 92.47 feet; thence South 21° 31' 58" West 37.22 feet; thence North 68° 27' 46" West 113.13 feet to the Point of Beginning, containing 126, 025 ft' (2.89 acres), more or less. Page 3 of 3 Old Mexican Onginal Plant Property (Donation) Pt. Parcel No. 765-15227-000, Parcel Nos. 765-15204-000 & 765-15205400 : I�Inp ymm� �p g�II ,g� g� pp OI�I�aWWUtl1I��� WII�OIE IUY�IIW�UB .Doc ID: 008274070003 Tvoe: REL Recorded: 03/17/2005 at 10:22:04 AM Fee Amt: $14.00 Pea@ I of 3 Washington County. AR Bette Stamps Circuit Clerk Fibe2005-00011304 SPECIAL WARRANTY DEED BY CORPORATION KNOW ALL BY THESE PRESENTS: That Tyson Foods, Inc., a Delaware corporation, (hereinafter the "Grantor"), for and in consideration of the sum of Ten Dollars ($10.00), and other good and valuable consideration, the receipt of which is hereby acknowledged, does hereby grant, donate and convey unto The City of Fayetteville, an Arkansas Municipal corporation, with a mailing address of 113 W. Mountain Street, Fayetteville, AR 72701, (hereinafter the "Grantee"), the Property described in Exhibit "A" attached hereto, and lying, being, and situated in the County of Washington, State of Arkansas, to -wit: SEE A TTACHED EXHIBIT "A. "FOR A COMPLETE LEGAL DESCRIPTION MADE A PART HEREOF- THE "PROPERTY". TO HAVE AND TO HOLD unto the Grantee, and unto its successors and assigns forever, together with all and singular the tenements, hereditaments and appurtenances thereunto belonging unto the said Grantee and unto its heirs, successors or assigns, forever; subject to easements, restrictions, and covenants of record, and subject to the following conditions and restrictions: (a) Grantee covenants that the Property shall not be used for or in support of the commercial manufacturing of food products. (b) All such covenants, conditions, and restrictions shall remain in effect for a period of Twenty (20) years. The aforesaid covenants, conditions, and restrictions shall run with and bind the Property, and shall bind Grantee, or its successors or assigns, and shall inure to the benefit of and be enforceable by Grantor, or an affiliated company, or its successors and assigns, by any appropriate proceedings at law or in equity to prevent such violations of such covenants, conditions, and restrictions and/or to recover damages for such violations. AND SAID GRANTOR does hereby warrant title to said Property, and will defend the same against the lawful claims of all persons claiming under Grantor, but none other, subject to the easements, encumbrances, restrictions, and other matters of record Page 1 of 3 and the covenants, conditions and restrictions as stated herein. IN WITNESS WHEREOF, the Grjntor has hereunto caused this Deed to be signed by its Senior Vice President this day of March, 2005. ATTEST: By: pC. R. Read Hudson Vice President and Secretary TYSON FOODS, INC. By: David L. Van Bebber Senior Vice President ACKNOWLEDGMENT STATE OF ARKANSAS ) $s. COUNTY OF WASHINGTON ) On this day of March, 2005, to me personally known, appeared David L. Van Bebber, who, being by me duly sworn did say that he is a Senior Vice President of Tyson Foods, Inc., a Delaware corporation, and that said instrument was signed and delivered on behalf of said company, and said David L. Van Bebber acknowledged said instrument to be the free act and deed of said corporation acting with full power and authority to so bind the corporation. WITNESS WHEREOF -. seal, the day and year last above My Commission Expires: Prepared by: Jeremy Sncll, Corporate Counsel Tyson Foods, Inc. 2210 W. Oaklawn (hive Springdale, AR. 72762-6999 Page 2 of 3 EXHIBIT "A" Old Mexican Original Property Description: Part of the Northeast Quarter (NE'/.) of the Northwest Quarter (NW'/.) of Section 23, Township 16 North, Range 30 West of the 5th Principal Meridian, Washington County, Arkansas, more particularly described as follows: Beginning at a point which is North 02° 35' 03" East 200.00 feet and South 87° 24' 57" East 10.00 feet from the Southwest corner of the NE% of the NW% of said Section 23; thence North 02° 35' 03" East 738.00 feet; thence North 71° 40' 00" East 114.00 feet; thence South 65° 44' 59" East 87.33 feet; thence South 67° 50' 00" East 