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INTRODUCTION
The Commissioners of the Land Office (CLO) is seeking proposals from qualified
real estate developers or end users for the development of a prime lake resort site contain-
ing 758 acres, more or less, located on Lake Texoma between Kingston and Durant,
Oklahoma, Marshall County, Oklahoma. It is the intention of the CLO to offer this land
to the best qualified developer who will in turn plat, write covenants and restrictions,
build roads, extend utilities, sell residential lots, build a resort/convention center and an-
cillary support facilities, including restaurants or commercial businesses, and operate the
existing golf facilities.
The RFP presents a unique opportunity for potential developers to propose their vi-
sion for the development of this property. The site is located on the north shore of Lake
Texoma and consists of approximately 758 acres, portions of which are subject to flood
easement constraints. The property as depicted on the attached aerial photograph contains
approximately three miles of shoreline. The property is not zoned and lies within an unin-
corporated area of Marshall County. The property is currently leased by the Oklahoma
Department of Tourism as a resort site. There are two existing 18-hole golf courses (one
nationally ranked), an existing lodge (built in 1956), 45 cabins, several multi-use facili-
ties, and BACA facilities.
The CLO anticipates full development of the property for resort, residential, and
commercial uses. Resort, residential, and commercial development is permitted in this
area and the land included in this Request for Proposals.
REQUEST FOR PROPOSAL (RFP) TIME LINE
Availability of RFP Thursday, June 1,2006
Proposal Conference Thursday, June 15, 2006
Proposal Due Wednesday, August 23, 2006
Developers Selected Monday, October 2, 2006
PROPOSAL CONFERENCE
10:00 a.m. CST
Thursday, June 15, 2006
Commissioners of the Land Office
Conference Room
5801 N. Broadway, Paragon Bldg, Suite 200
Oklahoma City, OK
Prospective Bidders Access to Texoma State Park Area During RFP Process
Access to all public areas of the Lake Texoma State Park and facilities shall be at the
Prospective Bidders discretion. Please make every effort to avoid interference with employ-
ees or guests.
Access to all private and semiprivate areas will be allowed with a minimum of three
business days notice to the Lake Texoma State Park Manager, Greg Snyder at 580.564.2311,
who will notify the director of the area to which access is requested. If you would like to
view the private or semiprivate areas of the Lake Texoma Lodge, contact Susie Osteen at
580.564.2311.
Please remember Lake Texoma State Park and the facilities are an operating business
and you should make every effort to accommodate Mr. Snyder, Ms. Osteen and the employ-
ees time constraints and limitations.
Comments and questions concerning the Request for Proposals should be addressed to
the following persons:
Keith Kuhlman, Director of Real Estate Management,
Ph# 405-604-8140; Keith.Kuhlman@clo.state.ok.us
Perry Kaufman, General Counsel,
Ph# 405-604-8151; Perry.Kaufman@clo.state.ok.us
PROPOSAL PROCEDURES
PROPOSAL DUE DATE– WEDNESDAY AUGUST 23, 2006
Each developer must submit (a) five (5) copies of a detailed written pro-
posal (8 1/2” x 11” paper) each including a copy of the proposed plans
and (b) five (5) additional copies of the plans (24” by 36” paper). For
further information on proposal requirements see VI. Scope of Proposal
Documents, page 9.
Proposal and plans should be submitted to:
Commissioners of the Land Office
c/o Keith Kuhlman
Director of Real Estate Management
5801 North Broadway, Suite 200
P.O. Box 26910
Oklahoma City, Oklahoma 73126
Proposals must be received at the offices of the CLO before 11:01 a.m.
CST on Wednesday, August 23, 2006. The CLO reserves the right to
reject any and all responses. The CLO anticipates completion of the re-
view process and selection of a developer or developers on or before
October 2, 2006.
COMMISSIONERS OF THE LAND OFFICE
REQUEST FOR PROPOSALS
FOR DEVELOPMENT OF A
DESTINATION RESORT SITE
758 ACRES +/-
LAKE TEXOMA SITE
BETWEEN KINGSTON AND DURANT, OKLAHOMA
MARSHALL COUNTY, OKLAHOMA
Proposals must be received before 11:01 a.m. CST
WEDNESDAY, AUGUST 23, 2006
Submit Proposals to:
Commissioners of the Land Office
c/o Keith Kuhlman, Director of Real Estate Management
P.O. Box 26910
Oklahoma City, Oklahoma 73126
Issued on JUNE 1, 2006, by the Commissioners of the Land Office
(405) 604-8140
PART ONE OF TWO
RFP and RESPONSE IS PART ONE of the agreement
LEASE AGREEMENT and PURCHASE AGREEMENT IS PART TWO of the
agreement
Announcement of Request for Proposals
The Commissioners of the Land Office (“CLO”) is seeking proposals from qualified real
estate developers or end users for the development of a prime lake resort site
containing 758 acres, more or less, located on Lake Texoma between Kingston and
Durant, Oklahoma, Marshall County, Oklahoma. It is the intention of the CLO to ground
lease a portion and to sell a portion of this land to the best qualified developer who will in
turn plat, write covenants and restrictions, build roads, extend utilities, sell residential
lots, build a resort/convention center and ancillary support facilities, including restaurants
or commercial businesses, and operate the existing golf facilities.
The RFP presents a unique opportunity for potential developers to propose their vision
for the development of this property. The site is located on the north shore of Lake
Texoma and consists of approximately 758 acres, portions of which are subject to flood
easement constraints. The property as depicted on the attached aerial photograph
contains approximately three (3) miles of shoreline. The property is not zoned and lies
within an unincorporated area of Marshall County. The property is currently owned by the
Oklahoma Commissioners of the Land Office and operated as a resort site by the
Oklahoma Department of Tourism. There are two existing 18-hole golf courses (one
nationally ranked), an existing lodge (built in 1956), 45 cabins, several multi-use facilities,
and BACA facilities.
The property will be made available via a long-term ground lease, however, based upon
the development proposal, portions of the land may be sold to the developer, while other
portions of the land will continue to be held under long-term ground lease. The CLO will
entertain any and all offers on the property, however preferential scoring may be given to
partial lease/sale offers over sales only offers, in the Commissioners sole discretion.
The CLO anticipates full development of the property for resort, residential, and
commercial uses. Resort, residential, and commercial development is permitted in this
area and on the land included in this Request for Proposals.
Copies of the Request for Proposals can be obtained from:
Commissioners of the Land Office
c/o Keith Kuhlman
Director of Real Estate Management
P.O. Box 26910
Oklahoma City, Oklahoma 73126
Phone: 405.604.8140 Fax: 405.604.8199
E-mail: Keith.Kuhlman@clo.state.ok.us
Comments and questions concerning the Request for Proposals should be addressed
to the CLO. A proposal conference will be held at 10:00 a.m. CST on Thursday, June
15, 2006, in the conference room of the Commissioners of the Land Office, 5801 N.
Broadway, Oklahoma City, Oklahoma.
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Responses to the Request for Proposals must be received by the CLO before 11:01
a.m. CST on Wednesday, August 23, 2006. The CLO reserves the right to reject any or
all responses in its sole discretion.
The Commissioners of the Land Office
Request for Proposals for
Development of the Lake Texoma Resort Site
Kingston, Oklahoma
Marshall County, Oklahoma
Introduction
The Commissioners of the Land Office (“CLO”) is a federally created and State
managed Trust for the benefit of the schools in the State of Oklahoma. The CLO
invests over one billion dollars of funds and manages in excess of 700,000 acres of
agricultural and mineral interests throughout the State of Oklahoma. Unlike all other
State agencies, the CLO has a mandate by law to generate the maximum return
possible on its holdings.
It is recognized and acknowledged by the CLO portions of the land may need to be sold
to the developer to enable the company to make full economic use of the property.
However, the CLO realizes higher potential returns on ground leases than received on
land sales. So, it is the preference of the CLO to have as much of this development
land under long-term ground lease as possible. The CLO expects a return on and a
return of its capital investment on this property. Please keep this mandate in mind when
preparing your proposals.
The site is located on the north shore of Lake Texoma. Lake Texoma is located on the
Red River between Texas and Oklahoma with Highway US 70 bisecting the property.
The lake lies 75 miles north of Dallas-Ft. Worth and 121 miles south of Oklahoma City.
The lake at normal pool capacity encompasses more than 89,000 acres of surface area
and more than 580 miles of shoreline, making it the 12th largest man-made lake in the
United States. Lake Texoma is renowned for its striped bass fishing.
The site is currently known as Lake Texoma State Park and Resort and is operated by
Oklahoma’s Department of Tourism and Recreation.
I. Statement of Intent
The CLO requests proposals from responsible and qualified individuals, firms, and/or
teams of developers to develop the entire 758-acre site known as the Lake Texoma
Resort Site.
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The proposal must address how the developer intends to develop the property including
the overall development theme and a general synopsis of the covenants and restrictions
contemplated for the entire property, the commercial lands to be ground leased
(including proposed businesses), the number of residential/condominium lots to be
developed, and the type (quality, size, price range, etc.) of homes to be sold.
The CLO prefers to sell portions of the property to the developer, while other portions are
preferred not to be sold. For example, the Chickasaw Pointe Golf Course preferred to be
leased, but not sold to the developer. The site for the new resort/convention center is
preferred to be leased and not to be sold. The existing lodge building will be “sold” to the
developer if the developer decides to remodel the structure or demolish it; however, the
land on which the existing lodge resides may not be sold *(see title issue in regards to
deed restriction, italics paragraph, Section IV). All lands proposed for residential or
condominium development, and their surrounding common areas, will be sold to the
developer and are subject to strict conformance to the developer’s covenants and
restrictions developed for the site.
The CLO will consider a proposal for the out right purchase of the entire property.
However this type of proposal must conform to the attached proposed purchase
agreement which requires performance bonds for the completion of the project, or such
adequate security for performance as necessary to be determined by the
Commissioners, in their sole discretion. The attached proposed Commercial Lease and
proposed Purchase Agreement are merely the basic framework and a rough draft of the
proposed agreements, the final agreement may be amended to provide and cover for
acceptable contingencies and requirements in the actual agreements between the
parties. All purchase proposals must clearly state the amount of money offered for the
buyout and specific timing of any future payments. Developers submitting such a
proposal should also understand the CLO prefers to lease areas versus selling land and
the scoring of proposals will take this preference into account.
A proposal based solely on purchasing the land may not be given as many points
as proposals based upon leasing land and purchasing land unless the proposed
purchase price is high enough to account for the lost lease income.
II. Request for Proposal (“RFP”) Time Line
Availability of RFP ………………………………..…...……………...Thursday, June 1, 2006
Proposal Conference…....…………………………………….…. Thursday, June 15, 2006
Proposal Due………………………………………………... Wednesday August 23, 2006
A pre-proposal conference will be held at 10:00 a.m. CST, on Thursday, June 15, 2006
at the conference room of the CLO located at 5801 N. Broadway, Oklahoma City,
Oklahoma. Attendance at the proposal conference is not mandatory, but all prospective
developers are urged to attend. The CLO staff will provide an overview of the property
and the process and will respond to questions from prospective developers.
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Immediately following the Proposal Due Date, an Evaluation Committee made up of staff
members of the CLO and possibly outside consultants will evaluate the proposals. The
Evaluation Committee will make recommendations to the CLO. No information on the
status, short list, or other information will be provided or available to anyone prior to the
award of the RFP to the successful bidder. If a proposed Developer is selected and the
Commissioners desire to enter into an agreement with a proposed Developer, then the
CLO staff will contact the Developer and give formal Notice of Selection which will
precede the actual award of a contract. The actual award will occur on the date the
contract is signed and closed between the CLO and the Developer (See Section 6.8).
The CLO anticipates completion of the review process and selection of a developer or
developers on or before October 2, 2006.
The CLO reserves the right to modify the RFP timeline with notice, but the Proposal Due
Date will not be earlier than the August 23, 2006 deadline.
III. Background
The CLO acquired title to this property in March and April, 2006 from the US Army
Corps of Engineers and the Oklahoma Department of Tourism and Recreation,
respectively.
The CLO has the sole and exclusive right, in connection with this offering, to approve or
veto any sale, lease, transfer, mortgage, subdivision, grant, or other disposition of the
Lake Texoma Resort Site or any portion thereof, prior to the date of the actual closing of
the agreement.
A preliminary plat of one conceptual use plan (as prepared by a contractor of the CLO)
has already been prepared for this site and is attached as an example on the back of
this RFP. This conceptual use is provided only as one example of how this property
may be developed. Developers will submit their own proposed use concept with their
proposal. Bidding developers are encouraged to propose a concept plan based on their
own vision for the property.
Absolutely no information will be provided concerning the terms of previous offers made
on this property; this is to preclude any possible unfair advantage.
IV. Property Information
The property consists of 758 acres of land, two 18-hole golf courses, a lodge, 45 cabins
(65 total rentable cabin rooms), several multi-use buildings, and BACA facilitates. This
area is all part of the Lake Texoma State Resort, which was first developed in 1956.
The 106-room lodge overlooks Lake Texoma and is adjacent to Catfish Bay Marina.
Catfish Bay Marina is a full service marina with covered boat shelters and storage. The
marina is not part of this land package.
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The CLO has purchased to the 619’ elevation, and the Corps of Engineers will retain a
flowage easement to the 645’ elevation. This property contains over three (3) miles of
shoreline.
The north golf course is called the Chickasaw Pointe Golf Course, and sits on
approximately 230 acres. This is one of Oklahoma’s premier golf courses. It has been
rated in the Top Ten nationally for municipal golf courses; Top Four rated state course
by Golf Digest Magazine; Top 20 nationally rated places to play under $50 by Golf
Magazine. The course opened in 2000, and was designed by Randy Heckenkemper. It
is over 7,000 yards and is of professional championship quality. The clubhouse is a
nice contemporary design by Bokus-Payne with a locker room, kitchen, dining area, and
cart barn.
The south golf course is called the Lake Texoma Golf Course, and consists of
approximately 150 acres. It is an older design, which is comparable in length to a
modern executive style course. Many old trees and easy terrain make this a very family
oriented course. The clubhouse was built many years ago and is in fair condition at
best.
The Lake Texoma State Lodge was built in 1956 and contains 106 rooms. It includes a
full service kitchen and dining room plus a medium sized meeting facility that can seat
approximately 150 people. A full-sized pool along with a detached gazebo-type set of
rooms adjoins the lodge. A family recreation center is adjacent to the lodge. The Lake
Texoma State Lodge will require extreme remodeling and/or razing.
At the time of this offering there is a 27.58 acre tract, which includes the land where
the Lodge and most of the cabins are located, has a reversionary clause in the 1954
conveyance deed from the CORPS to the State of Oklahoma. Presently the CLO is
actively seeking and has pending before the United States Congress statutory language
to remove the reversionary interest. Estimates from the congressional aides place an
expectation of passage for the legislation in July or August 2006. The CLO will continue
to press for the passage of this legislation with the utmost urgency. We will be happy to
discuss the particulars with you if there are questions.
There are 45 cabin/duplex units along with several multi-use facilities used for family
overnight stays, two park resident homes, a state park office building, and the
necessary laundry facilities and ancillary buildings utilized to service the park. The
cabins/duplexes will also require extreme remodeling and/or razing.
There are approximately 200 acres of undeveloped land referred to as the North Lake
Shore Land. This area is west of the Chickasaw Pointe Golf Course and is almost
totally covered in trees with two lake coves.
A 3042’ long Lake Texoma airstrip lies adjacent to the property and is not a part of the
758 acres being offered.
Easements on the property include a highway easement, power line easements,
telephone, and natural gas pipeline easements.
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The site is currently serviced with power through the Red River Valley Electric
Cooperative. Centerpointe Energy Corporation provides natural gas to the site.
Southwestern Bell Corporation provides telephone and DSL. Water is provided on-site
by the park’s own well system. Sewage disposal is on land owned by the State of
Oklahoma in a 6-cell lagoon system and is not included in this RFP. Significant
information is provided on the accompanying CD’s regarding estimates for upgrading or
improving site infrastructure.
Additional information concerning the Lake Texoma Resort Site is available in CD form
with each RFP package. Any additional information a developer needs the CLO has in
its possession will be provided to the developer upon written request to the CLO. The
available information includes:
• Land Use and Concept Master plans
• Topographic Information on both North & South Shore Lines
• Boundary survey
• Numerous site high resolution aerial and still photographs
• General information regarding demographic information for the region and site
• Corps of Engineer information
• Site Infrastructure assessments (water and sewer)
• Structural Engineering Report on the Lodge
• Numerous site and building inventory maps
• CLO Legal Authority for project
• Congressional Authority for project
• Land Title Certification
• Phase 1 Environmental Assessment
• Contact List for Utility and State Information
• Lease Contract
• Patent or deed conveyance document
• Easements
Each developer is responsible for conducting its own due diligence on the Lake Texoma
project, however, we believe the information provided in the CD will provide the
developer with a great deal of the information needed to make this assessment. The
CLO makes no representations or warranties concerning the accuracy of the available
materials for the Lake Texoma Resort Site.
V. General Conditions
5.1 General. This section outlines the general conditions for the submission of
proposals to ground lease/purchase and develop the Lake Texoma Resort Site.
5.1.1 All materials submitted in response to this RFP shall become the property of the
CLO.
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5.1.2 Any questions or requests for interpretation, clarification, or additional information
relating to the RFP must be made in writing to the CLO by August 1, 2006. The CLO is
not responsible for any oral interpretations or information given by any CLO employee
or any other person. The CLO will attempt to notify all prospective developers who have
expressed interest in the Lake Texoma Resort Site to the CLO of any changes to the
RFP. It is the responsibility of each developer to contact the CLO at (405) 604-
8140 prior to submission of any proposal to determine if changes or addenda to
the RFP have been issued. Prospective developers should provide two email
addresses for sending out general additional information or changes, which will be sent
in mass email to the addresses. Receipt confirmations will be requested. It is the
potential bidders responsibility to make sure the email addresses are received by the
contact persons, as provided in Section 5.2. The CLO will not be responsible for any
potential bidders failure to provide the ability to contact them.
5.1.3 The CLO reserves the right in its sole and absolute discretion to (a) accept
or reject any and/or all proposals or other submissions in response to this RFP;
(b) waive irregularities, technicalities, or non-conformance in connection with any
proposal; and (c) accept any alternative submission or proposal which, in the
CLO's opinion, would best serve the interests of the CLO.
5.1.4 The CLO reserves the right to conduct any background investigation it deems
appropriate to determine the ability and feasibility of a developer or team member to
carry out the terms of their proposal. The CLO also reserves the right to request
additional information from any developer in connection with such review. Such
requested information may include, but without limitation, current financial statements,
verification of available resources, and past performance records. Each developer, by
making the proposal, agrees to authorize the release of any information reasonably
requested by the CLO from third parties during the due diligence process and to execute
any written instruments which the CLO may reasonably request.
5.1.5 Proposals will be evaluated in accordance with Article IX of this RFP. Developers
may be required to attend interviews as provided in Section 9.2.
5.1.6 Any submission of proposals may be withdrawn up until the date and time for
opening of the submissions. Any submission not so withdrawn shall, upon opening,
constitute an irrevocable offer for a period of one hundred and twenty (120) days
to the CLO for the development set forth in the Request for Proposals.
5.1.7 All expenses for making the submission of qualifications, due diligence
necessities, etc. shall be borne by the developer.
5.1.8 Subsequent to the Evaluation Committee's review, approval by the CLO will be
required before the final contract may be executed. No information on the status, short
list, or other information will be provided or available to anyone prior to the award of the
RFP to the successful bidder.
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5.2 Contact Policy. The CLO recognizes the complexity of the request for proposal
process. In order to facilitate the potential questions arising during the process, the
CLO asks all questions regarding this development be directed to the following persons:
Keith Kuhlman, Director of Real Estate Management,
Ph# 405-604-8140; Keith.Kuhlman@clo.state.ok.us
Perry Kaufman, General Counsel,
Ph# 405-604-8151; Perry.Kaufman@clo.state.ok.us
From the date of issuance of the RFP through the date of selection and award of a
developer by the CLO, no developer and no officers, partners, owners, agents, or
parties in interest of any developer or other person acting on behalf of a developer shall
contact or communicate, directly or indirectly, with any of the following persons in regard
to this RFP, the Lake Texoma Resort Site or the proposal submitted by the developer,
except for the contact specified in this Section or in Section 6.6:
(a) any Commission member of the CLO (the Commissioners include the
Governor, Lieutenant Governor, State Auditor and Inspector, State
Superintendent of Public Instruction, and the President of the Board of
Agriculture);
(b) any staff member of the CLO; or
(c) any member of the Evaluation Committee.