233.00 feet; thence South 73° 21' 47" East 244.56 feet; thence South 030 52' 54" West 294.69 feet; thence South 01° 09' 50" West 330.27 feet; thence North 87° 50' 00" West 150.00; thence South 02° 10' 00" West 179.30 feet; thence North 87° 50' 00" West 257.70 feet; thence North 02° 35' 03" E 200.00 feet; thence North 87° 50' 00" West 240.00 feet to the Point of Beginning, containing 11.50 acres, subject to road rights of way on the West, North and East sides and easements of record, LESS and EXCEPT, the footprint of the main building located within the land described hereinabove, said building footprint being more particularly described as follows: Beginning at a Point which is North 02° 35' 03" East 540.21 feet and South 87° 24' 57" East 141.50 feet from the Southwest corner of the NE'% of the NW'/. of said Section 23, said point being the Southwest corner of the building footprint; thence North 21° 31' 56" East 37.93 feet; thence North 68° 27' 59" West 30.19 feet; thence North 21° 32' 05" East 136.43 feet; thence South 68° 29' 19' East 11.37 feet; thence South 21° 32' 10" West 28.08 feet; thence South 68° 28' 09" East 74.26 feet; thence North 21° 32' 12" East 57.10 feet; thence North 68° 28' 33" West 20.71 feet; thence North 21° 32' 18" East 91.77 feet to the Northwest comer of said building footprint; thence South 68° 28' 02" East 288.77 feet; thence South 21° 32' 10' West 8.42 feet; thence South 68° 28' 02" East 99.83 feet to the Northeast corner of said building footprint; thence South 21° 31' 57" West 256.03 feet; thence South 68° 27 54" East 19.18 feet; thence South 21° 31' 48" West 69.81 feet to the Southeast comer of said building footprint; thence North 68° 28' 02" West 173.80 feet; thence North 21° 31' 42" East 19.87 feet; thence North 68° 27' 56" West 45.85 feet; North 21° 31' 53" East 27.98 feet; thence North 68° 28' 34" West 17.25 feet; thence North 21° 31' 29" East 28.45 feet; thence North 68° 28' 04" West 92.47 feet; thence South 21° 31' 58" West 37.22 feet; thence North 68° 27' 46" West 113.13 feet to the Point of Beginning, containing 126, 025 ft' (2.89 acres), more or less. '1:,. Page 3 of 3 7, I Old • ..: •. WARRANTY DEED CORPORATION BE IT KNOWN BY THESE PRESENTS: THAT THE City of Fayetteville, Arkansas, a municipal corporation, hereinafter called GRANTOR, for and in consideration of the sum of One Dollar ($1.00) and other good and valuable consideration, the receipt of which is hereby acknowledged, does, hereby grant, bargain, sell and convey unto the City of Fayetteville, Arkansas, hereinafter called GRANTEE, and unto Grantee's successors and assigns, the following described land situated in the County of Washington, State of Arkansas, to -wit Old Mexican Original Property Description: Part of the Northeast Quarter (NE%) of the Northwest Quarter (NW%.) of Section 23, Township 16 North, Range 30 West of the 5°1 Principal Meridian, Washington County, Arkansas, more particularty described as follows: Beginning at a point which is North 02° 35' 03' East 200.00 feet and South 87° 24' 57" East 10.00 feet from the Southwest comer of the NE','. of the NWY. of said Section 23; thence North 02° 35' 03' East 738.00 feet; thence North 71° 40' 000 East 114.00 feet; thence South 65° 44' 59" East 87.33 feet; thence South 67° 50' 00' East 233.00 feet; thence South 73° 21' 47' East 244.56 feet thence South 03° 52' 54' West 294.69 feet thence South 01° 09' 50' West 330.27 feet, thence North 87° 50' 00' West 150.00; thence South 02° 10' 00' West 179.30 feet; thence North 87° 50' 00' West 257.70 feet; thence North 02° 35' 03" E 200.00 feet thence North 87° 50' 00' West 240.00 feet to the Point of Beginning, containing 11.50 acres, subject to road rights of way on the West, North and East sides and other easements of record. The property described herein, and specifically the main building appurtenance thereon, shall not be used for or in support of the commercial manufacturing of food products. This covenant, condition and restriction shall remain in effect for a period of Twenty (20) years from the date of conveyance from Tyson Foods, Inc. to the City of Fayetteville and shall run with the land for said period. TO HAVE AND TO HOLD the