VI. Scope of Proposal Documents
Each developer must submit (a) five (5) copies of a detailed written proposal (8 1/2" x
11" paper) which includes the information described below, each including a copy of
the proposed plans and (b) five (5) additional copies of the plans (24" x 36" paper)
described below.
A. Proposal
6.1 Acreage. The proposal must include the proposed development of the entire 758
acres of Lake Texoma Resort Site.
6.2 Plan of Development. The proposal must show how the developer plans to
develop the entire site. In addition to the 8 1/2" x 11" copies found in the written
proposal, the proposed layout of the property and all roads and necessary
infrastructure, lakes, etc. must be shown on the 24" x 36" plan sheets submitted as part
of the proposal. These sheets will be used during committee and public review. The
proposal must include a master plan showing the site plan for the proposed
development.
The Plan of Development must show:
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(a) The generalized layout of the proposed development depicting the quality,
size and footprints of resort facilities, restaurants, businesses,
condominiums, residential homes, locations of sidewalks or walking paths,
roadways, landscaping, grading, drainage, areas, or building(s) devoted to
common area use, and the areas to be left permanently in their natural
condition;
(b) Illustrations of the proposed renovation, demolition or use of the existing
facilities using elevations, rendered drawings or photographs of
comparable projects, and a description of the building materials.
The CLO understands the completed development may be different than the proposal
due to circumstances beyond the control of the CLO or the developer, including
financial, aesthetic or engineering changes. However, any changes from the plan
submitted with the RFP response must be approved in writing by the CLO.
6.3 Uses. The proposal must describe in detail the proposed use of the site, including
the physical location of each proposed use. Developer’s proposal may include
elimination or partial elimination or renovation of the Golf Courses to accommodate
future residential or resort building sites or for enhancement of play on the course(s).
However, preference may be allowed for keeping at least one golf course of such
character to be an 18-hole championship layout. No actual casino operations will be
allowed to be conducted on the premises and any conveyance deeds of property sold
will contain this restriction and the winning bidder agrees to allow this restriction.
6.4 Schedule. The proposal must include the development schedule, including
without limitation, any proposed contingency period, estimated date of commencement
of construction, estimated date of completion of construction, and estimated opening
dates. If the proposal includes development of multiple components, the schedule
should be shown for each component, along with the estimated absorption rate for
residential lot sales. All infrastructure must be sized to accommodate the entire
development or as otherwise agreed to in writing by the CLO.
6.5 Financing. The proposal must include the proposed method of financing the
development. If the proposal is contingent upon financing, the proposal must specifically
state that contingency, including the estimated cost of the development, the percentage
of the estimated development cost for which financing will be obtained, and the time
frame for obtaining financing. The proposal must also include any history of the
developer in obtaining comparable financing for comparable projects (including the
name of the financier and the name of the project).
6.6 Lease Terms. The proposal must include the proposed terms of the attached
ground lease for the site. The terms of the attached lease agreement may be changed
to facilitate the financing or to prevent severe impairment of the development, upon
written agreement of the parties. During the time period in which the developer is
preparing the RFP, the developer may contact the General Counsel of the CLO to
determine if certain changes in the base lease contract will be acceptable to the CLO.
10
However, in order to protect the integrity of the RFP process, the developer shall not
quote any monetary or potential bid prices during the discussions.
The “Initial Phase” annual rent, provided for in Section 3 of the Commercial Lease, is
stated at $ 50,000.00, which is for the first year rental; however, this amount is a
minimum bid. The actual amount of this annual rent shall be an amount the developer
bids and shall be a consideration in the evaluation of the responses to the RFP. Any
proposal submitting a bid less than $ 50,000.00 for the annual rental payment shall not
be considered. The developer shall state:
(1) the annual rental offered for the three (3) year “Initial Phase” of the
Commercial Lease;
(2) the monthly rental for the golf facilities, resort sites, and other lands to be
held under lease for the remaining fifty-two (52) years;
(3) the proposed escalation of rentals for the life of the contract;
(4) the number of acres for each potential use, golf, commercial business,
resort/convention center, residential/condominium, open space/common
areas; and
(5) both the percentage split of the land sale proceeds and the per acre value
to be received by the CLO, as stated in Section 8.3.5 of the Commercial
Lease.
The minimum bid for the residential property is: 23% for each lot sold or $ 15,000.00 per
acre, whichever is greater. Any proposal submitting a bid less than 23% for each lot sold
and $ 15,000.00 per acre shall not be considered.
6.7 Sale Terms. The CLO will also consider a proposal for the outright sale of the
areas designated for residential/condominium development; however, this option will be
graded accordingly against other proposals that may offer a potentially higher return
using the percentage of lot sales proceeds. This option is also subject to the residential
sales limitation provided for in Section 8.3.4 of the Commercial Lease. All outright
purchase proposals must clearly state the amount of money offered for the buyout and
specific timing of any future payments. Developers submitting such a proposal should
also understand the CLO prefers to lease areas versus selling land and the scoring of
proposals will take this preference into account.
The CLO prefers operations of the existing lodge, cabins, and golf courses be turned
over to the developer between October and November 2006 in the event of either an
outright sale or lease/sale of the property.
6.8 Contract Deadlines. All sales and lease contracts shall be concluded and closed
within sixty (60) days of formal Notice of Selection. This date may be extended by written
agreement of the parties, made prior to the expiration of any conclusion date.
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B. Developer Information
6.9 Development Entity. Provide the legal name, type of entity, address, telephone
number, and contact person for the developer. Identify all owners of a five percent (5%)
or greater ownership interest in the proposed development. (If the developer is chosen
for this development, the developer shall immediately notify the CLO in writing of any
changes in ownership.)
6.10 Development Team. Provide the names and addresses of all members of the
development team who have been identified at the time of submission of the proposal.
This should include the individual(s) who will serve as project manager(s) for the
project. Provide background information and experience for each team member.
Proposal must include all business relationships or anticipated business relationships,
including, if possible, any proposed sub-lessees, business elements, or other entities
anticipated to be involved in the development process.
6.11 Experience. Provide a statement of the developer's experience in developing
projects similar to the proposed project. Include a description of any mixed-use
development projects including resort, residential, and commercial use areas. For
similar projects, include the name of the project manager, scope of work, timetable,
estimated/actual cost, and percent of work for which the developer was responsible. The
CLO has high expectations for the success of the development; therefore, the
demonstration by the developer of experience in developing resort, hotel, golf, and
commercial properties as a single overall development will have a positive impact on the
scoring of the proposal.
6.12 Legal Matters. Provide a statement as to whether the developer or any officer,
owner, principal employee, subsidiary or affiliate of the developer has been adjudged
bankrupt, either voluntary or involuntary, or has been convicted of a felony, in either
case, within the last ten (10) years. Additionally, provide a statement as to whether the
developer or any officer, owner, principal employee, subsidiary, or affiliate of the
developer has been involved in any prior development construction related litigation or
claims and describe the type and extent of such litigation or claims.
6.13 Pending Litigation. Provide a summary of any pending lawsuits, unsatisfied
judgments and/or judgment liens currently filed against the developer or any officer,
owner, principal, employee, subsidiary, or affiliate of the developer.
6.14 Sovereign Entity. Due to the need to protect the Trust managed by the CLO, in
the event any sovereign entity (State, Nation, Tribe, Country, etc.) should be the
successful bidder on this RFP, then the CLO will require certain waivers of sovereignty
to protect its interests. The language in the lease agreement will substantially comport
to the following:
The “Sovereign Entity” waives its sovereign immunity for any and all suits
for breach of this agreement. The “Sovereign Entity” clearly and
12
unequivocally waives its sovereign immunity and agrees it will not assert
the defense of sovereign immunity if sued for breach of contract. This
waiver of sovereignty is consent by the “Sovereign Entity” to be sued by
the CLO in the courts of the State of Oklahoma, the United States Federal
courts or in any court the CLO desires to bring an action against the
“Sovereign Entity”. The “Sovereign Entity’s” clear and unequivocal waiver
is shown by a vote of the “Sovereign Entity’s” governing board or council
as required by the documents of its creation or by whatever is used as
evidence of sovereignty and by a vote of consent by all the citizens or
members of the “Sovereign Entity” with sixty percent (60%) of the known
voting citizens or members voting to consent to the waiver of sovereignty
and the terms of this agreement. Both the vote of the board or council and
the vote of the citizens or members are evidenced by the attached result of
the role call vote of the board or council and the certified results of the vote
of the citizens or members. Any discretion in either requiring or allowing
modifications to this clause shall solely rest with the CLO.
VII. Development Requirements
One developer will be selected by the Evaluation Committee to enter into a ground
lease and/or purchase contract (See Attached) with the CLO in regard to development
terms. Specific development requirements will be included in the ground lease or based
upon the developer’s conceptual plans submitted, rental structure, and lot sale
participation structure. The following provisions will be applicable to the Development
Agreement.
7.1 Commercial Lease Contract. The Commercial Lease Contract shall include:
(a) the RFP, (b) the proposal submitted by the developer in response to the RFP, and (c)
the monetary terms of the proposal.
7.2 Administration. The Commercial Lease Contract will be administered by the
CLO.
7.3 Relationship. The relationship of the CLO to the developer will be as landlord
and tenant.
7.4 Responsibility. The developer will be solely and entirely responsible for its acts
and the acts of its agents, employees, servants, contractors, subcontractors, licensees,
and invitees during the term of the development agreement.
7.5 Assignability. The developer cannot assign or transfer any interest in the
Commercial Lease Contract without the prior written consent of the CLO. The
developer may not assign or transfer any interest in the Commercial Lease prior to three
(3) years from the Commencement Date as defined in the Commercial Lease.
13
7.6 Insurance and Indemnification. The ground lease will require the developer to
indemnify and hold harmless the CLO from any claims or losses arising out of the
development. The developer will be required to provide customary insurance, naming
the CLO as beneficiary.
7.7 Compliance. The development must comply with all applicable laws and
regulations. Any architects, contractors or other professionals involved in the project
must be duly licensed by the State of Oklahoma at all times during the project and must
submit evidence of compliance.
7.8 Discrimination. The developer and its contractors, subcontractors, and other
firms involved in the development must comply with the President's Executive Order No.
11246 and Order No. 11375, which prohibit discrimination in employment regarding
race, color, religion, sex or national origin. Firms must also comply with Title VI of the
Civil Rights Act of 1964, Copeland Anti-Kick Back Act, the Contract Work Hours and
Safety Standards Act, Section 402 of the Vietnam Veterans Adjustment Act of 1974,
Section 503 of the Rehabilitation Act of 1973, and the Americans with Disabilities Act of
1990, all of which are herein incorporated by reference.
7.9 Earnest Money. The Developer will be required to submit a cashiers check of
$50,000.00 US Dollars with their proposal. This earnest money deposit is refundable to
those participants whose proposals are rejected. For the winning proposal the earnest
money will be used as either part of the first years rental or as a portion of the down
payment for purchase of the property. If a bidding Developer does not receive the
formal Notice of Selection from the CLO, their earnest money will be returned within 15
business days a formal Notice of Selection is sent to the successful bidder. No interest
will be paid on the earnest money held by the CLO during the time between submission
and the return date.
VIII. Submission Instructions
8.1 Proposal Submission. Five (5) identical copies of each proposal and related
plans, plus five (5) additional copies of the Plan of Development drawing must be
submitted. The proposal must clearly indicate the legal name, address, telephone
number, contact person, and type of entity (corporation, partnership, individual, etc.) of
the developer(s). An officer of the developer who is duly authorized to bind the
developer to a contract must sign each proposal. Each copy of the proposal must bear
an original signature above the typed or printed name and title of the signer.
8.2 Delivery of Proposals. Proposals must be received at the offices of the CLO
before 11:01 a.m. CST on Wednesday, August 23, 2006. The five (5) copies of the
proposal and plans and five (5) extra copies of the plans must be submitted together at
one time.
The Proposals must be delivered to:
14
Commissioners of the Land Office
c/o Keith Kuhlman
Director of Real Estate Management
5801 North Broadway, Suite 200
P. O. Box 26910
Oklahoma City, OK 73126
It is the sole responsibility of the developer to have the proposal delivered to the CLO at
or before the delivery deadline. The CLO reserves the right to reject any proposals
which are not received by the proposal deadline or which are not submitted in the
required form. Submitted proposals become the property of the CLO and will not be
returned to the developer.
8.2.1 Format. Proposals must be submitted on 8 1/2" x 11" white paper. Pages must
be consecutively numbered.
8.2.2 Contents. Each proposal must include the following contents in the following
order:
(1) Cover page, submission form
(2) Table of contents
(3) One (1) page summary for public review
(4) Proposal
(5) Attachments and appendices, if any
(6) Non-collusion affidavit, in the form attached in the Appendix
(7) Plan of Development - 24" x 36" plan sheets (five copies with proposal,
plus five additional copies)
IX. Evaluation of Proposals.
9.1 Evaluation Committee. The Evaluation Committee, in accordance with the
evaluation criteria described below, will review all qualified proposals received by the
proposal deadline. Proposals will be subject to public review.
9.2 Interviews and Questions. The Evaluation Committee may elect to conduct
interviews with one or more developers. Representatives of the Evaluation Committee
may contact developers to request clarification or additional information to enable the
Evaluation Committee to fully understand the proposal. Representatives of the
Evaluation Committee may also request additional material, documents, information,
and references from the developer, including financial and tenant information.
Developers must be available to meet with representatives of the Evaluation Committee
in Oklahoma City, Oklahoma, within a reasonable time after notification.
9.3 Agreements. After completion of review and evaluation of any proposals and any
information and proposals subsequently submitted, the Evaluation Committee shall
select one developer for the signing of the Commercial Lease Contract.
15
9.4 Evaluation Criteria. Proposals will be initially analyzed and evaluated to the
following evaluation criteria. There will be subjective and objective portions of the
criteria. The maximum objective score for a proposal is 100 points. The subjective
score will be based upon the Evaluation Committee members’ overall feeling of the
proposal and is not scored numerically. The Evaluation Committee will recommend the
proposal providing the greatest overall benefit to the CLO, which may or may not be the
proposal receiving the highest objective score.
9.4.1 Section A - Design (35 points)
(a) Quality and scope of master site plan
(b) Consistency of proposal including services, amenities, and mix of uses
which are included in the proposal
(c) The design, appearance, and appropriateness of the proposed
development in the context of the surrounding area
(d) Type of housing design proposed
(e) Covenants and restrictions within the development
9.4.2 Section B - Economic and Related Impact (35 points)
(a) The proposed monetary lease terms for the ground lease property and the
extent of the area covered under the ground lease
(b) The amount bid per acre and the percentage of lot revenue forthcoming to
the CLO as a result of the sale of condominium or residential lots
9.4.3 Section C - Financial Abilities and Project Execution (30 points)
(a) Proposed method of financing the development, including all sources and
uses of funding, timetable, proof of ability to obtain financing and pro
forma statements (if applicable)
(b) Developer's experience in comparable developments
(c) Education, experience, and capability of developer's staff and consultants
in urban planning and neighborhood development
(d) Financial strength of developer
(e) Litigation history
(f) Project schedule for development of the Lake Texoma Resort Site –
including commencement and completion of construction – and adherence
to schedule on prior projects
(g) Contingencies and length of contingency period
16
Appendix
Commissioners of the Land Office
Request for Proposals to
Develop the 758 Acre Lake Texoma Resort Site
Submission Form
Proposals Must Be Received
before 11:01 a.m. (CST)
Wednesday, August 23, 2006
5801 North Broadway, Suite 200
P. O. Box 26910
Oklahoma City, Oklahoma 73126
IMPORTANT: Five (5) identical copies are to be submitted.
Please complete the following:
Legal Name of Developer: _________________________________________________
Address: ________________________________________________________________
Telephone Number: _______________________________________________________
Fax Number: ____________________________________________________________
Contact Person: _________________________________________________________
Signature: ______________________________________________________________
Name of Signer: _________________________________________________________
Title of Signer: ________________________________________________________
Email: ________________________________________________________________
17
CONTRACT NON-COLLUSION AFFIDAVIT
In accordance with 74 O.S. §85.23, ___________________ of lawful age, being first
duly sworn on oath says:
1. He is the duly authorized agent of ____________________________ (vendor),
the contract which is attached to this statement, for the purpose of certifying the facts
pertaining to the giving of things of value to government personnel in order to procure
said contract;
2. He is fully aware of the facts and circumstances surrounding the making of the
contract to which this statement is attached and has been personally and directly
involved in the proceedings leading to the procurement of said contract;
3. Neither the contractor nor anyone subject to the contractor’s direction or control
has paid, given or donated or agreed to pay, give or donate to any officer or employee
of the State of Oklahoma any money or other things of value, either directly or indirectly,
in procuring the contract to which this statement is attached; and
In accordance with 74 O.S. §85.42.B, the contractor further certifies that no person who
has been involved in any manner in the development of that contract while employed by
the State of Oklahoma shall be employed to fulfill any of the services provided for under
said contract.
In accordance with 74 O.S. §85.41.F.1, if this contract is for professional services as
defined in 74 O.S. §85.2.25, and if the final product is a written proposal, report, or
study, the contract further certifies that he has not previously provided the state agency
or any other state agency with a final product that is a substantial duplication of the final
product of the proposed contract.
_____________________________________
Printed Name
_____________________________________
Title Date
STATE OF OKLAHOMA )
) SS:
COUNTY OF OKLAHOMA )
Subscribed and sworn to before me this _______ day of ______________, 2006.
_____________________________________
NOTARY PUBLIC
My Commission Expires:
18
LAND USE PLAN
for
LAKE TEXOMA RESORT
Kingston, Oklahoma
Prepared for:
Commissioners of the Land Office
State of Oklahoma
Prepared by:
01 November 2004
LAKE TEXOMA RESORT – LAND USE PLAN
TABLE OF CONTENTS
Introduction
Executive Summary
Land Use Drawings
• Preliminary Concept Plan
• Preliminary Concept Plan with Aerial Photograph
• Preliminary Master Plan
Summary of Findings
• Encumbrance Records
• Utilities & Topographic Maps
• Aerial Photographs
• Assets
• Access
• Streets
• Residential, Commercial & Special Use Areas
• Landscaping
• Drainage
Conclusion
Acknowledgements
Appendix
• FAA Advisory Circular
• FAA Form 7460-1 Notice of Proposed Construction or Alteration
01 November 2004
LAKE TEXOMA RESORT – LAND USE PLAN
INTRODUCTION
Glover Smith Bode and EDAW were contracted by the State of Oklahoma Commissioners of the
Land Office to develop a Land Use Plan for land in and around the Lake Texoma Resort Park in Kingston,
Oklahoma as shown below. The study area included state owned land, state leased land owned by the
Corps of Engineers, and land owned and maintained by the COE. The purpose of the study was to
designate locations suitable for future development and propose specific types of development for each
buildable area. We were to evaluate the opportunities and benefits of the study area, as well as its
constraints and limitations. Our findings were to be documented in a Preliminary Concept Plan, a
Preliminary Master Plan, and a written summary. The Concept Plan depicts general areas of
development and access paths; the Master Plan more accurately depicts new roads, potential structures,
and residential lots, while the report offers background information and a detailed explanation of the
drawings. This study was commissioned in early October 2004 with a target completion date of
November 1, 2004.
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LAKE TEXOMA RESORT – LAND USE PLAN
EXECUTIVE SUMMARY
After a review of the study area shown below, including identification of both its opportunities and
constraints, we developed this plan to accommodate both existing uses and proposed growth. Our
overall concept extended beyond the study area boundaries to create a resort environment with three
distinct components.
The first component, utilizing the portion of the study area north of US 70, will include a new high-end
resort lodge with accompanying cabins on a bluff adjacent to Chickasaw Pointe Golf Course and
overlooking Lake Texoma, with luxury residential lots dispersed around the golf course and along the
wooded shoreline. A cluster of retail shops and restaurants located on the waterfront off the highway,
near the Roosevelt Bridge, will provide a vibrant commercial center without compromising the seclusion of
the resort itself.
The second component, comprising the portion of the study area south of US 70, will include a
reconstructed lodge, cabins, and golf clubhouse for the Lake Texoma course. The course will remain a
local attraction and lodge amenity, while the lodge, with its outdoor adventure pool and fitness facility, and
cabins will offer a great vacation value, more broadly affordable than the high-end resort, while still
offering dramatic golf course and lake views. This zone will also serve as a buffer between the
Chickasaw Pointe course and resort and the public areas around Catfish Bay.
These public areas constitute the third resort component. The popular campgrounds and marina
operations will remain, as they currently exist, although the substantial traffic to this area will be diverted
from the resort area to a separate dedicated route.
This model capitalizes upon the resort’s current success while maximizing the potential of its future
expansion and transformation. This report further explains our findings and proposals in greater detail.
01 November 2004
LAKE TEXOMA RESORT – LAND USE PLAN
ENCUMBRANCE RECORDS
The only easement information regarding the study area that State of Oklahoma was able to provide
was the Corps of Engineers flowage easement elevation of 642’. Drawings provided by the State further
indicated the lake’s normal pool elevation at 617’ and flood pool at 640’. Our work is based upon the 642’
elevation as the lower limit of shoreline improvements and construction.
UTILITIES & TOPOGRAPHIC MAPS
The State of Oklahoma provided several digital drawings indicating existing structures, roads and
paved areas, utilities, golf course configurations, water bodies, and wooded areas. The drawings
included topographic information, with both spot elevations and 2’ contours, for nearly all of the study
area. The ribbon of shoreline on the northwest corner of the study area did not have topographic data, so
we ordered a USGS map with 10’ contours, shown below, in order to understand that portion of the site.
The State indicated that water and sewer service would be extended to the currently undeveloped
portions of the study area by the city of Kingston, Oklahoma. The absence of sewer service would
necessitate septic systems and/or lagoons that would affect the quantity of available buildable area and
could also determine usable minimum residential lot sizes. We recommend that the overhead power
lines running along the north side of US 70 be buried to further enhance the resort entry experience.
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LAKE TEXOMA RESORT – LAND USE PLAN
AERIAL PHOTOGRAPHS
The State of Oklahoma was unable to provide a copy of a current aerial photo of the study area. We
purchased a digital color image of Section 26-6S-6E of Marshall County, OK, dated June 2003, from
Aerial Oklahoma. This image, shown below, depicts the study area, with summer foliage, in its entirety.
ASSETS
The most obvious assets of the study area are its location, topography and golf courses. The
waterfront location offers great visibility and easy access, as described later in this report. The steep
bluffs along much of the shoreline provide buildable areas well above the flood pool with dramatic vistas
of the lake. The golf courses add to the area’s natural beauty, add value to residential lots away from the
waterfront, and provide a wonderful amenity for resort guests. Because the Chickasaw Pointe Golf
Course was not designed to accommodate additional development, areas suitable for construction are
limited. However, those sites that have a manageable slope and reasonable access enjoy the double
benefit of golf and water views. We have limited the buildable sites areas to areas of less than 20% slope
and elevations above 642’, so that the shoreline can be held in common and used to accommodate a trail
system linking the campgrounds to the southeast with the ribbon of shoreline land to the extreme
northwest.
01 November 2004
LAKE TEXOMA RESORT – LAND USE PLAN
South of US 70, the existing park office, recreation building, lodge, golf clubhouse and cabins are old,
in marginal condition, and far below contemporary resort standards. Our plan calls for complete
replacement of these facilities. The fuel station and convenience store located at the current resort
entrance provides a valuable service, but its appearance detracts from the resort entry experience. We
recommend renovating this facility in accordance with the determined theme of the new resort.
Consistent materials and signage will help integrate it into the resort and remove its aesthetic liability.
The Texomaland Fun Park to the west would also benefit from resort-themed improvements, but its
proximity makes it less of a concern.
The 3042’ long Lake Texoma airstrip is lightly used, but well maintained and appreciated by its users.
The plane parking area is located uncomfortably close to the highway and resort entrance, and would
ideally be relocated to a less visible location to the west. Observation of a takeoff from the airstrip
indicated that development north of US 70 would not adversely affect use of the airstrip. Further, aircraft
noise is minimal, especially compared to highway noise near US 70. According to FAA Advisory Circular
70/7460.2K, the FAA must be notified when construction is proposed within 10,000 feet of an airport with
a runway less than 3200 feet if the construction will exceed a 50:1 slope from the nearest point of the
runway. The north end of the Texoma airstrip is at an elevation of 680’. At an elevation of 680’ and a
distance of 3500’ from the end of the airstrip, our proposed high-end resort lodge will only exceed that
slope if the structure were taller than 70’. The Chickasaw Pointe clubhouse, at a distance of 3500’ and an
elevation of 730’, has an allowed height of 20’ without notification. Because the entire study area lies
within the 10,000 foot radius of influence, other development may require FAA notification, depending
upon the elevation of the construction site and the height of the proposed structure. Existing overhead
electrical lines running along the north side of US 70 likely have a far greater impact upon airstrip
operations than any proposed construction. It is worth noting that this FAA regulation merely requires
notification in certain circumstances and not FAA approval. This notification allows the FAA to recognize
potential hazards, inform pilots, recommend warning lights and/or markers and depict obstacles on
aeronautical charts.
The study area is comprised of approximately 750.4 acres, with 520.8 acres located north of US 70
and 229.6 acres south of the highway. In the south portion, 49.2 acres are available for new or
redevelopment. In the north portion, 89.2 acres are deemed suitable for new development, while an
additional 24.3 acres are buildable, but lack current access and offer limited potential for future access.
ACCESS
Access to the entire study area is provided by US 70, which leads west 30 miles through Kingston,
Madill and Ardmore to Interstate 35. To the east, US 70 travels 15 miles to Durant and intersects US 75,
which leads south 20 miles to Denison, Texas. I-35 and US 75 provide outstanding access to the study
area from most of Oklahoma and north Texas, including the Tulsa, Oklahoma City and Dallas/Fort Worth
metropolitan areas.
01 November 2004
LAKE TEXOMA RESORT – LAND USE PLAN
The portion of the study area south of US 70 is accessed from the highway via the main resort park
entrance. This road leads past the current lodge and Lake Texoma Golf Course clubhouse, runs along
the north and east edges of the golf course, winds through the many resort cabins, and ultimately splits
into several fingers serving the campground at the southern end of the peninsula. One intersecting road
takes guests along the west side of the golf course near the airstrip, leads to an abandoned camping area
south of the golf course and bridges across Catfish Bay to additional resort park camping areas. A
second branch of the main resort park road leads around the southeast corner of the golf course,
accessing waterfront elements, including marinas, boat storage facilities, marine maintenance operations,
and a Lake Patrol office.
Chickasaw Pointe Golf Course is accessed via an entrance road leading from US 70 to the golf
clubhouse and on to the maintenance facility. The shoreline land north of Rolling Hills subdivision is
currently accessible only from that neighborhood. Unimproved dirt roads meander through the
underbrush, offering meager access to this area. The ribbon of shoreline that extends to the west is
completely inaccessible, except from the lake itself.
STREETS
As previously mentioned, the roads serving the portion of the study area south of US 70 currently
provide adequate access to all facilities. However, the volume of campground traffic compromises the
current resort, golf clubhouse, and, most significantly, the individual resort cabins that line this road. We
propose a new, more elaborate entrance drive from US 70, which bisects north of the golf course into two
roads with unique destinations. The east leg, which is currently the main resort road, will be divided into a
boulevard with newly planted trees in the median. This drive will lead to the rebuilt mid-level lodge, the
rebuilt golf clubhouse, and the new clusters of resort cabins. The west leg will follow its current path
around the west side of the golf course to a new resort campground welcome center, which will serve as
the gateway for campers and marina users. This road, using both existing streets and new linkages, will
wind along the north shore of Catfish Bay, providing access to the existing waterfront facilities and to the
campsites on the peninsula. Removal of the RV, camper, and boat trailer traffic from the east road will
dramatically improve the resort experience for guests staying in the rebuilt cabins.
The buildable land lining Chickasaw Pointe Golf Course will be accessed from the current clubhouse
road, with few exceptions. The high-end resort lodge and luxury home sites will be accessed via new
streets that branch off of this existing drive, which will ideally be divided into a boulevard if space permits.
These new streets pass between golf holes and avoid impacting the current course design. The home
sites north of Rolling Hills are also accessed from the current clubhouse drive, but the road in this area
will require bridging over several ravines and may be one-way with passing areas in order to minimize
tree clearing and grading.
The peninsula adjacent to Roosevelt Bridge and the home sites across the cove to the west will be
accessed from a new driveway on US 70, located at the old fishing dock access point between the main
01 November 2004
LAKE TEXOMA RESORT – LAND USE PLAN
resort entry and the highway bridge. This road leads to an intersection providing access to the residential
area on the west and east to the clustered waterfront commercial development and parking area.
There is a 10.1 acre parcel of residential development proposed west of Rolling Hills, which will be
served by an extension of existing neighborhood streets. The remaining developable land to the west
and northwest can conceivably be accessed from Rolling Hills, although likely with great difficulty and
expense.
RESIDENTIAL, COMMERCIAL AND SPECIAL USE AREAS
As previously mentioned, our master plan proposes three distinct usage zones within the study area.
The land north of US 70, with its premium golf course and serpentine waterfront bluffs, is ideal for a
secluded high-end resort lodge, with peripheral resort cabins and luxury residential lots available for
private sale. Every home site will likely enjoy water views, golf views or both. Architectural guidelines,
consistent with the determined resort theme, will visually unify the resort environment and prevent
obtrusive or objectionable construction. The resort lodge, nestled on a bluff between the golf course and
lake, will enjoy panoramic water views and access to waterfront amenities such as a swimming beach
and day-use marina. The resort cabins, accessed by both a dramatic pedestrian suspension bridge and
cart path, will be arrayed around a quiet cove, with views of the water, the golf course, and the lodge
itself. Every effort has been made to accommodate new development without disturbing the existing golf
course. Reconfiguration of certain golf holes may provide additional buildable area or improve access to
buildable areas, but the cost of such measures is likely to be severe. Our master plan envisions little or
no interruption to ongoing golf operations during all phases of proposed development.
Due to its visibility and proximity to US 70, the east peninsula adjacent to Roosevelt Bridge should be
reserved for retail development. The peninsula will be ringed by waterfront restaurants and shops and
served by a common parking area and day-use marina. The resort shoreline trail system will allow resort
guests and residents to access this area on foot, the day-use marina will accommodate visitors from all
parts of the lake, and easy access and convenient parking will attract business from the entire region.
This lively commercial district, with its lakefront dining terraces and storefront boardwalk promenade, will
contrast with and enhance the resort environment. Architectural guidelines, consistent with the
determined resort theme, will help integrate this area into the resort proper.
The portion of the study area south of US 70, with its more modest and less difficult golf course,
limited lake frontage, less dramatic topography, and adjacency to public campgrounds, is best suited to a
more broadly affordable resort product. The existing park office, recreation center, lodge and cabins
should all be removed and replaced. The new lodge will feature both golf and water views, and will
include up-to-date fitness facilities, a market with a limited food menu, and an outdoor adventure pool
ideal for families. These amenities will be available to resort guests, while the public could access the
facility on a fee basis. The new cabins will be clustered in small villages with common parking courts.
They will eliminate the uncomfortable exposure to the road and provide a greater sense of seclusion. The
01 November 2004
LAKE TEXOMA RESORT – LAND USE PLAN
Lake Texoma golf clubhouse should also be replaced with a structure that meets current standards and
participates in the architectural theme of the resort.
The third usage zone includes the public campgrounds around Catfish Bay and the marina operations
lining the waterfront. A new welcome center located southwest of the Lake Texoma Golf Course will
house state resort park offices, provide central receiving for resort facilities, monitor airstrip usage, and
offer a facility where visitors could pay campsite fees and get resort maps and information.
LANDSCAPING
The portion of the study area north of US 70 is heavily wooded along the shoreline and in moderate
to steeply sloped areas. Much of the land at upper elevations was cleared and regraded to construct
Chickasaw Pointe Golf Course, however some gently sloping areas with grass and sparse tree cover
remain. Much of the proposed development north of US 70 occurs in these natural clearings. However,
significant clearing and grading will be required to develop the area north of Rolling Hills. Construction of
paved roads and paths connecting these development areas will also require removal of trees and
manipulation of the existing topography in certain areas. Overall, the clustered nature of the proposed
development and the preservation of the large areas of steeply sloped and flood easement land will
maintain the present character of the land. Tree planting on both residential lots and the grounds of the
new high-end resort lodge will further contribute to this secluded environment.
Perhaps the greatest weakness of the portion of the study area south of US 70 is the relative lack of
mature trees, especially in light of the resort’s age. While substantial wooded areas remain along the
lakeshore and around the southernmost resort cabins, the current lodge and the original Lake Texoma
Golf Course are in need of landscape improvements. The addition of earth berms, water bodies, and
trees to the golf course will enhance the golf experience without altering its level of difficulty. Aggressive
tree planting is needed at the present lodge site in order to screen it visually from the highway, while also
reducing noise pollution from highway traffic. The arrival experience should preserve some sense of
mystery, and the south lodge and cabins should have a measure of seclusion from the surrounding uses.
While the southern cabins enjoy tree cover, the northern cabin sites need additional trees to separate the
cabin clusters and better integrate the buildings into the landscape. Dramatic vistas of the lake and golf
course are important, but they should be provided for effect only from specific locations that enhance the
resort experience.
DRAINAGE
Drainage patterns were studied using topographic maps, aerial photography, and on-site observation.
The portion of the study area south of US 70 drains from north to south into ravines and lake inlets along
Catfish Bay and along the peninsula of land containing the campsites. Chickasaw Pointe Golf Course,
north of US 70, drains in all directions from the golf clubhouse, which is located at the highest elevation in
the study area. The remainder of the study area north of US 70, which is the ribbon of shoreline running
west of Chickasaw Point Golf Course, drains generally north to the lake. The entire shoreline in the study
01 November 2004
LAKE TEXOMA RESORT – LAND USE PLAN
area north of US 70 is highly irregular, with ravines descending to numerous inlets and coves. Except
during rainy weather, the streambeds within these ravines are generally dry. These areas were deemed
unsuitable for development, although pedestrian and vehicular bridges could traverse the ravines in
select locations, providing access to buildable sites without altering existing natural drainage patterns. As
previously mentioned, the COE flowage easement extends up to 642’, and, according to the current
Resort Park Manager, flood waters have approached that mark more than once in the lake’s 60-year
history. Land below this elevation was deemed unsuitable for development, except for low-impact
elements such as trails, beaches, and day-use marinas.
CONCLUSION
Lake Texoma is ideally located to attract visitors from both Oklahoma and north Texas. Lake Texoma
Resort Park, a popular regional destination for nearly 50 years, offers two unique golf courses, lodge and
cabin accommodations, numerous campgrounds, and extensive marina facilities at Catfish Bay. The
rolling hills, wooded slopes, and dramatic bluffs of the resort further enhance its lakefront location. Our
study found numerous opportunities for both new development and redevelopment to invigorate the
resort, expanding its appeal and capitalizing upon its unique assets. There are suitable areas for resort
lodges, resort cabins, private residential lots, and commercial development without disruption of the
existing golf, camping and marina facilities. Our plan offers a broad range of resort experiences to a
broad range of resort visitors, maximizing the economic benefit of the property and building upon the
resort’s proud tradition.
01 November 2004
LAKE TEXOMA RESORT – LAND USE PLAN
ACKNOWLEDGEMENTS
This Land Use Plan was developed under the direction of Keith Kuhlman, Director – Real Estate
Management Division, State of Oklahoma Commissioners of the Land Office. Additional information was
provided by Kristina Marek, Director - Planning & Development Division, Oklahoma Tourism and
Recreation Department and by Greg Snider, Resort Park Manager – Lake Texoma Resort Park,
Oklahoma Tourism and Recreation Department. All recommendations contained within this report are
based upon information gained in meetings, from provided maps and drawings, and from on-site
observations.
This report was a joint effort of the following:
Glover Smith Bode, Inc.
1140 N.W. 63rd Street, Suite 500
Oklahoma City, OK 73116
T 405.848.9549
F 405.848.9783
www.gsb-inc.com
EDAW, Inc.
1809 Blake Street, Suite 200
Denver, CO 80202
T 303.595.4522
F 303.595.4434
www.edaw.com
01 November 2004
U.S. Department
of Transportation
ADVISORY
Federal Aviation
Administration CIRCULAR
AC 70/7460=2K
Proposed Construction or
Alteration of Objects
that May Affect the
Navigable Airspace
Effective: March 1, 2000 Prepared by the Air Traffic
Airspace Management Program
U.S. Department
of Transportation
ADVISORY
Federal Aviation
Administration CIRCULAR
Subject: PROPOSED CONSTRUCTION ORAL- Date: 3/l /OO AC No: 70/7460.2K
TERATION OF OBJECTS THAT MAY
AFFECT THE NAVIGABLE AIR- Initiated by: ATA-
SPACE
1. PURPOSE. In administering 14 CFR Part 77, the FAA’s prime
This Advisory Circular (AC) provides information to objectives are to ensure the safe and efficient use of the
persons proposing to erect or alter an object that may navigable airspace. The FAA recognizes that there are
affect the navigable airspace. The AC also explains the varied demands for the use of airspace, both by aviation
requirement to notify the Federal Aviation and nonaviation interests. When conflicts arise out of
Administration (FAA) before construction begins and construction proposals, the FAA emphasizes the need
FAA’s responsibility to respond to these notices in for conserving the navigable airspace. Therefore, early
accordance with Title 14 Code of Federal Regulations notice of proposed construction or alteration provides
(14 CFR) part 77, Objects Affecting Navigable the FAA the opportunity to:
Airspace. Additionally, the AC explains the process by
(1) Recognize potential aeronautical hazards to
which to petition the FAA’s Administrator for
minimize the adverse effects to aviation.
discretionary review of the determinations issued by the
FAA. (2) Revise published data or issue a Notice to
Airmen (NOTAM) to alert pilots to airspace or procedural
2. CANCELLATION. changes made as a result of the structure.
AC 70/7460-25, Proposed Construction or Alteration (3) Recommend appropriate marking and lighting to
of Objects That May Affect the Navigable Airspace, make objects visible to pilots. Before filing FAA Form
dated 11/29/95, is cancelled. 7460- 1, Notice of Proposed Construction or Alteration,
construction sponsors should become knowledgeable in
3. BACKGROUND/AUTHORITY. the different types of obstruction marking and lighting
a. 49 U.S.C. Section 44718 mandates, in pertinent part, systems that meet FAA standards. Information about
that “The Secretary of Transportation shall require a these systems can be obtained from the manufacturers.
person to give adequate public notice...of the construction Proponents can then determine which system best meets
or alteration, establishment or extension, or the proposed their needs based on purchase, installation, and
construction, alteration, establishment, or expansion, of maintenance costs. The FAA will make every effort to
any structure...when the notice will promote: accommodate the request.
(1) safety in air commerce, and (4) Depict obstacles on aeronautical charts for
(2) the efficient use and preservation of the navigable pilotage and safety.
airspace and of airport traffic capacity at public-use b. WHO MUST FILE NOTICE?
airports.”
b. To this end, 14 CFR Part 77 was issued prescribing Any person or an agent who intends to sponsor
that notice shall be given to the Administrator of certain construction is required to submit notice to the
proposed construction or alteration. Administrator if the proposed construction or alteration
falls within any of the following categories:
4. EFFECTIVE DATE.
This advisory circular becomes effective March 1,200O. (1) Greater than 200 feet in height. The proposed
object would be more than 200 feet above ground level
(AGL) at its location.
5. NOTICES.
NOTE-
a. WHY IS NOTIFICATION REQUIRED? See FIG I and FIG 2.
AC 70/7460.2K 3/l/00
Greater Than 200 Feet AGL at Object’s Location [Over Land]
Less than
200’ AGLxwr
More than
-
t
Ground Level
t Notice Required
ant Notice Not Required
FIG I
Greater Than 200 Feet AGL at Object’s Location [Over Water]
FOR ANY STRUC’fURE MORE THAN 200 FEET ABOVE THE SUFACE LEVEL OF ITS
SITE ( MEASURED FROM LOW WATER i.EVEt WHEN CATENARY IS OVER WATER)
FIG 2
(2) Near a Public- Use orMilitary Airport, Heliport, and the object would exceed a slope of 1OO:l
or Seaplance Base. A public use airport, heliport or a horizontally (100 feet horizontally for each 1 foot
seaplane base withvisually marked seaplanes that islisted vertically) from the nearest point of the nearest runway.
in the current Airport Facility Directory, the Alaska
(2) 10,000 feet of an airport or seaplane base
Supplement or the Pacific Chart Supplement, or near an
that does not have a runway more than 3,200 feet in
airport operated by an armed force of the United States.
length and the object would exceed a 5O:l horizontal
(a) Airport or Seaplane Base. The proposed object slope (50 feet horizontally for each 1 foot vertically)
or alteration would be within: from the nearest point of the nearest runway.