said lands and appurtenances thereunto belonging unto the said Grantee and Grantee's successors and assigns, forever. And the said Grantor, hereby covenants that it is lawfully seized of said lands and premises; that the same is unencumbered, and that the Grantor will forever warrant and defend the title to the said lands against all legal claims whatever. WITNESS the execution hereof on this to day of I _ l C% 2005. Cit _ ATTEST: ,[�/��l BY: 1. VCNdC.wJ Sondra Smith, City Clerk INW If1�IVI61�II�� 1111 Doc ID: 008274080002 Tvpe: REL Recorded: 03/17/2005 at 10:25:18 An Fee Amt: $11.00 Pica 1 of 2 Vashinaton County. AR Bette Stamps Circuit Clerk File.2005-00011305 Warranty Deed Page 2 of 2 STATE OF ARKANSAS COUNTY OF WASHINeTON P.x-^-4O— BE IT REMEMBERED, that on this date, before the undersigned, a duty commissioned and acting Notary Public within and for said County and State, personally appeared Dan Coodv and Sondra Smith, to me well known as the persons who executed the foregoing document, and who stated and acknowledged that they are the Mayor and City Clerk of the City of Fayetteville, Arkansas, a municipal corporation, and are duly authorized in their respective capacities to execute the foregoing instrument for and in the name and behalf of said corporation, and further stated anda in mentioned tlat eset � d so signed, executed and delivered said instrument for the consideration, uses and purposes ACKNOWLEDGMENT ss. WITNESS my hand and seal on this I (6u`- day of fKC� , 2005 MY COMMISSION EXPIRES: HOLLY F. JONES NOTARY PUBLIC, STATE OF ARKANSAS MY CO SSJOO COUNTY05-012008 Old Mexican Original Plant Property (Donation) Pt. Parcel No. 765-15227-000. Parcel Nos. 765.15204-000 & 765-15205-000 Doc ID: 008274070003 Tvoe: REL Recorded: 03/17/2005 at 10:22:04 All Fee Amt: $14.00 Peae I of 3 vashlnaton County. AR Bette Stamos Circuit Clerk Flie2005-00011,304 SPECIAL WARRANTY DEED BY CORPORATION KNOW ALL BY THESE PRESENTS: That Tyson Foods, Inc., a Delaware corporation, (hereinafter the "Grantor"), for and in consideration of the sum of Ten Dollars ($10.00), and other good and valuable consideration, the receipt of which is hereby acknowledged, does hereby grant, donate and convey unto The City of Fayetteville, an Arkansas Municipal corporation, with a mailing address of 113 W. Mountain Street, Fayetteville, AR 72701, (hereinafter the "Grantee"), the Property described in Exhibit "A" attached hereto, and lying, being, and situated in the County of Washington, State of Arkansas, to -wit: SEE A TTACIIED EXIIIBIT "A. "FOR A COMPLETE LEGAL DESCRIPTION MADE A PART HEREOF- THE "PROPERTY" TO HAVE AND TO HOLD unto the Grantee, and unto its successors and assigns forever, together with all and singular the tenements, hereditaments and appurtenances thereunto belonging unto the said Grantee and unto its heirs, successors or assigns, forever; subject to easements, restrictions, and covenants of record, and subject to the following conditions and restrictions: (a) Grantee covenants that the Property shall not be used for or in support of the commercial manufacturing of food products. (b) All such covenants, conditions, and restrictions shall remain in effect for a period of Twenty (20) years. The aforesaid covenants, conditions, and restrictions shall run with and bind the Property, and shall bind Grantee, or its successors or assigns, and shall inure to the benefit of and be enforceable by Grantor, or an affiliated company, or its successors and assigns, by any appropriate proceedings at law or in equity to prevent such violations of such covenants, conditions, and restrictions and/or to recover damages for such violations. AND SAID GRANTOR does hereby warrant title to said Property, and will defend the same against the lawful claims of all persons claiming under Grantor, but none other, subject to the easements, encumbrances, restrictions, and other matters of record Page 1 of 3 and the covenants, conditions and restrictions as stated herein. IN WITNESS WHEREOF, the Gr�rttor has hereunto caused this Deed to be signed by its Senior Vice President this '3' day of March, 2005. ATTEST: By: eFCtie�'�f�'1t6 R. Read Hudson Vice President and Secretary TYSON