(1) 20,000 feet of an airport or seaplane base NOTE-
with at least one runway more than 3,200 feet in length See FIG 3.
3/l/00 AC 70/7460-2K
Object Penetrates Airport/Seaplanes Base Surface
ANTENNA PE?kElRAlES BUFFACE
NOl’GEREOUIRED
AC=,F’OR,‘SWITH ONE RUNWAY MORE l’btAN %ZOO FT.
FIG3
(b) NeZ@ort. The proposed object would be within NOTE-
See. FIG 4.
5,000 feet of a heliport and would exceed a 25:l
horizontal slope (25 feet horizontally for each 1 foot
vertically) from the nearest landing and takeoff area of
that heliport.
Object Penetrates Heliport Surface
WlllCE RE(WIlPi3
EHMCUQHTHE
‘IlOlNOWOU!.D NOT
FIG4
(3) Highways and Railroads. The proposed object is (c) Interstate Highways: 17 feet.
a traverse way which would exceed one or more of the
(d) Railroad: 23 feet.
standards listed in paragraphs a and b above, after the
height of the object is adjusted upward as follows: (e) Waterway or any other thoroughfare not
previously mentioned: an amount equal to the highest
(a) Private road: 10 feet or the height of the highest
mobile object that would traverse the waterway or
mobile object that would traverse the roadway, whichever
is greater. thoroughfare.
NOTE-
(b) Other public roadways: 15 feet. See FIG 5.
3
AC 70/7460.23[( 3/l/00
Proposed Object in a Traverse Way
FIG5
(4) Objects on a Public-Use or Military Airport or (2) Construction equipment or other temporary
Heliport. The proposed construction or alterationwould structures such as:
be on an airport or heliport, or any airport operated by an (a) Cranes.
armed force of the United States, regardless of height or
location. (b) Derricks.
(5) When Requested by the FAA. The FAA may (c) Stockpiles of equipment.
request notice if available information indicates the (d) Earth moving equipment.
proposal may exceed an obstruction standard or the d. WHEN MUST NOTICES BE FILED?
proposal may cause electromagnetic interference to
aircraft, particularly construction associated with an AM, Notice must be submitted:
FM, or TV station including a change in authorized (1) At least 30 days before the earlier of the
frequency or transmitting power, may cause transmitted following:
signals to be reflected upon ground-based or airborne air (a) The date the proposed construction or
navigation communications equipment, or affect alteration is to begin, or
instrument procedures. In addition, notice may be
requested when the proposal may affect an air traffic (b) The date the application for a construction
permit will be filed.
control procedure, may obstruct air traffic controllers’
line of sight capability, or may affect air traffic control (2) On or before the date the application for
radar. construction is filed with the Federal Communications
c. WHAT KIND OF STRUCTURES REQUIRE Commission (FCC), if the proposed structure is subject to
FAA NOTIFICATION? FCC licensing requirements.
The following are examples of structures requiring (3) Immediately by telephone or other expeditious
means to the nearest FSS, with written notification
notice to the FAA.
submitted within 5 days thereafter, if immediate
(1) Proposed construction or alteration of structures construction or alteration is required as in cases involving
such as: public services, health or safety.
(a) Buildings. (4) As early as possible in the planning stage but not
less than 30 days before construction will begin.
(b) Antenna Towers. e. HOW AND WHERE TO FILE NOTICE.
(c) Roadways. Notification of the proposal should be made on FAA
Form 7460-1, Notice of Proposed Construction or
(d) Overhead communications and transmission
Alteration. Additional information such as charts
lines as well as the height of the supporting structures.
and/or drawings that accurately depict the proposed
(e) Water towers and the supporting structure. construction or alteration should be included to
4
3/l/00 AC 70/7460-2K
facilitate the FAA’s analysis of the project. The model-zoning ordinance to be used as a guide to control
completed form should be mailed to the Manager, Air the height of objects around airports.
Traffic Division, of the regional offrce having (c)AC 150/5300-13, Airport Design, includes
jurisdiction over the area within which the construction planning information on electronic and visual
or alteration will occur. navigational aids and air traffic control facility siting and
NOTE- clearance requirements that influence the physical layout
Information on regional addresses be found on the FAA’s
may of airports.
website at www.faa.gov/ats/ata/ata-400/oeaaa.htmor contact the
FAA listed in local telephonebooks under United States (d) AC 150/5345-53, Airport Lighting Equimpent
Government. Certification Program, addendum lists equipment model
f. PENALTY FOR FAILING TO PROVIDE numbers and manufacturer’s part numbers in compliance
NOTICE. with item (e) below. The addendum is located on the
Internet at the Office of Airports homepage:
Persons who knowingly and willfully violate the notice httn://www.faa.eov/arD/arnhome.htm under Advisory
requirements of 14 CFR part 77 are subject to a civil Circulars.
penalty.
(e) AC 150/5345-43, Specification for
g. COMPLIANCE RESPONSIBILITY. Obstruction Lighting Equipment, contains specifications
A notice filed with the FAA does not relieve the for equipment used in obstruction lighting systems.
proponent of compliance with laws, ordinances or (3) Marking Specifications and Standards. Aviation
regulations of any other Federal, state or local colors and paint standards and specifications are available
governmental entity. from:
h. ASSOCIATED PUBLICATIONS. General Services Administration
The following publications contain obstruction criteria, Specifications Section
470 L’Enfant Plaza, Suite 8214
marking and lighting standards and specifications for
Washington, DC 20407
lighting and paint.
(4) FAA Forms. FAA forms are available free of
(1) Federal Aviation Regulations 14 CFR, part 77, charge from all FAA regional offices.
ObjectsAffecting Navigable Airspace. This part sets forth
the requirements for notice to the FAA of proposed (a) FAA Form 7460-1, Notice of Proposed
Construction or Alteration, is used to notify the FAA of
construction or alteration and provides standards for
proposed construction or alteration of an object that may
determining obstructions to navigable airspace. 14 CFR,
part 77 (Stock No. 050-007-00276-9) may be ordered affect the navigable airspace.
from: (b) FAA Form 7460-2, Notice of Actual
Superintendent of Documents Construction orAlteration, is used to notify the FAA of
U. S. Government Printing Office progress or abandonment, as requested on the form. The
Washington, DC 20402 FAA regional office routinely includes this form with a
determination when such information will be required.
(2) Advisory Circulars. FAA advisory circulars are The information is used for charting purposes, to
available free of charge from: change affected aeronautical procedures and to notify
Department of Transportation pilots of the location of the structure.
TASC
i. ADMINISTRATIVE ASSISTANCE TO
Subsequent Distribution Office,
CONSTRUCTION PROPONENTS.
SVC-121.23
Ardmore East Business Center (1) Airspace specialists are available in each regional
3341 Q 75th Avenue office to assist proponents in filing their notice.
Landover, MD 20785 Proponents are encouraged to call in advance for
appointments. Limited resources often prevent the
(a) AC 70/7460-l, Obstruction Marking and specialist from responding spontaneously without
Lighting, describes the standards for marking and lighting advanced planning or preparation.
structures such as buildings, chimneys, antenna towers,
(2) To insure timely determinations, construction
cooling towers, storage tanks, supporting structures of
proponents must submit complete and accurate data. Lack
overhead wires, etc.
of complete and accurate data could result in the return of
(b) AC 150/5190-4, A Model Zoning Ordinance the form. United States Geological Survey quadrangle
to Limit Height or Objects Around Airports, provides a maps are available at nominal costs to aid in determining
5
AC 7017460.2K 3/l/00
the geographical coordinates (latitude/longitude) and site effect(s) on aeronautical operations. Many times, a minor
elevation above mean sea level. The latitudenongitude reduction in height and/or relocation of a proposed
information should be submitted in North American structure will eliminate or sufficiently minimize adverse
Datum of 1983. The quadrangle maps can be obtained aeronautical effects that would permit the issuance of a
from: Determination of No Hazard to Air Navigation.
U.S. Geological Survey g. After the aeronautical study is completed, the
Reston, Virginia 22092 regional office will normally issue a:
Telephone No. (703) 860-6045 (1) Determination of Hazard to Air Navigation; or
U.S. Geological Survey (2) Determination of No Hazard to Air Navigation.
District Branch h. An FAA determination is a conclusion based on the
PO. Box 25286, Bldg. #41 study of a structure’s projected impact on the safe and
Denver, Colorado 80225 efficient use of the navigable airspace by aircraft. It
Telephone No. (303) 844-4169 should not be construed as an approval or disapproval of
(3) Airport planners are available for assistance with the project.
construction proposals on Federally obligated airports. i. The FAA usually recommends marking and/or
(4) Proposals for electronic transmitting devices lighting of a structure when its height exceeds 200 feet
should include frequency, effective radiated power above ground level (AGL) or exceeds Part 77 obstruction
(ERP), radiation center height (RCAMSL), and antenna criteria. However, the FAA may recommend marking
characteristics such as number of bays, beam tilt, and null and/or lighting of a structure that does not exceed 200 feet
fill. AGL or Part 77 obstruction standards because of its
particular location.
6. FAA’s RESPONSIBILITY.
a. The FAA will acknowledge receipt of the notice. 7. HOW TO PETITION THE ADMINISTRATOR FOR
b. After initial screening, the outcome of the screening DISCRETIONARY REVIEW.
will be sent to the filer and may state one of the following: a. When a determination is issued under 14 CFR
(1) The proposal is not identified as an obstruction Section 77.19(except Section 77.19 c.)(l)), or Section
and would not be a hazard to air navigation, or 77.35 or when a revision or extension is issued under
(2) The proposal would be an obstruction unless Section 77.39 (c), you may petition the FAA
reduced to a specified height and is presumed to be a Administrator for a review of the determination, revision,
hazard to air navigation pending further study. When this or extension if you:
is indicated, the acknowledgement will either specify that (1) Are the sponsor of the proposed construction or
the FAA has initiated further study, or the proponent may alteration,
elect to reduce the height or request further study within (2) Stated a substantial aeronautical objection to the
(sixty) 60 days, in which event, the FAA will begin the proposal during an aeronautical study, or
study when the proponent so advises.
(3) Have a substantial aeronautical objection but
c. If further aeronautical study is initiated, public notice were not given an opportunity to state it.
may be prepared and distributed for comments to those
b. The petition must be submitted within 30 days after
agencies, organizations, or individuals with known
the issue date of the determination, revision, or extension
aeronautical interests to determine if the proposal would
and must contain a full statement of the basis upon which
be a hazard to air navigation. State and local aviation
it is made. Submit an original and two copies to:
authorities, as well as various military organizations of the
Department of Defense, are also offered the opportunity Manager, Airspace and Rules
to comment on the aeronautical effects of the proposal. Division, ATA-
d. All responses received by the end of the specified Federal Aviation Administration
comment period are analyzed by the FAA regional 800 Independence Avenue, SW
Washington, DC 20591
specialists for valid aeronautical comments and
objections.
e. The office conducting the study may decide to
conduct an informal airspace meeting with interested
parties to discuss the effects of the proposal and to gather
additional facts or information relevant to the study. A-J
ohn S.Walker
f. The FAA specialists may negotiate with the Program Director, Air Traffic
proponent during the study process to resolve any adverse Airspace Management Program
6
NOTICE OF PROPOSED CONSTRUCTION OR ALTERATION
§77.13 Construction or alteration requiring notice. §77.15 Construction or alteration not requiring notice.
(a) Except as provided in §77.15, each sponsor who proposes any of the following No person is required to notify the Administrator for any of the following construction
construction or alteration shall notify the Administrator in the form and manner or alteration:
prescribed in §77.17: (a) Any object that would be shielded by existing structures of a permanent and
(1) Any construction or alteration of more than 200 feet in height above the substantial character or by natural terrain or topographic features of equal or greater
ground level at its site. height, and would be located in the congested area of a city, town, or settlement
(2) Any construction or alteration of greater height than an imaginary surface where it is evident beyond all reasonable doubt that the structure so shielded will
extending outward and upward at one of the following slopes: not adversely affect safety in air navigation.
(i) 100 to I for a horizontal distance of 20,000 feet from the nearest point of the (b) Any antenna structure of 20 feet or less in height except one that would increase
nearest runway of each airport specified in paragraph (a) (5) of this section with the height of another antenna structure.
at least one runway more than 3,200 feet in actual length, excluding heliports. (c) Any air navigation facility, airport visual approach or landing aid, aircraft
(ii) 50 to 1 for a horizontal distance of I0,000 feet from the nearest point of the arresting device, or meteorological device, of a type approved by the Administrator,
nearest runway of each airport specified in paragraph (a) (5) of this section with or an appropriate military service on military airports, the location and height of
its longest runway no more than 3,200 feet in actual length, excluding heliports. which is fixed by Its functional purpose.
(iii) 25 to I for a horizontal distance of 5,000 feet from the nearest point of the (d) Any construction or alteration for which notice is required by any other FAA
nearest landing and takeoff area of each heliport specified in paragraph (a) (5) regulation.
of this section. §77.17 Form and time of notice.
(3) Any highway, railroad, or other traverse way for mobile objects, of a height (a) Each person who is required to notify the Administrator under §77.13 (a) shall
which, if adjusted upward 17 feet for an Interstate Highway that is part of the send one executed form set of FAA Form 7460-1, Notice of Proposed Construction
National System of Military and Interstate Highways where overcrossings are or Alteration, to the Manager, Air Traffic Division, FAA Regional Office having
designed for a minimum of 17 feet vertical distance, 15 feet for any other public jurisdiction over the area within which the construction or alteration will be located.
roadway, 10 feet or the height of the highest mobile object that would normally Copies of FAA Form 7460-1 may be obtained from the headquarters of the Federal
traverse the road, whichever is greater, for a private road, 23 feet for a railroad, Aviation Administration and the regional offices.
and for a waterway or any other traverse way not previously mentioned, an amount
equal to the height of the highest mobile object that would normally traverse it, (b) The notice required under §77.13 (a) (1) through (4) must be submitted at least
would exceed a standard of paragraph (a) (1) or (2) of this section. 30 days before the earlier of the following dates -
(4) When requested by the FAA, any construction or alteration that would be in (1) The date the proposed construction or alteration is to begin.
an instrument approach area (defined in the FAA standards governing instrument (2) The date an application for a construction permit is to be filed.
approach procedures) and available information indicates it might exceed a However, a notice relating to proposed construction or alteration that is subject to
standard of Subpart C of this part. the licensing requirements of the Federal Communications Act may be sent to the
(5) Any construction or alteration on any of the following airports (including FAA at the same time the application for construction is filed with the Federal
heliports): Communications Commission, or at any time before that filing.
(I) An airport that is available for public use and is listed in the Airport Directory (e) A proposed structure or an alteration to an existing structure that exceeds
of the current Airman's Information Manual or in either the Alaska or Pacific 2,000 feet in height above the ground will be presumed to be a hazard to air
Airman's Guide and Chart Supplement. navigation and to result in an inefficient utilization of airspace and the applicant has
(ii) An airport under construction, that is the subject of a notice or proposal on the burden of overcoming that presumption. Each notice submitted under the
file with the Federal Aviation Administration, and except for military airports, is pertinent provisions of this part 77 proposing a structure in excess of 2,000 feet
clearly indicated that that airport will be available for public use. above ground, or an alteration that will make an existing structure exceed that
height, must contain a detailed showing, directed to meeting this burden. Only in
(III) An airport that is operated by an armed force of the United States. exceptional cases, where the FAA concludes that a clear and compelling showing
(b) Each sponsor who proposes construction or alteration that is the subject of a has been made that it would not result in an inefficient utilization of the airspace
notice under paragraph (a) of this section and is advised by an FAA regional office and would not result in a hazard to air navigation, will a determination of no hazard
that a supplemental notice is required shall submit that notice on a prescribed form be issued.
to be received by the FAA regional office at least 48 hours before the start of (d) In the case of an emergency involving essential public services, public health,
construction or alteration. or public safety that requires immediate construction or alteration, the 30 day
(c) Each sponsor who undertakes construction or alteration that is the subject of a requirement in paragraph (b) of this section does not apply and the notice may be
notice under paragraph (a) of this section shall, within 5 days after that sent by telephone, telegraph, or other expeditious means, with an executed FAA
construction or alteration reaches its greatest height, submit a supplemental notice Form 7460-1 submitted within five (5) days thereafter. Outside normal business
on a prescribed form to the FAA regional office having jurisdiction over the region hours, emergency notices by telephone or telegraph may be submitted to the
involved, if - nearest FAA Flight Service Station.
(1) The construction or alteration is more than 200 feet above the surface level (e) Each person who is required to notify the Administrator by paragraph (b) or (c)
of its site; or of §77.13, or both, shall send an executed copy of FAA Form 7460-2, Notice of
(2) An FAA regional office advises him that submission of the form is required. Actual Construction or Alteration, to the Manager, Air Traffic Division, FAA
Regional Office having jurisdiction over the area involved.
ADDRESSES OF THE REGIONAL OFFICES
Alaska Region Eastern Region Northwest Mountain Region Southwest Region
AK DC, DE, MD, NJ, NY, PA, VA, WV CO, ID, MT, OR, UT, WA, WY AR, LA, NM, OK, TX
Alaskan Regional Office Eastern Regional Office Northwest Mountain Regional Office Southwest Regional Office
Air Traffic Division, AAL-530 Air Traffic Division, AEA-520 Air Traffic Division, ANM-520 Air Traffic Division, ASW-520
222 West 7th Avenue JFK International Airport 1601 Lind Avenue, SW 2601 Meacham Boulevard
Anchorage, AK 99513 Fitzgerald Federal Building Renton, WA 98055-4056 Fort Worth, TX 76137-0520
Tel: 907-271-5893 Jamaica, NY 11430 Tel: 425-227-2520
Tel: 718-553-2616 Western Pacific Region
Central Region Southern Region HI, CA, NY, AZ, GU
IA, KS, MO, NE Great Lakes Region AL, FL, GA, KY, MS, NC, PR, Western-Pacific Regional Office
Central Regional Office IL, IN, MI, MN, ND, OH, SD, WI SC, TN, VI Air Traffic Division, AWP-520
Air Traffic Division, ACE-520 Great Lakes Regional Office Southern Regional Office 15000 Aviation Boulevard
601 East 12th Street Air Traffic Division, AGL-520 Air Traffic Division, ASO-520 Hawthorne, CA 90260
Kansas City, MO 64106 2300 East Devon Avenue 1701 Columbia Avenue Tel: 310-725-6557
Tel: 816-426-3408 or 3409 Des Plaines, IL 60018 College Park, GA 30337
Tel: 847-294-7568 Tel: 404-305-5585
New England Region
CT, MA, ME, NH, RI, VT
New England Regional Office
Air Traffic Division, ANE-520
12 New England Executive Park FAA Form 7460-1 (2-99)
Burlington, MA 01803-5299Tel: 781-238- Supercedes Previous Edition
7520
INSTRUCTIONS FOR COMPLETING FAA FORM 7460-1
PLEASE TYPE or PRINT
ITEM #1. Please include the name, address, and phone number of a personal contact point as well as the company name.
ITEM #2. Please include the name, address, and phone number of a personal contact point as well as the company name.
ITEM #3. New Construction would be a structure that has not yet been built.
Alteration is a change to an existing structure such as the addition of a side mounted antenna, a change to the marking and lighting, a change to power and/or
frequency, or a change to the height. The nature of the alternation shall be included in ITEM #21 "Complete Description of Proposal".
Existing would be a correction to the latitude and/or longitude, a correction to the height, or if filing on an existing structure which has never been studied by
the FAA. The reason for the notice shall be included in ITEM #21 "Complete Description of Proposal".
ITEM #4. If Permanent, so indicate. If Temporary, such as a crane or drilling derrick, enter the estimated length of time the temporary structure will be up.
ITEM #5. Enter the date that construction is expected to start and the date that construction should be completed.
ITEM #6. Please indicate the type of structure. DO NOT LEAVE BLANK.
ITEM #7. In the event that obstruction marking and lighting is required, please indicate type desired. If no preference, check "other' and indicate "no
preference'. DO NOT LEAVE BLANK. NOTE: High intensity lighting shall be used only for structures over 500'AGL. In the absence of high intensity
lighting for structures over 500' AGL, marking is also required.
ITEM #8. If this is an existing tower that has been registered with the FCC, enter the FCC Antenna Structure Registration number here.
ITEM #9. and #10. Latitude and longitude must be geographic coordinates, accurate to within the nearest second or to the nearest hundredth of a second if
known. Latitude and longitude derived solely from a hand-held GPS instrument is NOT acceptable. A hand-held GPS is only accurate to within 100
meters (328 feet) 95 per cent of the time. This data, when plotted, should match the site depiction submitted under ITEM #20.
ITEM #11. NAD 83 is preferred; however, latitude/longitude may be submitted in NAD 27. Also, in some geographic areas where NAD 27 and NAD 83
are not available other datums may be used. It is important to know which datum is used. DO NOT LEAVE BLANK.
ITEM #12. Enter the name of the nearest city/state to the site. If the structure is or will be in a city, enter the name of that city/state.
ITEM#13. Enter the full name of the nearest public-use (not private-use) airport (or heliport) or military airport (or heliport) to the site.
ITEM #14. Enter the distance from the airport or heliport listed in #13 to the structure.
ITEM #15. Enter the direction from the airport or heliport listed in #13 to the structure.
ITEM #16. Enter the site elevation above mean sea level and expressed in whole feet rounded to the nearest foot (e.g. 17' 3" rounds to 17', 17'6" rounds to
18'). This data should match the ground contour elevations for site depiction submitted under ITEM #20.
ITEM #17. Enter the total structure height above ground level in whole feet rounded to the next highest foot (e.g. 17'3" rounds to 18'). The total
structure height shall include anything mounted on top of the structure, such as antennas, obstruction lights, lightning rods, etc.
ITEM #18. Enter the overall height above mean sea level and expressed in whole feet. This will be the total of ITEM #16 + ITEM #17.
ITEM #19. If an FAA aeronautical study was previously conducted, enter the previous study number.
ITEM #20. Enter the relationship of the structure to roads, airports, prominent terrain, existing structures, etc. Attach an 8-1/2" X 11" non-reduced copy of
the appropriate 7.5 minute U.S. Geological Survey (USGS) Quadrangle Map MARKED WITH A PRECISE INDICATION OF THE SITE LOCATION. To
obtain maps, Contact USGC at 1-800-435-7627 or via Internet at "http://mapping.usgs.gov". If available, attach a copy of a documented site survey with the
surveyor's certification stating the amount of vertical and horizontal accuracy in feet.
ITEM #21.
• For transmitting stations, include maximum effective radiated power (ERP) and all frequencies.
• For antennas, include the type of antenna and center of radiation (Attach the antenna pattern, if available).
• For microwave, include azimuth relative to true north.
• For overhead wires or transmission lines, include size and configuration of wires and their supporting structures (Attach depiction).
• For each pole/support, include coordinates, site elevation, and structure height above ground level or water.
• For buildings, include site orientation, coordinates of each corner, dimensions, and construction materials,
• For alterations, explain the alteration thoroughly,
• For existing structures, thoroughly explain the reason for notifying the FAA (e.g. corrections, no record of previous study, etc.).
Filing this information with the FAA does not relieve the sponsor of this construction or alteration from complying with any other
federal state or local rules or regulations. If you are not sure what other rules or regulations apply to your proposal,
contact local/state aviation and zoning authorities.
Paperwork Reduction Work Act Statement: This information is collected to evaluate the effect of proposed construction or
alteration on air navigation and is not confidential. Providing this information is mandatory for anyone proposing construction or alteration that
meets or exceeds the criteria contained in 14 CFR , part 77. We estimate that the burden of this collection is an average 19 minutes per
response. An agency may not conduct or sponsor, and a person is not required to respond to a collection of information unless R displays a
currently valid OMB control number. The OMB control number for this collection is 2120-0001.
FAA Form 7460-1 (2-99) Supersedes Previous Edition NSN: 0052-00-012-0008
Please Type or Print on This Form Form Approved OMB No. 2120-0001
Failure To Provide All Requested Information May Delay Processing of Your Notice FOR FAA USE ONLY
Aeronautical Study Number
U.S. Department of Transportation
Federal Aviation Administration Notice of Proposed Construction or Alteration - - -
1. Sponsor (person, company, etc. proposing this action) :
Attn. of: 9. Latitude: ______ ° ______ ' ______ . ______ "
Name:
Address: 10. Longitude: ______ ° ______ ' ______ . ______ "
11. Datum: NAD 83 NAD 27 Other
City: State: Zip:
Telephone: Fax: 12. Nearest: City: State:
13. Nearest Public-use (not private-use) or Military Airport or Heliport:
2. Sponsor's Representative (if other than #1) :
Attn. of:
Name:
14. Distance from #13. to Structure:
Address:
15. Direction from #13. to Structure:
City: State: Zip: 16. Site Elevation (AMSL): ft.
Telephone: Fax:
17. Total Structure Height (AGL): ft.
3. Notice of: New Construction Alteration Existing 18. Overall height (#16. + #17.) (AMSL): ft.
4. Duration: Permanent Temporary ( months, days) 19. Previous FAA Aeronautical Study Number (if applicable):
5. Work Schedule: Beginning End - OE
6. Type: Antenna Tower Crane Building Power Line 20. Description of Location: (Attach a USGS 7.5 minute
Landfill Water Tank Other Quadrangle Map with the precise site marked and any certified survey.)
7. Marking/Painting and/or Lighting Preferred:
Red Lights and Paint Dual - Red and Medium Intensity White
White - Medium Intensity Dual - Red and High Intensity White
White - High Intensity Other
8. FCC Antenna Structure Registration Number (if applicable):
21. Complete Description of Proposal: Frequency/Power (kW)
Notice is required by 14 Code of Federal Regulations, part 77 pursuant to 49 U.S.C., Section 44718. Persons who knowingly and willingly violate the notice
requirements of part 77 are subject to a civil penalty of $1,000 per day until the notice is received, pursuant to 49 U.S.C., section 46301 (a).
I hereby certify that all of the above statements made by me are true, complete, and correct to the best of my knowledge. In addition, I agree to
mark and/or light the structure in accordance with established marking and lighting standards as necessary.
Date Typed or Printed name and Title of Person Filing Notice Signature
COMMISSIONERS OF THE LAND OFFICE
STATE OF OKLAHOMA
UNSUBORDINATED COMMERCIAL GROUND
LEASE FIFTY-FIVE (55) YEAR TERM
____________, OKLAHOMA
CONTRACT NUMBER: ____________
PART TWO OF TWO
RFP and RESPONSE IS PART ONE of the agreement
LEASE AGREEMENT IS PART TWO of the agreement
COMMISSIONERS OF THE LAND OFFICE
This is a Preliminary Draft version of the Commercial Lease. Please review it carefully, if
you find some portion which may hinder responses to the RFP, the development or the
operation of the Commercial Lease please advise the responsible persons listed in the
Draft RFP at Section 5.2 so the Commercial Lease may be amended, if possible, to
accommodate all responses.
STATE OF OKLAHOMA
UNSUBORDINATED COMMERCIAL GROUND LEASE
CONTRACT NUMBER:
THIS AGREEMENT is entered into by and between the Commissioners of the Land
Office of the State of Oklahoma as Administrator of the Oklahoma School Lands
Trust (“Lessor” or “CLO”), and ____________________, its sub-lessees, successors, and
assigns (“Lessee”).
Lessor leases the real property described below to Lessee, and the parties agree as
follows:
SECTION 1 – GRANT OF LEASE
1.1 Lease. Lessor grants Lessee a long-term commercial lease (“Land” or “Leased
Premises”). The Land is described as follows and is subject to an official survey:
Tract Legal Description
1.2 Existing Easements. Lessee acknowledges this Lease is subject to existing
easements and may relocate or vacate easements at Lessee’s sole and exclusive expense
with respect to the rights of present easement holders.
1.3 Mutual Access and Utility Easements. Lessor and Lessee reserve a non-exclusive
easement for ingress and egress for vehicular and pedestrian traffic over and across the
Driveway Areas, and specifically reserve utility easements, on the land and contiguous
improved and unimproved CLO property.
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SECTION 2 – TERM
2.1 Term. The term of this Lease is for a period of Fifty-five (55) years (“Term”) and shall
commence on the Commencement Date and end on the Expiration Date.
2.2 Possession. Lessor will deliver possession of Leased Premises to Lessee as soon as:
(a) this Lease has been signed by both Lessor and Lessee, and
(b) Lessor has received the Initial Phase Payment.
SECTION 3 – PAYMENTS
3.1 Payments.
Lessee agrees to pay Lessor throughout the Term the following Payments:
(a) Initial Phase payments for the first 36 months.
(b) Operations Phase payments for the remainder of the Lease.
3.1.1 Initial Phase Payment. During the Initial Phase, Lessee agrees to pay Lessor the first
payment in the sum of __________ ($________.00), which will be paid on or before the
Commencement Date. The Payment will be made in advance and is non-refundable.
3.1.2 Next Two Initial Phase Payments. During the remainder of the Initial Phase, Lessee
agrees to pay Lessor an annual payment in the sum of __________ ($________.00), which
will be paid on or before the anniversary of Commencement Date.
3.1.3 Operation Phase Payment. On the first day of the first full month of the Operation
Phase (the first day of the 36th month after the Commencement Date) monthly Rent
(“Rent”) in the amount of ________________ ($XX,XXX.xx) will be due and payable
without notice. If the Operation Phase begins on other than the 1st day of a month,
monthly rent will be prorated on a daily basis to the end of the first month.
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3.2 Adjustment of Rent. The monthly rent set forth in Section 3.1(b) above shall be
adjusted as follows:
Months __ through __ $__________.00
Months __ through __ $__________.00
Months __ through __ $__________.00
Months __ through __ $__________.00
Months __ through __ $__________.00
Months __ through __ $__________.00
Months __ through __ $__________.00
Months __ through __ $__________.00
Months __ through __ $__________.00
Months __ through __ $__________.00
Months __ through __ $__________.00
3.3 Taxes. Lessee shall pay all taxes and assessments upon Improvements and
structures which would otherwise be subject to ad valorem property taxation if constructed
on privately owned real estate. Failure to pay all required taxes shall be a material breach
of this Lease.
3.4 Net Payments; Imposition; Other Costs. Rent will be absolutely net to Lessor
throughout the Term. Lessee agrees to pay any and all water and sewer rates, rents,
taxes, and assessments (collectively “Impositions”) which, during the Term, may be levied
against or attributable to the Leased Premises, Lessee’s interest therein, the Improvements
and/or any other property of Lessee located on the Leased Premises. In addition, Lessee
agrees to pay all utility charges, insurance premiums, and other costs and expenses
attributable to Lessee’s development, construction, use, occupancy, operation,
management, maintenance, repair, modification, alteration (structural or otherwise),
demolition, or replacement of the Property (“Leasehold Costs”). Lessee shall have the right
to contest the validity or amount of any Impositions or Leasehold Costs as provided in
Section __ below.
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3.5 No Notice, Reductions, or Abatement of Rent. Payments of all Rent shall be made by
Lessee to Lessor without prior notice or demand. Except as specifically provided in this
Lease, Lessee will have no right to reduce, offset against, abate, or defer payments of Rent
for any reason. Failure to pay all required Rent shall be a material breach of this Lease.
3.6 Interest on Delinquent Amounts. Any Rent or other amounts payable to Lessor under
this Lease not received by Lessor on or before its due date shall bear interest from the due
date until paid at the rate of sixteen percent (16%) per annum (“Default Rate”). A ten (10)
day grace period will be granted for the Rent payment to be received by Lessor. Beginning
on the tenth day, interest will be charged and will be calculated from the first day of the
month. At Lessor’s option, payment of such interest shall be a condition precedent to
curing any default.
SECTION 4 – PHASES
4.1 Components. The development and operation contemplated by this Lease includes
four components: resort development, golf course development, residential
development, and commercial development.
4.2 Initial Phase. The period of time beginning with the Commencement Date and ending
thirty-six months after the Commencement Date.
4.2.1 Preliminary Master Plan. The Preliminary Master Plan should include detailed siting
and architectural information for the resorts, golf courses, condominiums, homesites, and
commercial buildings; projected design guidelines and architectural controls; locations of
roads, utilities, and infrastructure; projected conservation zones and recreational amenities;
and other items deemed relevant by the Parties. The Preliminary Master Plan shall also
contain a detailed schedule for commencement of infrastructure construction, development
of resort and appurtenant facilities, and development and marketing of homesites to be
constructed.
4.2.2 Due Date for Preliminary Master Plan. By the end of the third month from the
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Commencement Date, Lessee shall submit a Preliminary Master Plan containing all four (4)
components which must be approved, in writing, by the Director of Real Estate
Management of Lessor. Any changes made to the Master Plan after the third month must
be submitted to the Director of Real Estate Management for approval, in writing, prior to
implementation. Lessee shall submit, if available, an updated Master Plan, or amendments
to the Master Plan at least every six months to the CLO for written approval, unless the
Lessee believes the change is to such a degree Lessor should be made aware
immediately.
4.2.3 Infrastructure. The developer shall have all infrastructure planned and all regulatory
approvals or requests actively being pursued within six (6) months of the Contract Date.
4.3 Operations Phase. The Operations Phase is the period of time beginning 36 months
after the Commencement Date until the end of the Lease term. [took out Commercial limit
and took out or 1st sublease etc.]
SECTION 5 – USE; RESERVATIONS; PERMITS
5.1 Prohibition of Gambling and Casinos. The Lessee is prohibited from engaging in any
actual casino operations on the property subject to this lease. If any actual casino
operations are taking place on the property subject to this Lease, then the Lessee agrees
to forfeit this lease at the option of the Lessor.
5.2 Possession; Use. Lessee shall occupy and use the Leased Premises in compliance
with the terms of this Lease.
5.3 Time Extensions. Upon good cause shown that delays have been caused by
municipal, state, or federal regulatory agencies failure to timely issue permits or licenses, a
six-month extensions of the Initial Phase of any component may be granted by Lessor.
5.4 Water Rights. The CLO reserves all water rights. The sale or release of water from
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the Leased Premises is prohibited unless written permission is granted by the CLO. Since
it is necessary for water wells to be drilled on each lot sold, Lessor agrees the water rights
on each lot will be conveyed with the patent. The Homeowners Association or developer
may drill, own, or operate a water well to maintain water level in the lakes and irrigate the
development landscaped entryway.
5.5 Easements. Lessor agrees to grant easements to Governmental authorities or public
utility companies over, under, or across the Leased Premises, which are reasonably
necessary for Lessee to construct, install, and use the Improvements. Prior to construction,
installation, or use of any Improvements, Lessee shall furnish Lessor a survey showing the
exact location of the proposed easement and the form of the proposed easement, both of
which shall be in form and substance reasonably satisfactory to Lessor. Lessor shall not be
obligated to grant any such easement if it would impair the value of any other property
owned by Lessor. Further, Lessor will not incur any liability or out-of-pocket expense in
performance of this Section.
5.6 Mineral Rights Reserved. Lessor reserves from this Lease all right, title, and interest in
and to all minerals and substances of value including but not limited to coal, oil, gas, gravel,
rock, sand, and other substances of value in, on, or under the Leased Premises.
5.7 Permits. To the extent laws, rules, or regulations applicable to Lessor require issuance
of permits and licenses or require other administrative certificates from Governmental
Authority required to facilitate Lessee’s use of the Land, Lessor agrees to do so upon
written request of Lessee. Lessee will have the right to obtain permits, licenses, and other
administrative certificates from Governmental Authority required to facilitate Lessee’s use
of the Land. Lessor agrees to execute such permits and other documents and to take such
other action as might be reasonably necessary. Lessor will not assume any liability or any
out-of-pocket expense in performance of this Section.
5.8 No Waste or Nuisance. Lessee will not permit waste, trespass, or pollution to occur, or
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allow a nuisance on the Land; and Lessee will promptly report any waste, trespass,
pollution, nuisance, or damage to the Land or minerals.
5.9 Minerals, Access Easement. Lessor reserves and excepts to itself, its lessees,
permittees, and assigns, an easement covering the golf courses and commercial
components with right of ingress and egress for purpose of exploring, drilling, developing,
and operating on the Leased Premises. The Easement includes installation of pipelines,
machinery, storage tanks, and other equipment, necessary for production, storage,
transportation, and marketing of oil and gas, coal, copper, or other minerals of any kind of
nature and their components which may be produced from said premises or from other
premises owned by Lessor, or communized with the CLO Trust Land.
5.10 Improvement Damages. Lessee may recover damages to its interest, if any, for the
remaining term of the Lease Contract for any operations conducted under the provisions of
Section ___. Lessor is entitled to all other damages and compensation. No reduction of
annual rental will be made beyond original appraised value of surface permanently
removed from use, unless the damage incurred significantly reduces the usability of the
land for its intended purpose.
SECTION 6 – RFP PART OF LEASE AGREEMENT
6.1 RFP Made Material Part of Lease. The submitted, accepted and awarded Request for
Proposal (“RFP”) by Lessee is made a material part of this Lease, by reference. All
presented aspects of the RFP will, by implication, be included in any and all descriptions,
requirements or terms in this Lease document.
6.2 Architectural and Design Themes. Architectural and design themes presented in the
Response to the RFP shall be maintained throughout the performance of the Commercial
Lease.
6.3 Lease Provisions Control. If a conflict arises between a provision of the RFP and a
provision of this Lease, the Lease provision will control unless otherwise agreed to in
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writing by all parties.
6.4 Unusable Acres. Lessor will not reduce Rent or otherwise entertain discussions
concerning unusable acres. All acres are considered usable for the overall outdoor
experience.
SECTION 7 – IMPROVEMENTS
7.1 Construction. Lessee is specifically authorized to construct improvements on all or any
part of the Land and to modify contour and grade of the Land. In making any
improvements, Lessee shall not take any action which would injure, damage, or impair the
value of any adjacent property or which would subject Lessee or Lessor to any liability to an
adjacent property owner. Lessee will determine the nature, design, and extent of the
Improvements to be constructed on the Land.
7.2 Ownership. Lessee will exclusively hold legal title to and all incidents of ownership
associated with the Improvements during the Term. All incidents of ownership associated
with the Improvements, including, without limitation, all rights to the proceeds of any
insurance policies maintained by Lessee with respect to the Improvements will, without
compensation to the Lessee, absolutely vest in Lessor on the Expiration Date, or any
earlier date on which this Lease is terminated, free from all claims by Lessee and any
Persons claiming through or against Lessee. Lessee shall not enter into any agreement
that exceeds the Lease Term, and will make any necessary provisions to ensure that any
and all mortgages and incidents of debt are paid in full by the end of the Lease Term or
prior to any early termination of this Lease.
7.3 Maintenance; Repair. Lessee will maintain the Leased Premises and Improvements in
good condition, ordinary wear and tear excepted, and will promptly make all necessary and
appropriate structural and cosmetic repairs. All such actions will be performed at the
expense of Lessee. Lessor will not be required to maintain, alter, repair, rebuild, or replace
all or any part of the Property in any manner.
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7.4 Dedication of Streets. Lessor agrees to dedicate all necessary streets and utility
easements to the respective municipality or housing authority. Lessee agrees to construct
all streets and utility easements, and to construct them to meet or exceed municipal
standards. Lessee shall require its contractors to acquire a bond, as the respective
municipality requires, for the streets and/or utilities.
7.5 Alterations; Demolition. During the Term, Lessee may demolish, remove, replace,
alter, relocate, reconstruct, or add to all or any part of the Improvements. Salvage of the
Improvements resulting from such demolition, removal, replacement, alteration, relocation,
reconstruction, or addition during the Term will be property of Lessee. Rent shall not abate
during the course of any such action by Lessee. This paragraph is not intended to prohibit
Lessee from upgrading or downgrading its operation or reducing or increasing
Improvements in total value due to the prevailing economic conditions.
7.6 Landscaping. Lessee agrees to install and maintain all landscaped areas and obtain
necessary zoning for the Leased Premises at no cost to Lessor.
SECTION 8 – DEVELOPMENT
8.1 Resort Development.
8.1.1 Chickasaw Pointe Golf Course. The developer shall consider the protection of the
golf experience on the Chickasaw Pointe Golf Course a very important matter, which shall
not be interfered without a strong showing of need for the economic stability of the
proposed development.
8.1.2 Replacement Hotel/Motel Flag. If the hotel/motel flag is changed for any reason,
then the replacement flag shall be of the same or higher star rating as the hotel/motel flag
presented in the RFP and the Preliminary Master Plan.
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8.2 Golf Course Development
8.2.1 Chickasaw Pointe Golf Course
8.2.1.1 Chickasaw Pointe Golf Course Maintenance. Lessee will maintain the Chickasaw
Pointe Golf Course and all affiliated improvements as designated by the mutually agreed
upon Master Plan. Lessee may contract to use effluent to water the golf course but shall
not use solid waste without written permission by Lessor.