FOODS, INC. By: Y64j4 a V�yt I QI David L. Van Bebber Senior Vice President ACKNOWLEDGMENT STATE OF ARKANSAS ) ) ss. COUNTY OF WASHINGTON ) On this .33t day of March, 2005, to me personally known, appeared David L. Van Bebber, who, beingby me duly sworn did say that he is a Senior Vice President of Tyson Foods, Inc., a Delaware corporation, and that said instrument was signed and delivered on behalf of said company, and said David L. Van Bebber acknowledged said instrument to be the free act and deed of said corporation acting with full power and authority to so bind the corporation. WITNESS WHEREOF, I have hereunto seal, the day and year last above written. My Commission Expires: L.Qktt?t12 Prepared by: Jeremy Snell, Corporate Counsel Tyson Foods, Inc. 2210W, Oaklawn Drive Springdale, AR. 727626999 Page 2 of 3 my hand and affixed my official Pu EXHIBIT "A" Old Mexican Original Property Description: Part of the Northeast Quarter (NE'h) of the Northwest Quarter (NW'h) of Section 23, Township 16 North, Range 30 West of the 5th Principal Meridian, Washington County, Arkansas, more particularly described as follows: Beginning at a point which is North 02° 35' 03" East 200.00 feet and South 87° 24' 57" East 10.00 feet from the Southwest corner of the NE% of the NW'/. of said Section 23; thence North 02° 35' 03" East 738.00 feet; thence North 71° 40' 00" East 114.00 feet; thence South 65° 44' 59" East 87.33 feet; thence South 67° 50' 00" East 233.00 feet; thence South 73° 21 47" East 244.56 feet; thence South 03° 52' 54" West 294.69 feet; thence South 01° 09' 50" West 330.27 feet; thence North 87° 50' 00" West 150.00; thence South 02° 10' 00" West 179.30 feet; thence North 87° 50' 00" West 257.70 feet; thence North 02° 35' 03" E 200.00 feet; thence North 87° 50' 00" West 240.00 feet to the Point of Beginning, containing 11.50 acres, subject to road rights of way on the West, North and East sides and easements of record, LESS and EXCEPT, the footprint of the main building located within the land described hereinabove, said building footprint being more particularly described as follows: Beginning at a Point which is North 02° 35' 03" East 540.21 feet and South 87° 24' 57" East 141.50 feet from the Southwest corner of the NE'/. of the NW'/. of said Section 23, said point being the Southwest corner of the building footprint; thence North 21° 31' 56" East 37.93 feet; thence North 68° 27' 59" West 30.19 feet; thence North 21° 32' 05" East 136.43 feet; thence South 68° 29' 19' East 11.37 feet; thence South 21° 32' 10" West 28.08 feet; thence South 68° 28' 09" East 74.26 feet; thence North 21° 32' 12" East 57.10 feet; thence North 68° 28' 33" West 20.71 feet; thence North 21° 32' 18" East 91.77 feet to the Northwest comer of said building footprint; thence South 68° 28' 02" East 288.77 feet; thence South 21° 32' 10' West 8.42 feet; thence South 68° 28' 02" East 99.83 feet to the Northeast comer of said building footprint; thence South 21° 31' 57" West 256.03 feet; thence South 68° 27' 54" East 19.18 feet; thence South 21° 31' 48" West 69.81 feet to the Southeast corner of said building footprint; thence North 68° 28' 02" West 173.80 feet; thence North 21° 31' 42" East 19.87 feet; thence North 68° 27' 56" West 45.85 feet; North 21° 31' 53" East 27.98 feet; thence North 68° 28' 34" West 17.25 feet; thence North 21° 31' 29" East 28.45 feet; thence North 68° 28' 04" West 92.47 feet; thence South 21° 31' 58" West 37.22 feet; thence North 68° 27' 46" West 113.13 feet to the Point of Beginning, containing 126, 025 ft2 (2.89 acres), more or less. Page 3 of 3 • Old Mexican Original Plant Building (Puttluu) Pt. Parcel Na 765-15227-000 'Doc ID: OO8274O6OOO3 Tvoe: REL Recorded: O3/17/2OO5 at 1O:21:44 AM Fee Amt: $14.00 Pace I of 3 • Veshlnaton County. AR Bette Stamos Circuit Clerk F11e2005-00011303 SPECIAL WARRANTY DEED BY CORPORATION KNOW ALL BY THESE PRESENTS: That Tyson Foods, Inc., a Delaware corporation, (hereinafter the "Grantor"), for and in consideration of the sum of One Million One Hundred Thousand Dollars ($1,100,000.00), and other good and valuable consideration, the receipt of which is hereby acknowledged, does hereby grant, bargain, sell, and convey unto The City of Fayetteville, an Arkansas Municipal corporation, with a mailing address of 113 W. Mountain Street, Fayetteville, AR 72701, (hereinafter the "Grantee"), the Property described in Exhibit "A" attached hereto, and lying, being, and situated in the County of Washington, State of Arkansas, to -wit: SEE ATTACHED EXHIBIT "A."FOR FOR A COMPLETE LEGAL DESCRIPTION MADE A PART HEREOF- THE "PROPERTY". TO HAVE AND TO HOLD unto the Grantee, and unto its successors and assigns forever, together with all and singular the tenements, hereditaments and appurtenances thereunto belonging unto the said Grantee and unto its heirs, successors or assigns, forever; subject to easements, restrictions, and covenants of record, and subject to the following conditions and restrictions: (a) Grantee covenants that the Property shall not be used for or in support of the commercial manufacturing of food products. (b) All such covenants, conditions, and restrictions shall remain in effect for a period of Twenty (20) years. The aforesaid covenants, conditions, and restrictions shall run with and bind the Property, and shall bind Grantee, or its successors or assigns, and shall inure to the benefit of and be enforceable by Grantor, or an affiliated company, or its successors and assigns, by any appropriate proceedings at law or in equity to prevent such violations of such covenants, conditions, and restrictions and/or to recover damages for such violations. AND SAID GRANTOR does hereby warrant title to said Property, and will defend the same against the lawful claims of all persons claiming under Grantor, but none other, subject to the easements, encumbrances, restrictions, and other matters of record uY Page 1 of 3 r L and the covenants, conditions and restrictions as stated herein. IN WITNESS WHEREOF, the Grantor has hereunto caused this Deed to be signed by its Senior Vice President this day of March, 2005. ATTEST: By: •`•��/�'s�"Z✓ R. Read Hudson Vice President and Secretary TYSON FOODS, INC. By: (kNOM David L. Van Bebber Senior Vice President ACKNOWLEDGMENT STATE OF ARKANSAS ) ) ss. COUNTY OF WASHINGTON ) On this day of March, 2005, to me personally known, appeared David L. Van Bebber, who, being by me duly sworn did say that he is a Senior Vice President of Tyson Foods, Inc., a Delaware corporation, and that said instrument was signed and delivered on behalf of said company, and said David L. Van Bebber acknowledged said instrument to be the free act and decd of said corporation acting with full power and authority to so bind the corporation. WITNESS WHEREOF, I have hereunto set my hand and affixed r}y official seal, the day and year last above written. A n ( 1 My Commission Expires: Prepared by: Jeremy Snell, Corporate Counsel Tyson Foods, Inc. 2210W. Oaklawn Drive Springdale, AR, 72762-6999 Public Page 2 of 3 EXHIBIT "A" Old Mexican Original Main Building Footprint Description: Part of the Northeast Quarter (NE'/.) of the Northwest Quarter (NW'h) of Section 23. Township 16 North, Range 30 West of the 5th Principal Meridian, Washington County, Arkansas, more particularly described as follows: Beginning at a point which is North 02° 35' 03" East 540.21 feet and South 87° 24' 57" East 141.50 feet from the Southwest comer of the NE'/. of the NW'/., said point being the Southwest comer of the building footprint; thence North 21° 31' 56" East 37.93 feet; thence North 68° 27' 59" West 30.19 feet; thence North 21° 32' 05" East 136.43 feet; thence South 68° 29' 19' East 11.37 feet; thence South 21° 32 10" West 28.06 feet; thence South 68° 28' 00" East 74.24 feet; thence North 21° 32' 12" East 57.10 feet; thence North 68° 28' 33" West 20.71 feet; thence North 21° 32' 18" East 91.77 feet to the Northwest comer of said footprint; thence South 68° 28' 02" East 288.77 feet; thence South 21° 32' 10' West 8.42 feet; thence South 68° 28' 02" East 99.83 feet to the Northeast corner of said footprint; thence South 21° 31' 57" West 256.03 feet; thence South 68° 27' 54" East 19.18 feet; thence South 21° 31' 48" West 69.81 feet to the Southeast comer of said footprint; thence North 68° 28' 02" West 173.80 feet; thence North 21° 31' 42" East 19.87 feet; thence North 68° 27' 56" West 45.85 feet; North 21° 31' 53" East 27.98 feet; thence North 68° 28' 34" West 17.25 feet; thence North 21° 31' 29" East 28.45 feet; thence North 68° 28' 04" West 92.47 feet; thence South 21° 31'. 