8.2.2 Old Lake Texoma Golf Course
8.2.2.2 Old Lake Texoma Golf Course Development.
Lessee will develop the Old Lake Texoma Golf Course and all affiliated improvements as
designated by the mutually agreed upon Master Plan. Lessee may contract to use effluent
to water the golf course area but shall not use solid waste without written permission by
Lessor.
8.2.2.3 Golf Course Construction Requirements. If the developer chooses to develop the
Old Lake Texoma Golf Course, a reputable golf course designer shall be chosen from the
following list, and the course shall be constructed to meet or exceed generally accepted
United States Golf Association specifications:
1. Arthur Hills 6. Ben Crenshaw
2. Robert Trent Jones II 7. Tom Watson
3. Rees Jones 8. P.B. Dye
4. Jay Moorish & Associates 9. Arnold Palmer & Ed Seay
5. Jack Nicklaus & Company 10. Dr. Gil Morgan
[Top Ten List from Golf Digest]
Top ten golf architect designers for residential/resort developments
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8.3 Residential Development.
8.3.1 Residential Development. Lessee has the right to develop, construct, and reconstruct
all things necessary for the development of residential areas as set forth in the RFP.
8.3.2 Residential Plan. The Residential Plan shall specifically describe all infrastructure
completed and/or planned, along with lots platted in accordance with accepted standards.
All residential lots will be sold subject to a plat(s) and restrictive covenants prepared by
Lessee and approved, in writing, by Lessor.
8.3.3 Marketing Plan. Each year of the Lease Term, Lessee must provide a detailed
annual Marketing Plan for the residential development. The Marketing Plan shall include
the proposed number of lots to be sold, the projected sale price, and the projected sale
time. The Director of Real Estate Management of Lessor must approve the marketing plan.
The marketing plan must be in compliance with the requirement of Section 7.3.7.
8.3.4 Restriction on Residential Sales. Lessor will not permit the sale of more than twenty-
five percent (25%) of all residential or condominium lots or property, prior to the developer
constructing and having a fully operational resort of four star quality or higher on the
property lying on the North side of Highway 70.
8.3.5 Requirements of Sale. Sales of residential lots shall be done in conformance with the
requirements of sale of land placed on Lessor by the Oklahoma Constitution, the Oklahoma
Statutes, and Lessor’s Rules and Regulations, as specifically set forth in Addendum “A”. All
mineral rights are reserved to the CLO.
8.3.6 Payments to Lessor and Delivery of Patent. Within fifteen (15) business days of the
closing of each residential lot and Lessee’s receipt of the total sale price of the lot, Lessee
will pay Lessor at least twenty-three percent (23%) of the total sale price of each lot sold (or
the same or higher amount offered in the RFP) or Fifteen Thousand Dollars ($15,000.00)
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per acre (or the same or higher amount offered in the RFP), whichever is greater. Upon
written notice to Lessor, the CLO will deliver a patent to the lot(s) sold by Lessee within
fifteen (15) business days of the notification of sale.
8.3.7 Sale of Residential Lots. For determining proper and desirable times of sale, Lessee
agrees to make every effort to sell all residential lots in a commercially reasonable manner.
Lessee shall submit marketing plan, proposed lot pricing, and recommended absorption for
all residential sales to the CLO for written approval on the Lease anniversary date of each
year until all residential lots are sold.
8.3.8 Sale of All Lots. There will be a last resort takedown of all residential and/or
condominium property, which will be no later than January 1, 20__. All residential and/or
condominium property that remains unsold by the developer or assignee shall be bought by
the developer at the then fair market value.
8.3.9 Covenants, Conditions, and Restrictions. The covenants, conditions, and restrictions
(“CCR”) shall protect the quality and style of all residential/condominium property and of the
resorts. No significant variance from the CCR synopsis presented with the RFP will be
permitted without a strong showing of need for financial stability of the development. The
CLO must approve all CCR’s prior to placement on the property.
8.3.10 Exchanged Property. Lot sales plans will need to accommodate potential changes
in the event some property is exchanged.
8.4 Commercial Development
8.4.1 Commercial Development. Lessee has the right to develop, construct, or sublease
tracts for commercial site development in accordance with the approved Master Plan.
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8.4.2 Rental Payments on Commercial Property. Rent shall be paid on all commercial
acres included in the RFP as part of this Lease.
SECTION 9 – LEGAL REQUIREMENTS
9.1 Compliance. Lessee agrees, at Lessee’s expense, to comply with all Legal
Requirements throughout the Term of this Lease. Lessee agrees to comply with all Legal
Requirements pertaining to health or the environment, including, without limitation, the
Comprehensive Environmental Response, Compensation and Liability Act of 1980, as
amended (“CERCLA”), the Superfund Amendment and Reauthorization Act of 1986, as
amended (“SARA”), the Resource Conservation and Recovery Act of 1987, as amended
(“RCRA”), and all similar state or local laws now in existence or to be enacted.
9.2 Contamination/Remediation. Lessee agrees it will not knowingly cause or contribute to
any contamination of the Land. Lessee warrants if contamination occurs, Lessee will notify
Lessor and initiate Remediation procedures upon notice of said condition. Lessee will
comply with all laws and regulations regarding Remediation and will cooperate with
Governmental Authorities and Lessor in Remediation of the Land. Lessee will be
responsible for all costs of and damages flowing from contamination and Remediation.
SECTION 10 – PERMITTED CONTESTS
10.1 Compliance. Lessee agrees to comply with all Legal Requirements throughout the
Term at Lessee’s expense. Except as provided by Section ___, Lessor will have no
responsibility of any kind with respect to any Legal Requirement.
10.2 Permitted Contest. Lessee will have the right to contest validity or application of any
Legal Requirement by diligent pursuit of appropriate legal proceedings conducted at
Lessee’s expense.
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10.3 Lessor’s Contests. No act or omission shall in any way subject Lessor’s interest in
the Land to any lien or other encumbrance unless Lessor has consented in writing. In the
event any action, proceeding, lien, encumbrance or other claim arising out of any act or
omission of Lessee is filed or asserted against Lessor’s interest in the Land, Lessor shall be
entitled to defend against and seek to invalidate or remove same using counsel of its
choice. Within ten (10) days after receipt of an invoice, Lessee agrees to reimburse Lessor
for all reasonable costs and expenses, including attorney’s fees, incurred by Lessor in
taking such action.
SECTION 11 – LESSEE’S TRANSFERS
11.1 Lessee’s Right to Assign the Property. Lessee shall have the right to assign or
transfer Lessee’s interest in this Lease subject to Lessor’s prior written consent , only after
three (3) years from the Commencement Date or when resort located North of Highway 70
is opened and operational, and the estate created by this Lease may only be assigned as
follows:
(a) To a successor or assignee that’s net worth on the date of assignment is
equal to or greater than $25,000,000.00 after the assignment. The
$25,000,000.00 net worth must exceed the total of all liabilities as determined
by an independent certified public accountant in accordance with generally
accepted accounting principles. For purposes of this paragraph assignment
or transfer includes: the sale, assignment, transfer, or other disposition of
issued and outstanding capital stock of Lessee, or of the interest of any
general partner, joint venturer, syndicate member or cotenant. If Lessee is a
partnership or joint venture or syndicate or cotenancy, which shall result in
changing the control of Lessee, it shall be construed as an assignment of this
Lease. Control as used in provisions of this Lease relating to assignment,
means fifty percent (50%) or more of the voting power of the corporation; and
(b) A successor is defined as:
(1) Any corporation that controls or is controlled by Lessee,
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(2) Another corporation in connection with a corporate reorganization, or
the merger of Lessee into, or the consolidation of Lessee with,
another corporation or corporations,
(3) Any successor of all or substantially all of Lessee’s business or assets
unless the assignment would otherwise be prohibited by provisions of
this Lease, and
(4) Limited liability companies, limited partnerships, and general
partnerships.
11.2 Conditions Precedent to Assignment of Entire Property. The following are conditions
precedent to Lessee’s right of assignment:
(a) Lessee shall give reasonable notice of the proposed assignment with
documentation showing the assignee qualifies as a permitted assignee, and
(b) The proposed assignee shall, in recordable form, expressly assume all the
covenants and conditions of this Lease.
11.3 Lessee’s Obligation to Perform after Assignment of Entire Property. Lessee will be
liable for payment of the Rent and performance of all obligations under this Lease after any
lessee or assignee is accepted by written consent of assignment by Lessor. However, in
the event Assignee’s net worth is equal to or greater than that of Lessee, Lessee will no
longer be obligated for any contract terms.
11.4 Lessee’s Right to Assign Property Does Not Effect Rights to Sublease. Lessee’s right
to assign all of the property does not in any way interfere with its right to sublease individual
sites as commercial sites or to sell the residential sites as set out in Section ___.
11.5 Approval of Other Assignments. Notwithstanding the provisions set forth above, the
CLO may, in its sole discretion, approve an assignment not contemplated above upon a
showing that such assignment would provide an extreme economic benefit to the CLO and
would be an integral part of the development.
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SECTION 12 – INDEMNITY; BOND; INSURANCE
12.1 Indemnity. Lessee agrees to protect, indemnify, and hold harmless Lessor, its agents,
contractors, and employees (“Indemnified Parties”) from and against all causes of action,
judgments, costs and expenses, including, without limitation, reasonable attorney’s fees,
litigation expenses and settlements entered into in good faith, incurred by any Indemnified
Party or asserted against the interest of the Lessor in the Land or this Lease which do no
result from the willful act or negligence of an Indemnified Party, and which arise by reason
of:
(a) any injury to or death of any person or any damage to the Land,
Improvements, or any property located in or on the Property,
(b) any use, condition or state of repair of all or any part of the Land or
Improvements,
(c) any failure by the Lessee to perform or observe its obligations under this
Lease, or
(d) any negligence or willful act or omission on the part of Lessee or any of
Lessee’s agents, contractors, employees, licensees, invitees, or sublessees.
If such action, suit, or proceeding is brought against an Indemnified Party, Lessee will
defend such action, suit, or proceeding, promptly after the written request by the
Indemnified Party, at Lessee’s expense with legal counsel designated by Lessor and which
is reasonably acceptable to Lessee.
12.2 Performance Bond. By the end of the3rd month of the Initial Phase or prior to any
construction on the leasehold, Lessee or Lessee’s contractor will provide Lessor an
adequate surety bond, cancelable on completion of construction, in an amount sufficient to
ensure any Improvement(s) to the Leased Premises will be completed in accordance with
the plans and specifications for such Improvement(s). The Bond amount will be agreed on
by the parties but shall be no less that $25,000,000.00.
12.3 Required Insurance. By the end of the 3rd month of the Initial Phase or prior to any
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construction on the leasehold, Lessee, sublessee’s and/or their contractors will maintain
insurance satisfactory to Lessor, with responsible insurance carriers licensed to do
business in the State of Oklahoma. The insurance carriers must have a general
policyholder’s service rating of not less than in Financial Size Category XI, as rated in the
most current available Best’s Insurance Reports.
12.3.1 Builder’s Risk Insurance. During the course of construction and until completion of
the Improvements, Lessee, his sublessee, or their contractors will maintain builder’s risk
insurance on an “all risk” basis (including collapse) on a completed value form for full
replacement value covering the interest of Lessee, and its contractors or subcontractors, in
all work incorporated in the Improvements and all materials and equipment on or about the
Property which is intended for permanent use in the Improvements. All materials and
equipment in any off-site storage location intended for permanent use in the Improvements,
or incident to the construction thereof (but not including machinery, tools, or equipment
used by contractors and excluding foundations, excavation and footings below the lowest
basement floor) shall be insured on an “all risk” basis as soon as the same have been
purchased.
12.3.2 Construction Period Liability Insurance. During the course of construction until
completion of the Improvements, Lessee, his sublessee, or their contractors will maintain
contractor’s comprehensive general-automobile liability insurance in an amount no less
than ten million Dollars ($10,000,000.00) combined single limit for bodily injury and property
damage. Such insurance coverage shall include premises liability, contractor’s protective
liability on the operations of all subcontractors, completed operations, blanket contractual
liability, and automobile liability (owned, non-owned, and hired).
12.3.3 Permanent Property Insurance. Upon expiration of the builder’s risk policy, Lessee
or his sublessee will maintain insurance against loss or damage by fire and such other risks
or hazards as are insurable under then available standard forms of “all risk” insurance
policies for the full replacement cost value of the Improvements (including an “agreed
amount” endorsement).
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12.3.4 Lessee’s Liability Insurance. Lessee or his sublessee will maintain comprehensive
general-automobile liability insurance, including blanket contractual liability, products and
completed operations coverage, in an amount not less than ten million Dollars ($
10,000,000.00) combined single limit for bodily injury and property damage arising out of
any one occurrence, or in any increased amount reasonably required by Lessor, said
increase not to exceed fifty million Dollars ($50,000,000.00) cumulative every ten (10)
years. This coverage may be an umbrella policy included with that required in Section
9.3.3.
12.3.5 Other Insurance. Lessee will maintain all insurance required by law including but
not limited to Worker’s Compensation and unemployment insurance, and other insurance
with respect to the Property and Lessee’s use and operation thereof and in such amounts
as Lessor may reasonably request, provided such other insurance shall be insurance which
at the time is commonly maintained by owners of like properties and/or operators of like
businesses.
12.4 Policy Provisions; Separate Insurance. All insurance required to be maintained by
this Lease will:
(a) name Lessor and Lessee as insureds as their respective interests appear;
(b) provide the coverage afforded by such policies will not be canceled,
materially changed, or reduced without at least ninety (90) days prior written
notice to Lessor; and
(c) be in form reasonably satisfactory to Lessor.
Lessee agrees not to take out separate insurance, concurrent in form or contributing in the
event of loss with that required above, unless:
(a) the policies are submitted to Lessor for its prior approval,
(b) the insurers thereunder and the terms thereof are acceptable to Lessor in
accordance with this Section 9, and
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(c) Lessor is included therein as an additional named insured.
12.5 Delivery of Policies and Bond. Promptly after the execution of this Lease, prior to
delivery of possession of the Leased Premises, and upon each renewal or securing a new
policy throughout the Term, Lessee will deliver to Lessor true and correct duplicate originals
of all insurance policies or a certificate of insurance together with appropriate evidence of
payment of premium. Lessee shall deliver to Lessor duplicate originals of the original bond
document or before the first day of the thirteenth month.
12.6 Review of Insurance and Bond Coverage. Lessee agrees to conduct periodic reviews
and analyses of the adequacy of the insurance coverage’s and bond amount required
hereunder as often as significant valuation or construction changes occur and at least
annually. A report of the results of such reviews along with any recommended action or
changes will be forwarded to Lessor promptly after the reviews are made.
12.7 Indemnity. If Lessee’s net worth as defined in its most recently published annual
statement exceeds fifty million Dollars ($50,000,000.00), it is agreed Lessee shall have the
right to carry its own risk in regards to the Leased Premises and Improvements and,
accordingly, insurance coverage accruing to Lessor’s benefits are not obligations under this
contract. In lieu of such coverage, Lessee agrees to indemnify and hold Lessor harmless
from and against claims and liability for personal injury, death, property damage, or contract
liability arising from the use, occupancy, disuse, or condition of the premises,
improvements, or adjoining areas or ways under Lessee’s control.
SECTION 13 – DAMAGE; DESTRUCTION
13.1 Notice. In case of damage to the Improvements, which would cost in excess of one
hundred thousand Dollars ($100,000.00) to repair, Lessee will promptly give written notice
to Lessor describing the nature and extent of the casualty.
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13.2 Restoration. If the Improvements are damaged or destroyed during the Term, as
soon as practical after the casualty at Lessee’s discretion will restore the Improvements as
nearly as possible to the condition which existed immediately prior to such damage or
destruction, or build different Improvements or clear the land. Lessee will not be entitled to
any offset or abatement in Rent or to any termination or extension of the Term as a result of
deprivation or limitation of use of the Improvements occasioned by any casualty or by
repairs or by replacements required by this Section 10.
13.3 Insurance Proceeds. Subject to the requirements of any Mortgagee of Lessee,
insurance proceeds will be applied to payment of the costs of restoration as such costs are
incurred.
SECTION 14 – CONDEMNATION
14.1 Apportionment of Award. In the event of a taking by eminent domain, partial or
otherwise, or a granting in lieu of condemnation, the award shall be apportioned between
the value of the land and Improvements and such award shall be paid in accordance with
the order of the court or the agreement of the parties with the political entity so taking.
14.2 Participation in Proceedings. Lessor, Lessee, Mortgagor, and Mortgagee will each
have the right at their respective expense to participate in any proceeding seeking to take
all or a portion of the Land or the Improvements and in any appeals which might be taken.
SECTION 15 – MORTGAGES
15.1 Lessee’s Mortgages. From time to time during the Term, Lessee and its sublessees
and assigns will have the right to execute one or more Mortgages without Lessor’s consent,
provided all rights of each Mortgagee will be subject to the terms of this Agreement and
subordinate to the rights of Lessor. Lessee may not encumber the estate of Lessor and all
liens, mortgages, and other claims against Lessee and Lessee’s estate in the land shall be
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subordinate to the rights of Lessor. Nothing contained in this Section 12 shall be deemed
to waive or impair any right or remedy Lessor may have upon default by Lessee under this
Lease.
15.2 Subordination; Non-disturbance. This Lease and all rights of the Lessee are and
shall be subject and subordinate to the lien of any and all mortgages which may hereafter
affect the property, or any part thereof, and to all renewals, modifications, consolidations,
replacements, and extensions. Any mortgage placed on the property shall provide that so
long as there is not a continuing event of default by Lessee in any term, condition,
covenant, or agreement of this Lease, the leasehold estate of Lessee created hereby and
Lessee’s peaceful and quiet possession of the property shall be undisturbed by any
foreclosure of the mortgage.
15.3 Rights of Mortgagee. If within thirty (30) days after execution of a Mortgage,
Mortgagee notifies Lessor in writing of the name and address of Mortgagee and provides to
Lessor a copy of the Mortgage, then so long as the Mortgage remains of record the
following provision will apply:
15.3.1 Cancellation, Default. Lessor and Lessee agree not to cancel, surrender, or modify
this Agreement or terminate this Lease, without prior written notice to each Mortgagee and,
in the event of default, ensure adequate notice and opportunity to cure.
15.4 No Merger. So long as any Mortgage is in existence the fee title to the Leased
Premises and the leasehold estate shall not merge but shall remain separate and distinct.
SECTION 16 – LESSEE’S DEFAULT; LESSOR’S REMEDIES
16.1 Lessee’s Default. The following events will be Events of Default by Lessee under this
Agreement:
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(a) failure to make any Payment when due or
(b) failure to comply with any other term of this Agreement.
16.2 Notice; Opportunity to Cure. On the occurrence of any Event of Default, Lessor may
declare a Default of the Lease by delivering written notice to Lessee specifying the nature
of the default. In the event Lessee cures a Default within thirty (30) days after receipt of
notice, or commences and diligently prosecutes action which can be reasonably expected
to cure a Default within ninety (90) days after receipt of notice, Lessor and Lessee at
Lessor’s option may be restored to their respective rights and obligations under this
Agreement as if no Event of Default occurred.
16.3 Remedies. On failure of Lessee to cure a Default within the time provided, Lessor will
have the option to do any one or more of the following without further notice or demand, in
addition to and not in limitation of any other remedy permitted by law or by this Agreement.
16.4 Termination. Lessor may terminate this Agreement, in which event Lessee will
immediately surrender the Land and Improvements to Lessor, subject to all existing
subleases (which shall survive termination as provided in Section 13.6). If Lessee fails to
surrender the Leased Premises, Lessor may, to the maximum extent permitted by law,
without notice and without prejudice to any other remedy Lessor might have, enter and take
possession of the Leased Premises and Improvements, subject to the rights of existing
sublessees, and remove Lessee’s property.
16.5 Option to Perform. Lessor may perform or cause to be performed the obligations of
Lessee under this Agreement and may enter Land and Improvements to accomplish such
purpose. Lessee agrees to reimburse Lessor on demand for any expense Lessor might
incur in effecting compliance with the terms of this Lease Agreement on behalf of Lessee,
which expense will bear interest at sixteen percent (16%) until payment to Lessor.
16.6 No Waiver. No action by Lessor during the Term will be deemed an acceptance by
Lessor of an attempted surrender of Land or Improvements. No re-entry or taking
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possession of the Land or Improvements by Lessor will be construed as an election by
Lessor to terminate this Agreement, unless Lessor signs a written notice of termination.