58" West 37.22 feet; thence North 68° 27' 46" West 113.13 feet to the Point of Beginning, containing 126, 025 ft' (2.89 acres), more or less. Page 3 of 3 Old Mencan Original Plant Property (Donation) Pt. Parcel No. 765-15227-000, Parcel Nos. 765-15204-000 & 765-15205-000 WARRANTY DEED CORPORATION BE IT KNOWN BY THESE PRESENTS: THAT THE City of Fayetteville, Arkansas, a municipal corporation, hereinafter called GRANTOR, for and in consideration of the sum of One Dollar ($1.00) and other good and valuable consideration, the receipt of which is hereby acknowledged, does hereby grant, bargain, sell and convey unto the City of Fayetteville, Arkansas, hereinafter called GRANTEE, and unto Grantee's successors and assigns, the following described land situated in the County of Washington, State of Arkansas, to -wit t5 -)f ii iii I4.•]. : r :. .. . 120 ✓7qia cED �onnvEc c. :&'t\r4°c Part of the Northeast Quarter (NE%) of the Northwest Quarter (NW%) of Section 23, Township 16 North, Range 30 West of the 5'" Principal Meridian, Washington County, Arkansas, more particularly described as follows: Beginning at a point which is North 02° 35' 03" East 200.00 feet and South 87° 24' 57" East 10.00 feet from the Southwest comer of the NE%. of the NW%. of said Section 23; thence North 02° 35' 03' East 738.00 feet thence North 71° 40' 00" East 114.00 feet; thence South 65° 44' 59" East 87.33 feet; thence South 67° 50' 00" East 233.00 feet; thence South 73° 21' 47" East 244.56 feet; thence South 03° 52' 54" West 294.69 feet; thence South 010 09' 50" West 330.27 feet; thence North 87° 50' 00" West 150.00; thence South 02° 1000" West 179.30 feet; thence North 87° 50' 00West 257.70 feet; thence North 02° 35' 03" E 200.00 feet; thence North 87° 50' 00" West 240.00 feet to the Point of Beginning, containing 11.50 acres, subject to road rights of way on the West, North and East sides and other easements of record. ..... I: ;: ri..f7;. i•]& .. ,t.tri,'TA The property described herein, and specifically the main building appurtenance thereon, shall not be used for or in support of the commercial manufacturing of food products. This covenant, condition and restriction shall remain in effect for a period of Twenty (20) years from the date of conveyance from Tyson Foods, Inc. to the City of Fayetteville and shall run with the land for said period. TO HAVE AND TO HOLD the said lands and appurtenances thereunto belonging unto the said Grantee and Grantee's successors and assigns, forever. And the said Grantor, hereby covenants that it is lawfully seized of said lands and premises; that the same is unencumbered, and that the Grantor will forever warrant and defend the title to the said lands against all legal claims whatever. WITNESS the execution hereof on this day of , 2005. City of BY: Dan Coody, Mayor ATTEST: BY:P)AsECt#—' Sondra Smith, City Clerk Old Mexican Original Plant Property (Donation) Pt. Parcel No. 765-15227-000, Parcel Nos. 765-15204-000 & 765-15205-000 WARRANTY DEED CORPORATION BE IT KNOWN BY THESE PRESENTS: THAT THE City of Fayetteville, Arkansas, a municipal corporation, hereinafter called GRANTOR, for and in consideration of the sum of One Dollar ($1.00) and other good and valuable consideration, the receipt of which is hereby acknowledged, does hereby grant, bargain, sell and convey unto the City of Fayetteville, Arkansas, hereinafter called GRANTEE, and unto Grantee's successors and assigns, the following described land situated in the County of Washington, State of Arkansas, to -wit Part of the Northeast Quarter (NE%) of the Northwest Quarter (NW'/.) of Section 23, Township 16 North, Range 30 West of the 5" Principal Meridian, Washington County, Arkansas, more particularly described as follows: Beginning at a point which is North 02° 35' 03' East 200.00 feet and South 87° 24' 57' East 10.00 feet from the Southwest comer of the NE','. of the NW'!. of said Section 23; thence North 02° 35' 03' East 738.00 feet thence North 71° 40' 00" East 114.00 