Notwithstanding any re-entry or taking possession, Lessor may later elect to terminate this
Lease Agreement for a previous Default if not cured. Acceptance by Lessor of any
Payment following the occurrence of an Event of Default will not be construed as waiver of
such Event of Default. No waiver of any Event of Default by Lessor will be deemed to
constitute a waiver of any other or future Event of Default. Forbearance by Lessor to
enforce one or more remedies will not be deemed to constitute a waiver of any Default. No
provision of this Agreement will be deemed waived by Lessor unless waiver is in writing
signed by Lessor. Rights and remedies granted to Lessor in this Lease Agreement are
cumulative and every other right or remedy Lessor has in law or equity and the exercise of
one or more rights or remedies will not prejudice the concurrent or subsequent exercise of
other rights or remedies.
16.7 Incorporation by Reference of Sub-lessees to Provisions of Contract. In contracts
with its Sublessees, Lessee shall incorporate by reference the provisions of this Lease
Agreement.
16.8 Effect of Default on Sub-leases. Each sub-lease, in writing, covering all or any part of
the Leased Premises shall survive any default under or termination of this Lease and shall
continue in full force and effect as a lease of Lessor’s estate in the Leased Premises,
provided that the sublessee thereunder is not in default under its sublease after such notice
of the default and such opportunity to cure the default as may be required by the sublease
and the sublease contains a rent rate per acre and other terms attributable to the
subleased premises which are no less favorable to Lessor than the rent rate per acre and
other terms attributable to such portion of the Leased Premises under this Lease.
SECTION 17 – WAIVER OF SOVEREIGN IMMUNITY
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If the Lessee is any sovereign entity (State, Nation, Tribe, Country, etc.) the CLO requires a
waiver of sovereignty prior to this Lease becoming valid. Specifically, the Lessee must
agree to the following language and comply with the following terms:
The “Sovereign Entity” waives its sovereign immunity for any and all suits for breach of this
agreement. The “Sovereign Entity” clearly and unequivocally waives its sovereign immunity
and agrees it will not assert the defense of sovereign immunity if sued for breach of
contract. This waiver of sovereignty is consent by the “Sovereign Entity” to be sued by the
CLO in the courts of the State of Oklahoma, the United States Federal courts or in any
court the CLO desires to bring an action against the “Sovereign Entity”. The “Sovereign
Entity’s” clear and unequivocal waiver is shown by a vote of the “Sovereign Entity’s”
governing board or council as required by the documents of its creation or by whatever is
used as evidence of sovereignty and by a vote of consent by all the citizens or members of
the “Sovereign Entity” with sixty percent (60%) of the known voting citizens or members
voting to consent to the waiver of sovereignty and the terms of this agreement. Both the
vote of the board or council and the vote of the citizens or members are evidenced by the
attached result of the role call vote of the board or council and the certified results of the
vote of the citizens or members. Any discretion in either requiring or allowing modifications
to this clause shall solely rest with the CLO.
SECTION 18 – SURRENDER OF PROPERTY
18.1 Lessee’s Duty to Surrender. If Lessee fails to surrender the Leased Premises at the
expiration or sooner termination of this Lease, Lessee shall pay all legal costs and
indemnify Lessor from all liability and expense resulting from the delay or failure to
surrender, including, without limitation, claims made by any succeeding tenant founded on
or resulting from Lessee’s failure to surrender. Lessee may remove from Improvements
any Trade Fixtures that can be removed without material damage to Land or
Improvements. Any Trade Fixtures or other property not removed within sixty (60) days
after the Expiration Date or earlier termination of this Lease will become the property of
Lessor and may be retained or disposed of by Lessor, at its option and free of any claim of
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Lessee.
18.2 Holding Over. This Lease shall terminate without further notice at expiration of the
Term. Any holding over by Lessee after expiration or other termination shall not constitute
a renewal or extension or give Lessee any rights in or to the Leased Premises except as
expressly provided in this Lease.
SECTION 19 – MISCELLANEOUS PROVISIONS
19.1 Force Majeure. If Lessee is delayed or prevented from performing any term of this
Lease (other than payment of Rent) by reason of riots, war, natural disaster, or other
reason beyond Lessee’s control, then performance will be excused for the period of delay,
and the time for performance will be extended for a period equal to the period of such
delay. In no event will payment of Rent be abated or subject to offset.
19.2 Governing Law; Venue; Interpretation; Trust Obligations. This Lease shall be
interpreted in accordance with laws of the State of Oklahoma. Lessee agrees this Lease is
deemed accepted, executed, approved, and delivered in Oklahoma County. Lessee
agrees any dispute, arbitration, or litigation with Lessor in relation to this Lease shall be
conducted in Oklahoma County, Lessor’s only official residence and place of business.
19.3 Lease Subordinate. This Lease will be subject and subordinate to, and Lessee will
comply with, the Oklahoma Enabling Act, Oklahoma Constitution and Statutes, Court
Orders, policies, procedures, and rules, relative to the operation and management of the
Oklahoma School Land Trust.
19.4 Approvals. When approval by either Lessee or Lessor is required, such approval will
not be unreasonably withheld.
19.5 Entire Agreement. This Lease contains the entire agreement between the parties. No
promise, representation, warranty, or covenant not included in this Lease has been, is, or
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will be relied on by either party. Each party has relied on his own examination of this
Lease, the counsel of his own advisors, and the warranties, representations, and covenants
in the Lease itself. Nothing herein shall be construed to create a partnership or to be a
partnership. Failure or refusal of either party in advance to inspect the Leased Premises or
Improvements, to read the Lease or other documents, or to obtain legal or other advice
relevant to this transaction constitutes a waiver of any objection, contention, or claim that
might have been based on such reading, inspection, or advice.
19.6 Execution in Counterparts. This Lease may be executed in multiple documents. All
documents shall constitute one agreement. Any party may execute this Lease by signing
each document.
19.7 Time. Time is of the essence of this Lease.
19.8 Recording. Lessor and Lessee agree this Lease will be recorded in the records of
Lessor and of the County Clerk of the County in which the Land is located.
19.9 Severability. The invalidity or illegality of any provision shall not affect the remainder
of the Lease.
19.10 Exculpation. Lessee understands and agrees neither Lessor, Trust, State of
Oklahoma nor any Person acting on behalf of Lessor, Trust, or State of Oklahoma will have
any personal liability under this Lease.
19.11 Right of Entry. Lessor, upon written notice, may enter upon the Property at such
times as may be reasonable for inspection, for the purpose of exercising any of its rights
reserved under this Lease, or for the purpose of fulfilling any of its obligations hereunder.
19.12 Audit Clause. Lessee agrees all of its books, records, documents, working papers,
accounting procedures and practices, and all other documents, items, and other property
relevant to Lessee’s performance of this Lease are subject to examination by Lessor and
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the Oklahoma State Auditor and Inspector immediately upon request upon thirty (30) days
written notice.
19.13 Fair Dealing. Lessee covenants and warrants the only Persons and entities
interested in this Lease are named and no others have any interest in this Lease at this
time. Lessee enters into this Lease without collusion on its part with any other Person,
without fraud, and in good faith. Lessee further covenants and warrants no gratuities (in
the form of entertainment, gifts, or otherwise) were, or during the term will be, offered or
given by Lessee, or any agent or representative of Lessee, to any officer, employee, or
agent of Lessor with a view toward securing this Lease or securing favorable treatment with
respect to the performance of this Lease.
19. 14 Conflict of Interest. Lessee covenants and agrees, upon the signing of this Lease,
or within five (5) days after the acquisition of any interest herein or in Lessee by any other
person during the Term, Lessee will disclose in writing to Lessor whether any
commissioner, board member, officer, or employee of Lessor or any public official or
employee has any direct, indirect, legal, or beneficial interest in Lessee or in any contract or
agreement between Lessor or Lessee, or in any franchise, concession, right, or privilege of
any nature or otherwise granted by Lessor to Lessee.
19.15 Discrimination. Lessee agrees in the use, occupation, and operation of the Leased
Premises it will not discriminate against any person or class of persons by reason of race,
color, national origin, ancestry, creed, religion, or politics.
19.16 Prohibition Against Nuisance. During the Term of this Lease, Lessee agrees not to
permit and/or promote any activity that may be determined to become a nuisance. Lessee
agrees that in the event any such activity occurs on the Leased Premises during the Term
of this Lease that it will take all reasonable steps to prevent and/or abate the nuisance.
19.17 Business Diversion. Taking into consideration Lessee’s total business concerns,
Lessee agrees to use its best efforts to not divert, or cause or allow to be diverted, from the
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Leased Premises any business or trade which Lessee might ordinarily obtain from its
location at the Leased Premises.
19.18 Material Breach Statement. Any statements included in this Lease document
regarding an act being a “material breach” shall not make any other act without the
“material breach” language not a material breach. All terms and conditions of this Lease,
along with any other act required by this lease, are material requirements and the failure of
the Lessee to perform the act(s) shall be considered a “material breach”.
19.19 Notices. Any notice, payment, demand, or communication required or permitted to
be given by any provision of this Agreement will be deemed to have been given when
delivered personally to the party or, when actually received if sent by registered or certified
mail, postage and charges prepaid, addressed as follows:
To Lessor: Commissioners of the Land Office
P.O. Box 26910
Oklahoma City, Oklahoma 73126
Attention: Secretary
With copy to: Commissioners of the Land Office
P.O. Box 26910
Oklahoma City, Oklahoma 73126
Attention: Director, Real Estate Management
To Lessee: ____________________________
____________________________
____________________________
____________________________
Either party may change its notice address(es) by giving written notice to either party as
provided above.
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SECTION 20 – DEFINITIONS
20.1 Defined Terms. The words defined in this Section are intended to have the following
meanings when used in this Lease:
20.1.1 Commencement Date. The date on which this Lease has been approved and
executed on behalf of Lessor as evidenced by the date set opposite Lessor’s execution
below.
20.1.2 Master Plan. The Master Plan is a plan dividing the tract into four (4) separate
developed areas along with suitable streets, roadways, open areas and other appropriate
facilities for development of (1) the resort sites, (2) the golf course sites, (3) the residential
or multi-family sites, and (4) the commercial sites.
20.1.3 Driveway Areas. Driveway Areas shall mean those portions of the tract which
accommodate internal traffic with openings and access to public streets with respect to
each tract, specifically excluding any land which is used or reserved for landscaping
improvements or parking. Driveway Areas shall specifically include reasonable and
adequate access from an adjoining tract to specified public entrances or exits on the tract.
20.1.4 Expiration Date. The Expiration Date is Fifty-five (55) years after the
Commencement Date.
20.1.5 Governmental Authorities. Any court, agency, authority, board (including, without
limitation, environmental protection, planning, and zoning), bureau, commission,
department, office, or instrumentality of any nature whatsoever of any governmental or
quasi-governmental unit, whether federal, state, county, district, municipality, city political
sub-division, or otherwise, whether now or hereafter in existence, or any officer or official of
any of the foregoing.
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20.1.6 Improvements. All pipes, utility lines, drainage improvements, parking areas,
roadways, access ways, sidewalks, landscaping, buildings, structures, facilities, and other
improvements now or hereafter installed in or constructed or located on the Land. The
term “Improvements” specifically excludes Trade Fixtures.
20.1.7 Legal Requirement(s). All statutes, ordinances, laws, orders, judgments, decrees,
injunctions, rules, rulings, regulations, permits, licenses, authorizations, directions,
determinations, policies, and other requirements of any Governmental Authority (including,
without limitation, those pertaining to zoning, building, health, and the environment) in any
way applicable to Lessee or the Property or any part, and all requirements of any insurance
policy covering or applicable to all or any part of the Property or its use and all requirements
of the issuer of any such policy and all orders, rules, regulations, recommendations, and
other requirements of the Board of Fire Underwriters or Insurance Service Office or any
other body exercising same or similar functions and having jurisdiction of all or any part of
the Property in each case, whether now or hereafter enacted and in force, including,
without limitation, those relating to the development, construction, use, occupancy,
operation, management, maintenance, repair, modification, alteration (structural or
otherwise), demolition of the Property or any part, and related permits, licenses,
authorizations and regulations, and covenants, agreements, restrictions and
encumbrances, contained in any instrument either of record or known to Lessee affecting
Lessee or the Property or any part.
20.1 8 Master Plan. When referenced throughout this Lease, Master Plan refers to the
current Master Plan and includes all preliminary plans.
20.1.9 Mortgage(s). A mortgage, security agreement, collateral assignment, or other
instrument creating a lien, security interest, or other encumbrance covering all or any part
of Lessee’s interest in:
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(a) this Lease,
(b) the leasehold estate created,
(c) the Leased Premises, or
(d) the Improvements.
20.1.10 Mortgagee(s). Any person holding a Mortgage and such Person’s successors and
assigns of which Lessor has received written notice.
20.1.11 Net Acres. Those acres not utilized by street, easements, utility corridors, or
reserved sites.
20.1.12 Person. Any individual, corporation, association, trust, partnership, joint venture, or
other entity or any government commission or agency or political subdivision.
20.1.13 Property. Property means the Leased Premises and Improvements.
20.1.14 Sub-lease. Sub-lease means those portions of the Leased Premises that are
leased for commercial or industrial development by Lessee.
20.1.15 Trade Fixtures. Property owned by Lessee and/or sub-lessees occupying the
Property not permanently affixed to the Land or the Improvements, and which can be
removed without material injury to the Land or Improvements. Trade fixtures shall include
all equipment installed on Leased Premises by Lessee including but not limited to store
furnishings, metering devices, computer equipment, dispensers, compressors, and signs
which shall remain the property of Lessee who may remove, repair, or replace the same
notwithstanding any contrary provision herein.
20.1.16 Prohibition Against Making Agreements in Excess of Lease Term. Lessee shall not
enter into any agreement that exceeds the Lease Term and will make any necessary
provisions to ensure that any and all mortgages and incidents of debt are paid in full by the
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end of the Lease Term or prior to any early termination of this Lease.
SECTION 21 – TERMINATING CONDITIONS
21.1 Lessee’s Termination. Notwithstanding any contrary provision, Lessee may terminate
this Lease at any time prior to the expiration of twelve (12) months from the
Commencement Date, if:
(a) Lessee shall have determined in the exercise of its good faith judgment,
based on bona fide engineering studies conducted on the Land, the Leased
Premises are not suitable for Lessee’s intended purposes, or
(b) Lessee shall have determined in exercise of its good faith judgment, after
having made bona fide efforts to secure construction and long term financing
for the Improvements, none is available on terms reasonably acceptable to
Lessee, or
(c) Lessee shall have determined in the exercise of its good faith judgment,
based on bona fide and timely attempts to obtain proper zoning or
exceptions, and timely and thorough title, encumbrance and lien searches by
a competent professional(s) and a licensed reputable title insurance
company(s), proper zoning or exceptions is not reasonably obtainable or title
to the Land is not insurable to reasonably guarantee Lessee possession and
quiet enjoyment of the Land for the purposes of this Lease, or
(d) Lessee shall be denied a franchise license, or
(e) Lessee is unable to get proper zoning or building permits to economically
construct improvements, or
(f) Lessee is unable to obtain a suitable site plan.
21.2 Termination Notice. Lessee’s right to terminate this Lease as provided in Section 19.1
may be exercised at any time prior to six (6) months after the Commencement Date by
giving Lessor ten (10) days prior written notice. If Lessee according to Section 19
terminates this Lease, Lessee will be entitled to no refund of any Rent, pro rate or
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otherwise.
21.3 Effect of Termination. If Lessee exercises the option to terminate, as set forth in
Section 19.1, then the real property, plus all Improvements and fixtures shall become the
property of Lessor as part consideration for this Lease. Any and all sub-leases shall not
terminate and shall become the property of Lessor along with any income generated from
those sub-leases.
21.4 Expiration. Unless Lessee has given prior notice required by Section 19.2, the terms
of Section 19 will expire at 12:00 a.m. Midnight the last day of the sixth (6th) month after the
Commencement Date or on such earlier date as Lessee may have waived its rights by
written notice. Any such waiver shall be irrevocable.
IN WITNESS WHEREOF, Lessee and Lessor have executed and approved this Lease in
two (2) original counterparts, on the date indicated.
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OFFICIAL EXECUTION AND APPROVAL
LESSEE: ____________________
SSN/TIN # _____________
ATTEST: (SEAL)
By: _______________________________
________________________ Name:
Name: Title:
Title: ______ Secretary
STATE OF OKLAHOMA )
) ss.
COUNTY OF OKLAHOMA )
The foregoing instrument was executed before me this _____ day of ________, 2006, by
____________________ as ______________ and authorized agent on behalf of
____________________.
_________________________________
NOTARY PUBLIC
My Commission Expires: _____________
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CONTRACT NON-COLLUSION AFFIDAVIT
In accordance with 74 O.S. §85.23, ___________________ of lawful age, being first duly
sworn on oath says:
1. He is the duly authorized agent of ____________________________ (vendor), the
contract which is attached to this statement, for the purpose of certifying the facts
pertaining to the giving of things of value to government personnel in order to procure said
contract;
2. He is fully aware of the facts and circumstances surrounding the making of the
contract to which this statement is attached and has been personally and directly involved
in the proceedings leading to the procurement of said contract;
3. Neither the contractor nor anyone subject to the contractor’s direction or control has
paid, given or donated or agreed to pay, give or donate to any officer or employee of the
State of Oklahoma any money or other things of value, either directly or indirectly, in
procuring the contract to which this statement is attached; and
In accordance with 74 O.S. §85.42.B, the contractor further certifies that no person who
has been involved in any manner in the development of that contract while employed by the
State of Oklahoma shall be employed to fulfill any of the services provided for under said
contract.
In accordance with 74 O.S. §85.41.F.1, if this contract is for professional services as
defined in 74 O.S. §85.2.25, and if the final product is a written proposal, report, or study,
the contract further certifies that he has not previously provided the state agency or any
other state agency with a final product that is a substantial duplication of the final product of
the proposed contract.
________________________________
_____________
Printed Name
________________________________
Title Date
STATE OF OKLAHOMA )
) SS:
COUNTY OF OKLAHOMA )
Subscribed and sworn to before me this _______ day of ____________, 2006.
_________________________________
My Commission Expires: Notary Public
Version 5-2-05
36
LESSOR
COMMISSIONERS OF THE LAND OFFICE, ADMINISTRATORS
OKLAHOMA SCHOOL LAND TRUST
STATE OF OKLAHOMA, COUNTY OF OKLAHOMA
Approved Date: _________, 2006
By: ___________________________________
Chairman
ATTEST: (SEAL)
___________________________
Clifton H. Scott, Secretary
STATE OF OKLAHOMA )
) ss.
COUNTY OF OKLAHOMA )
The foregoing instrument was executed before me this ____ day of ___________, 2006, by
________________________________, ________ Chairman, and attested by Clifton H.
Scott, Secretary, on behalf of the Commissioners of the Land Office of the State of
Oklahoma, Trustees of the Oklahoma School Land Trust, an Oklahoma Public Trust.
(SEAL)
_________________________________
NOTARY PUBLIC
My Commission Expires: _____________
Version 5-2-05
37
STATE OF OKLAHOMA Contract #:__________
PURCHASE AGREEMENT
THIS PURCHASE AGREEMENT (Contract or Purchase Agreement) is entered into by
and between the Commissioners of the Land Office of the State of Oklahoma as
Administrator of the Oklahoma School Lands Trust (CLO), and
________________________________ its successors and assigns (Buyer).
1. Premises. CLO hereby sells to Buyer and agrees to convey to Buyer on the
terms set forth below, and Buyer hereby purchases from CLO:
(a) A certain tract of real property situated in Marshall County, Oklahoma, and
more fully described in Exhibit "A" attached and made a part of this agreement (the
"Land"), LESS AND EXCEPT any interest in and to the oil, gas and other minerals and
held by the CLO at the time of sale or previously reserved or conveyed of record, and
SUBJECT TO the exceptions and encumbrances described below; and
(b) Certain residences and other structures and improvements in, upon and
under the Land (the "Improvements"); and
(c) All of the appurtenances belonging to the Land and all of CLO's right, title and
interest in and to all streets, alleys and other public or private ways adjacent to the
property, before or after vacations; and
(d) Those certain appliances, equipment, furnishings, and other items of tangible
personal property more particularly described on Exhibit "B" attached and made a part
of this agreement. LESS, EXCEPT and SUBJECT TO those encumbrances, prior
reservations, conveyances and other matters described in Exhibit "C" attached and
incorporated by reference (the "Permitted Title Exceptions").