feet; thence South 65° 44' 59' East 87.33 feet; thence South 67° 50' 00' East 233.00 feet; thence South 73° 21' 47East 244.56 feet; thence South 03° 52' 54" West 294.69 feet; thence South 01° 09' 50' West 330.27 feet; thence North 87° 50' 00" West 150.00; thence South 02° 10' 00' West 179.30 feet; thence North 87° 50' 00' West 257.70 feet, thence North 02° 35' 03' E 200.00 feet thence North 87° 50' 00' West 240.00 feet to the Point of Beginning, containing 11.50 acres, subject to road rights of way on the West, North and East sides and other easements of record. The property described herein, and specifically the main building appurtenance thereon, shall not be used for or in support of the commercial manufacturing of food products. This covenant, condition and restriction shall remain in effect for a period of Twenty (20) years from the date of conveyance from Tyson Foods, Inc. to the City of Fayetteville and shall run with the land for said period. TO HAVE AND TO HOLD the said lands and appurtenances thereunto belonging unto the said Grantee and Grantee's successors and assigns, forever. And the said Grantor, hereby covenants that it is lawfully seized of said lands and premises; that the same is unencumbered, and that the Grantor will forever warrant and defend the title to the said lands against all legal claims whatever. WITNESS the execution hereof on this day of , 2005. City of Fay teville, AA nsas ATTEST: BY: &aJ Dan Coody, Mayor Sondra Smith, City Clerk Warranty Deed Page 2 of 2 ACKNOWLEDGMENT STATE OF ARKANSAS ss. COUNTY OF WASHINGTON BE IT REMEMBERED, that on this date, before the undersigned, a duly commissioned and acting Notary Public within and for said County and State, personally appeared Dan Coodv and Sondra Smith, to me well known as the persons who executed the foregoing document, and who stated and acknowledged that they are the Mayor and City Clerk of the City of Fayetteville, Arkansas, a municipal corporation, and are duty authorized in their respective capacities to execute the foregoing instrument for and in the name and behalf of said corporation, and further stated and acknowledged that they had so signed, executed and delivered said instrument for the consideration, uses and purposes therein mentioned and set forth. WITNESS my hand and seal on this day of , 2005. Notary Public MY COMMISSION EXPIRES: Clarice Pearman - Warranty Deed Page 1 From: Clarice Pearman To: Jones, Holly Subject: Warranty Deed Holly, 3/21 in a telephone conversation with you I ask for a copy of the file -marked warranty deed for the Old Mexican Original Plant Property. You were going to interoffice mail a copy of the deed to me. As of date I have not received it. Please let me know what the status is. Thanks. Clarice From: Holly Jones To: Pearman, Clarice Date: 417/05 1:24PM Subject: Re: Warranty Deed Clarice, I was sure I sent that, but it's really been a bad month, so I may not have. I'll put one in right now! Thanks for the reminder and sorry for the delay, Hollyj >>> Clarice Pearman 04/07/05 01:22PM >>> Holly, 3/21 in a telephone conversation with you I ask for a copy of the file -marked warranty deed for the Old Mexican Original Plant Property. You were going to interoffice mail a copy of the deed to me. As of date I have not received it. Please let me know what the status is. Thanks. Clarice • Old Mexican Original Plant Property (Donation) Pt. Parcel No. 765-15227-000, Parcel Nos. 765-15204-000 & 765-15205-000 WARRANTY DEED CORPORATION BE IT KNOWN BY THESE PRESENTS: THAT THE City of Fayetteville, Arkansas, a municipal corporation, hereinafter called GRANTOR, for and in consideration of the sum of One Dollar ($1.00) and other good and valuable consideration, the receipt of which is hereby acknowledged, does hereby grant, bargain, sell and convey unto the City of Fayetteville, Arkansas, hereinafter called GRANTEE, and unto Grantee's successors and assigns, the following described land situated in the County of Washington, State of Arkansas, to -wit: Old Mexican Oriainal Property Descrilotion: • Part of the Northeast Quarter (NE%.) of the Northwest Quarter (NW".) of Section 23, Township 16 North, Range 30 West of the 57' Principal