2. Purchase Price.
(a) The cash price payable to CLO for the
Property is ............................ $____,____,___.__
(b) The down payment paid on account by Buyer
at or before the execution of this Contract is .. $____,____,___.__
(c) The unpaid purchase price owed by Buyer
(Item (a) less Item (b)) is ............. $____,____,___.__
1
3. Payments. The unpaid purchase price due under this Contract shall be due
and payable in __ payments as provided below:
1) Beginning of the ___ (_rd) year of the Contract: $____,____,___.__
2) Beginning of the ___ (_th) year of the Contract: $____,____,___.__
3) Beginning of the ___ (_th) year of the Contract: $____,____,___.__
4) Beginning of the ___ (_th) year of the Contract: $____,____,___.__
Any payment or other amounts payable to CLO under this Purchase Agreement not
received by CLO on or before its due date shall bear interest from the due date until
paid at the rate of sixteen percent (16%) per annum (the "Default Rate"). At CLO's
option, payment of such interest shall be a condition precedent to curing any default. All
payments will be applied first to the interest accrued on the delinquent payment and the
remainder to the then balance of the unpaid purchase price. Each such installment
shall be due and payable to CLO at CLO's mailing address set forth above.
4. Prepayment. It is expressly understood and agreed at any time and from time
to time, Buyer shall be entitled to prepay any amounts of the unpaid purchase price,
either in whole or in part and without premium or penalty of any kind. Any partial
prepayments shall be applied to the unpaid purchased price in the inverse order of
installment payments due. No discount shall be given for any prepayment.
5. Conveyance by Buyer. Without CLO's prior written consent, Buyer shall not
obtain any additional financing secured by an encumbrance on the Property nor shall
Buyer sell, transfer or assign the Property or Buyer's rights and interests as a contract
vendee under this Contract.
6. Compliance with Laws and Restrictions. Buyer shall comply with all laws,
regulations, restrictive covenants and easements governing the occupancy and use of
the Property.
7. Liens. Buyer promptly shall pay all sums, the failure to do which may result in
the attachment of a tax, mechanic's, materialman's or other lien against the Property
before such prior lien may attach.
8. No Title Warranty to Land. The CLO is prohibited from warranting title to
property by law. The CLO has provided an up to date abstract of title for the Land and
Buyer is satisfied title is good and acceptable.
9. Conveyance to Buyer. Upon the conditions specified below the CLO shall
execute and deliver a Quit Claim Deed to that part of the Property to which the parties
2
agree:
1) Execution of this Purchase Agreement, and
2) Payment of the down payment, specified in Section 2(b), and
3) Delivery of good and sufficient performance bond as specified in Section
18.
Upon payment of the remaining payments as specified in Section 3 a Quit Claim deed
for the Property shall be executed and delivered which shall convey the remaining
Property to Buyer. Title to the Property shall be good and merchantable, free of liens
and encumbrances except for the Permitted Title Exceptions and such other matters
affecting title as do not materially affect the fair market value of the Property as provided
in Section 8.
All taxes, general or special and all other public or governmental charges or
assessments against the Property which are or may be payable on an annual basis
(including assessments, liens or encumbrances for sewer, water, drainage or other
public improvements completed or commenced on or prior to the date of this
agreement, or subsequently to this agreement), are to be paid by Buyer from the date of
this Contract. This includes in lieu ad valorem taxes on all property (as shown in Exhibit
A) controlled by Buyer pursuant to this Contract.
10. Events of Default. The occurrence of any one or more of the following shall,
at the option of CLO, be considered an event of default (listing of events of default are
not exclusive and are not intended to be exhaustive):
(a) the failure of Buyer to pay any installment, including interest as such
installments severally become due, or to pay the unpaid Purchase Price when
due or any part of the Purchase Price, as such amounts become due in
accordance with the terms of this Contract or when accelerated pursuant to any
provision;
(b) the failure of Buyer punctually and properly to perform any term, covenant,
agreement or condition contained in this contract;
(c) the failure of the Buyer to provide a good and adequate performance bond as
specified in Section 18.
(c) if Buyer
(i) executes an assignment for the benefit of Buyer's creditors;
(ii) becomes or is adjudicated as bankrupt or insolvent;
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(iii) admits in writing an inability to pay Buyer's debts generally as they
become due;
(iv) applies for or consents to the appointment of a receiver, trustee or
liquidator of a substantial part of Buyer's assets; or
(v) files a voluntary petition in bankruptcy; or
(vi) should the Premises be seized under any writ or process of court or by
any trustee acting under any mortgage or other lien;
Regardless of any other provision, in the event of any non-monetary default and CLO
shall elect to declare a default and to accelerate the maturity of Buyer's monetary
obligations, CLO agrees simultaneously to serve written notice of such default to Buyer
and further agrees Buyer will be accorded the opportunity to cure or cause to be cured
any such non-monetary default within thirty (30) days after CLO's written declaration;
and if such default is cured to the reasonable satisfaction of CLO, Buyer will be restored
to Buyer's respective former position, rights and obligations as if no such default had
occurred.
11. Remedies. Upon a default, CLO, at CLO's option and after compliance with
the notice provisions of Paragraph 9 above, may do one or more of the following:
(a) If Buyer has failed to keep or perform any covenant whatsoever
contained in this Purchase Agreement, CLO may, with no obligation so to do, perform or
attempt to perform such covenant, and any payment made or expense incurred shall be
a part of the unpaid Purchase Price and shall bear interest at the default rate provided.
No such payment by CLO shall constitute a waiver of any such default.
(b) CLO may, without notice (except as otherwise provided), demand or
presentment, which are waived by Buyer, declare the entire unpaid balance of the
purchase price immediately due and payable, and CLO may proceed to foreclose this
Purchase Agreement, and in the event of foreclosure, the Court shall direct the sale of
the Property with or without appraisement, as CLO may elect at the time judgment is
rendered.
(c) CLO, as a matter of right and without regard to the sufficiency of the
security and without any showing of insolvency, fraud or mismanagement on the part of
the Buyer, and without the necessity of filing any judicial or other proceeding for
appointment of a receiver, shall be entitled to the appointment of a receiver of the
Property or any part of the Property, and of the income, rents, issues and profits.
(d) CLO, as an alternative to judicial foreclosure, may elect to foreclose by
power of sale as provided under and pursuant to the Oklahoma Power of Sale Mortgage
4
Foreclosure Act, 46 O.S. §40-48, and for such purposes Buyer authorizes CLO or
CLO's attorney or agent, and grants to CLO and CLO's attorney or agent the power, to
sell and convey the Property to a purchaser and to foreclose all right, title, interest and
estate of Buyer and all other persons having an interest in and to the Property. CLO
shall be entitled to collect in such proceeding all expenses of foreclosure, including, but
not limited to, reasonable attorney's fees, and costs of documentary evidence, abstracts
and title reports.
12. Disposition of Foreclosure Proceeds. The proceeds of any sale or foreclosure
shall be applied, first to the payment of all expenses of advertising, selling and
conveying the Property, including expenses for the protection of the Property and
attorneys' fees and costs; second, to the payment of interest on the remaining unpaid
purchase price without preference or priority of any part; third, to the payment of the
remaining unpaid purchase price owed under this Contract; and fourth, should there be
any surplus, to CLO and Buyer equally.
13. Covenants Run With Land. The covenants, conditions and agreements
contained in this Purchase Agreement shall be deemed as running with the land and
shall bind, and the benefits shall inure to, the respective parties and their respective
successors, assigns, executors, administrators, trustees, personal representatives, or
heirs.
14. Mineral Rights Reserved. CLO reserves from this Purchase Agreement, and
all Quit Claim Deeds associated with the transfer, all right, title and interest in and to all
minerals and substances of value including but not limited to, coal, oil, gas and all
gravel, rock, sand and other substances of value in, on or under the Land. CLO
specifically acknowledges its use of the Land for excavation or mineral exploration or
production would be inconsistent with the use intended by the Buyer.
15. Compliance. Buyer agrees, at Buyer's expense, to comply with all Legal
Requirements throughout the Term of this Lease. Buyer agrees to comply with all Legal
Requirements pertaining to health or the environment, including, without limitation, the
Comprehensive Environmental Response, Compensation and Liability Act of 1980, as
amended ("CERCLA"), the Superfund Amendment and Reauthorization Act of 1986, as
amended ("SARA"), the Resource Conservation and Recovery Act of 1987, as
amended ("RCRA") and all similar state or local laws now in existence or to be enacted.
16. Contamination/Remediation. Buyer agrees it will not knowingly cause or
contribute to any contamination of the Land and warrants if such occurs, Buyer will
notify CLO and initiate remediation procedures upon notice of said condition and will
comply with all laws and regulations regarding same and will cooperate with
Governmental Authorities and CLO in remediation, and responsibility for all costs of and
damages flowing from contamination and remediation will be borne by Buyer.
5
17. Indemnity. Buyer agrees to protect, indemnify and hold harmless CLO, its
agents, contractors and employees ("Indemnified Parties") from and against all losses,
liabilities, obligations, claims, demands, damages, penalties, fines, actions, causes of
action, judgments, costs and expenses, including, without limitation, reasonable
attorney's fees, litigation expenses and settlements entered into in good faith, incurred
by any Indemnified Party or asserted against the interest of the CLO in the Land or this
Purchase Agreement which do not result from the willful act or negligence of an
Indemnified Party, and which arise by reason of:
(a) any injury to or death of any person or any damage to the Land,
Improvements or any property located in or on the Property;
(b) any use, condition or state of repair of all or any part of the Land or
Improvements;
(c) any failure by the Lessee to perform or observe its obligations under this
Purchase Agreement; or
(d) any negligence or willful act or omission on the part of the Buyer or any of the
Buyer's agents, contractors, employees, licensees, invitees or sublessees.
If any action, suit or proceeding is brought against an Indemnified Party, Buyer will
defend such action, suit or proceeding, promptly after the written request by the
Indemnified Party, at Buyer's expense with legal counsel designated by CLO and which
is reasonably acceptable to Buyer.
18. Performance Bond. Buyer will provide CLO a good and adequate surety
bond or irrevocable letter of credit, cancelable on successful completion of all payments
under this agreement, and both parties agree the performance bond is to protect the
CLOs risk of loss on the project as a whole, in the amounts set forth below:
(i) For the first __ years of the agreement Buyer shall provide CLO with a ___
million ($____,____,___.__) dollar performance bond payable to the Buyer
on written notice of default declared by CLOs governing board. The terms
of the bond shall be agreed to by the parties before delivery of the initial
quit claim deed.
(ii) After the ____ (__th) year, the Buyer shall provide CLO with a ___ million
($____,____,___.__) dollar performance bond payable to the Buyer on
written notice of default declared by CLOs governing board. The terms of
the bond shall be agreed to by the parties before delivery of any quit claim
deeds to the Property. This bond shall be released upon the final
payment being received by CLO specified in Section 3.4).
Buyer understands and agrees the amounts specified for the performance bond are to
protect the CLOs risk of loss on the project as a whole in the event of Buyers default
and no amount colleted by CLO shall be accountable to Buyer for unmade payments. If
Buyer has not received the deed for the respective Property, then the title to that
Property shall remain with CLO as well as the performance bond payment. Buyer shall
6
receive no credit for default.
All performance bonds, if they have an expiration date, with an expiration date of less
than six (6) months shall be in default of this agreement and shall be renewed prior to
six (6) months of its expiration or a default shall be declared and the bond called
immediately by CLO.
The bond requirements contained in this Purchase Agreement shall be in addition to
any other bonds required of Buyer and are dependant upon Buyer’s timely payment of
all sums due under this Contract.
19. Required Insurance. Buyer, sublessee’s and their contractors will maintain,
with responsible insurance carriers licensed to do business in the State of Oklahoma
and having a general policyholder's service rating of not less than in Financial Size
Category XI, as rated in the most current available Best's Insurance Reports.
20. Builder's Risk Insurance. During the course of construction and until
completion of the Improvements, Buyer, sublessee’s, or its contractors will maintain
builder's risk insurance on an "all risk" basis (including collapse) on a completed value
form for full replacement value covering the interest of Buyer, and its contractors or
subcontractors, in all work incorporated in the Improvements and all materials and
equipment on or about the Property. All materials and equipment in any off-site storage
location intended for permanent use in the Improvements, or incident to the construction
(but not including machinery, tools or equipment used by contractors and excluding
foundations, excavation and footings below the lowest basement floor) shall be insured
on an "all risk" basis as soon as the same have been purchased.
21. Construction Period Liability Insurance. During the course of construction
until completion of the Improvements, Buyer, sublessee’s, or its contractors will maintain
contractor's comprehensive general-automobile liability insurance in an amount not less
than _____ Million Dollars ($____,____,___.__) combined single limit for bodily injury
and property damage. Such insurance coverage shall include premises liability,
contractor's protective liability on the operations of all subcontractors, completed
operations, blanket contractual liability, and automobile liability (owned, non-owned and
hired).
22. Permanent Property Insurance. Upon expiration of the builder's risk policy,
Buyer or sublessee will maintain insurance against loss or damage by fire and such
other risks or hazards as are insurable under then available standard forms of "all risk"
insurance policies for the full replacement cost value of the Improvements (including an
"agreed amount" endorsement).
23. Lessee's Liability Insurance. Buyer or sublessee will maintain
comprehensive general-automobile liability insurance, including blanket contractual
7
liability, products and completed operations coverage, in an amount not less than ___
Million Dollars ($____,____,___.__) combined single limit for bodily injury and property
damage arising out of any one occurrence, or in any increase amount reasonably
required by Lessor.
24. Other Insurance. Buyer will maintain all insurance required by law including
but not limited to Worker's Compensation and unemployment insurance, and other
insurance with respect to the Property and Buyer’s use and operation and in such
amounts as CLO may request, provided such other insurance shall be insurance which
at the time is commonly maintained by owners of like properties and/or operators of like
businesses.
25. Policy Provisions; Separate Insurance. All insurance required to be
maintained by this Purchase Agreement will:
(a) name CLO and Buyer as insured’s as their respective interests appear;
(b) provide the coverage afforded by such policies will not be canceled,
materially changed or reduced without at least ninety (90) days prior written
notice to CLO; and
(c) be in form reasonably satisfactory to CLO.
Buyer agrees not to take out separate insurance, concurrent in form or contributing in
the event of loss with that required above, unless
(i) the policies are submitted to CLO for its prior approval, which approval will
not be unreasonably withheld,
(ii) the insurers and the terms are acceptable to CLO in accordance with this
Section, and
(iii) CLO is included as an additional named insured.
26. Delivery of Policies and Bond. Promptly after the execution of this Purchase
Agreement, prior to delivery of possession of the Land, and upon each renewal or
securing a new policy throughout the Term, Buyer will deliver to CLO true and correct
duplicate originals of all insurance policies or a certificate of insurance and any original
bond document required by this Contract, together with appropriate evidence of
payment of premium.
27. Review of Insurance. Buyer agrees to conduct periodic reviews and analyses
of the adequacy of the insurance coverage’s amount required as often as significant
valuation or construction changes occur and at least annually. A report of the results of
such reviews along with any recommended action or changes will be forwarded to CLO
promptly after the reviews are made.
8
28. Indemnity. If Buyer's net worth as defined in its most recently published
annual statement exceeds One Hundred Million Dollars ($100,000,000.00), it is agreed
Buyer shall have the right to carry its own risk in regards to the Land and improvements,
and accordingly insurance coverage accruing to CLO's benefits are not obligations
under this Contract. In lieu of such coverage, Buyer agrees to indemnify and hold CLO
harmless from and against claims and liability for personal injury, death, property
damage, or contract liability arising from the use, occupancy, disuse or condition of the
premises, improvements, or adjoining areas or ways under Buyer's control.
29. Governing Law; Venue; Interpretation; Trust Obligations. This Contract shall
be interpreted in accordance with laws of the State of Oklahoma. Buyer as part
consideration for this Purchase Agreement and in recognition of CLO's Trust obligation
to maximize revenue for the beneficiaries agrees any ambiguity in text or terminology in
any term, covenant or condition of this Purchase Agreement shall be construed in favor
of the Buyer. Buyer agrees this Contract is deemed accepted, executed, approved and
delivered in Oklahoma County. Buyer agrees any dispute, arbitration or litigation with
CLO in relation to this Contract shall be conducted in Oklahoma County, CLO's only
official residence and place of business.
30. Entire Agreement. This Contract contains the entire agreement between the
parties. No promise, representation, warranty, or covenant not included in this Contract
has been, is or will be relied on by either party. Each party has relied on his own
examination of this Contract, the counsel of his own advisors, and the warranties,
representations, and covenants in the Contract itself. Failure or refusal of either party in
advance to inspect the Land or Improvements, to read the Contract or other documents,
or to obtain legal or other advice relevant to this transaction constitutes a waiver of any
objection, contention, or claim that might have been based on such reading, inspection,
or advice.
31. Time. Time is of the essence of this Contract.
32. No Waiver of CLO's Rights. Any failure by CLO to insist upon the strict
performance by Buyer of any of the terms and provisions shall not be deemed to be a
waiver of any of the terms and provisions, and CLO, notwithstanding any such failure,
shall have the right to insist upon the strict performance by Buyer of any and all of the
terms and provisions of this Purchase Agreement to be performed by Buyer.
33. Other Agreements between Buyer and CLO. Any subsequent agreement
made by Buyer and CLO pursuant to this Purchase Agreement shall be superior to the
rights of the holder of any intervening lien or encumbrance.
34. Notices. Whenever this Purchase Agreement permits or requires any
consent, approval, notice, request or demand from one party to another, the consent,
approval, notice, request or demand shall be in writing and shall be deemed to have
9
been given on the third (3rd) business day after it is enclosed in an envelope, properly
stamped, sealed and deposited in the United States mail, Certified Mail, Return Receipt
Requested, addressed to the party to be notified at the following address (or at such
other address as may be subsequently designated in writing):
Buyer: _
_____________________
_
_____________________
_
To CLO: Commissioners of the Land Office
Attention: Secretary
P.O. Box 26910
Oklahoma City, Oklahoma 73126
With copy to: Commissioners of the Land Office
Attn: Director, Real Estate Management
P.O. Box 26910
Oklahoma City, Oklahoma 73126
35. Amendment. This Purchase Agreement cannot be modified, amended or
changed except by an agreement in writing, and signed by both parties.
36. Recording. Upon payment of all sums secured by this Contract, CLO shall
release this Contract without charge to Buyer. Buyer shall pay all costs of recordation, if
any.
REMAINDER OF PAGE LEFT INTENTIONALLY BLANK
OFFICIAL EXECUTION AND APPROVAL
Buyer
10
"Buyer":
(SSN/TIN # )
ATTEST: (SEAL)
By: ______________________________
________________________ Name:
Name:
Title: ______ Secretary Title:
STATE OF OKLAHOMA )
) ss.
COUNTY OF ____________ )
The foregoing instrument was executed before me this ____ day of
_______________, 2006, by _________________________ as
________________________ and authorized agent on behalf of
______________________________.
[Seal]
_____________________________________
Notary Public
My Commission Expires:
11
NON COLLUSION AFFIDAVIT
STATE OF OKLAHOMA )
) ss.
COUNTY OF _____________ )
I, __________________, of lawful age, being first duly sworn on oath, says he is the
________________________ and agent authorized by BUYER to submit this contract
to the State of Oklahoma; Affiant further states BUYER has not paid, given, or donated
or agreed to pay, give or donate to any officer of employee of the State of Oklahoma
any money or other thing of value, either directly or indirectly, in the procuring of the
contract.
_____________________________________
Typed Name:
Title:
Subscribed and sworn to before me this ________ day of _____________, 2006.
________________________________
NOTARY PUBLIC
My Commission Expires:
REMAINDER OF PAGE LEFT INTENTIONALLY BLANK
12
CLO
COMMISSIONERS OF THE LAND OFFICE, ADMINISTRATORS
OKLAHOMA SCHOOL LAND TRUST
STATE OF OKLAHOMA, COUNTY OF OKLAHOMA
Approved Date:_________, 20____
By: ______________________________
Chairman
ATTEST: (SEAL)
___________________________
Clifton H. Scott, Secretary
STATE OF OKLAHOMA )
) ss.
COUNTY OF OKLAHOMA )
The foregoing instrument was executed before me this ____ day of
___________, 2006, by ________________________________, ________
Chairman, and attested by Clifton H. Scott, Secretary, on behalf of the
Commissioners of the Land Office of the State of Oklahoma, Trustees of the
Oklahoma School Land Trust, an Oklahoma Public Trust.
[Seal]
___________________________________
Notary Public
My Commission Expires:
13
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