Meridian, Washington County, Arkansas, more particularty described as follows: Beginning at a point which is North 020 35' 03° East 200.00 feet and South 87° 24' 57° East 10.00 feet from the Southwest comer of the NE','. of the NWY. of said Section 23; thence North 02° 35' 03° East 738.00 feet thence North 71° 40' 00° East 114.00 feet; thence South 65° 44' 59° East 87.33 feet; thence South 67° 50' 00° East 233.00 feet thence South 73° 21' 4T East 244.56 feet; thence South 03° 52' 54' West 294.69 feet; thence South 01° 09' 50° West 330.27 feet; thence North 87° 50' 00° West 150.00; thence South 02° 10' 00' West 179.30 feet thence North 87° 50 00° West 257.70 feet thence North 02° 35' 03' E 200.00 feet thence North 87° 50' 00° West 240.00 feet to the Point of Beginning, containing 11.50 acres, subject to road rights of way on the West, North and East sides and other easements of record. Deed Restriction or Condition: • The property described herein, and specifically the main building appurtenance thereon, shall not be used for or in support of the commercial manufacturing of food products. This covenant condition and restriction shall remain in effect for a period of Twenty (20) years from the date of conveyance from Tyson Foods, Inc. to the City of Fayetteville and shall run with the land for said period. • TO HAVE AND TO HOLD the said lands and appurtenances thereunto belonging unto the said Grantee and Grantee's successors and assigns, forever. And the said Grantor, hereby covenants that it is lawfully seized of said lands and premises; that the same is unencumbered, and that the Grantor will forever warrant and defend the title to the said lands against all legal claims whatever. CII WITNESS the execution hereof on this I low day of i ILJLA Cl-. .2005. ATTEST: �J BY: J(1J Sondra Smith, City Clerk I1UI IaUIUI11MEHlII1111 11U HD Doc ID: 008274080002 Tvoe: REL Recorded: 03/17/2005 at 10:25:18 An Fee Mn: $11.00 Pace I of 2 Vashlnaton County. AR Bette Stamos circuit Clerk F11s2005-00011305 0 Warranty Deed Page 2 of 2 ACKNOWLEDGMENT STATE OF ARKANSAS 6*1 COUNTY OF WASHNiGTON I&r-4Os- BE IT REMEMBERED, that on this date, before the undersigned, a duly commissioned and acting Notary Public within and for said County and State, personally appeared Dan Coot and Sondra Smith to me well known as the persons who executed the foregoing document, and who stated and acknowledged that they are the Mayor and City Clerk of the City of Fayetteville, Arkansas, a municipal corporation, and are duly authorized in their respective capacities to execute the foregoing instrument for and in the name and behalf of said corporation, and further stated and acknowledged that they had so signed, executed and delivered said instrument for the consideration, uses and purposes therein mentioned and set forth. WITNESS my hand and seal on this I Ud day of ti� , 2005. MY COMMISSION EXPIRES: HOLLY F. JONES NOTARY PUBLIC. STATE OF ARKANSAS MY COMMISSION txr!RES 05-01-2008 BFMTON COUNTY 183-04 0 C RESOLUTION NO. 183-04 A RESOLUTION APPROVING AN OFFER AND ACCEPTANCE CONTRACT BETWEEN THE CITY OF FAYETTEVILLE AND TYSON FOODS, INC. FOR THE PURCHASE OF PROPERTY LOCATED AT 1851 EAST HUNTSVILLE ROAD IN THE AMOUNT OF 51,100,000.00 AND A DONATION CONTRACT; AND APPROVING A BUDGET ADJUSTMENT IN THE AMOUNT OF $4,000.00 TO COVER APPRAISAL AND CLOSING COSTS. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF FAYETTEVILLE, ARKANSAS: Section 1. That the City Council of the City of Fayetteville, Arkansas hereby approves an Offer and Acceptance contract between the City of Fayetteville and Tyson Foods, Inc. for the purchase of property located at 1851 East Huntsville Road in the amount of $1,100,000.00, and a Donation contract. Copies of the Offer and Acceptance contract marked Exhibit "A," and the Donation contract marked Exhibit "B," are attached hereto and made a part hereof. Section 2. That the City Council of the City of Fayetteville, Arkansas hereby approves a Budget Adjustment in the amount of $4,000.00 to cover appraisal and closing costs. PASSED AND APPROVED this 16th day of November 2004. By: COODY, Mayor ATTEST: RKR /TS., r�h�V.•G\SY Op.. ; SONDRA SMITH, City Clerk E :FAYEiEV1LIE