On the agenda: Trussville packet — data center (Oct 13)

CITY OF TRUSSVILLE
CITY COUNCIL AGENDA WORKSHOP PRIOR TO REGULAR SESSION
OCTOBER 13, 2026
I.

Call to Order

II.

Prayer – _____________

III.

Pledge – _____________

IV.

Roll Call

V.

Minutes – September 22 agenda workshop & regular session

VI.

Approve Consent Agenda & Regular Agenda
x

Consent Agenda
Reappoint Chad Carroll to the Library Board, with term ending October 25, 2030

VII.

Public Comment (up to 3 minutes each)

VIII.

Regular Agenda
Ordinance to Levy an Addition $20 Fee on Residential Building Permits to Fund the Central
Alabama Homebuilding Academy
Ordinance to Declare Certain City Property Located at 525 Main Street as Surplus, then
Subsequently Authorize the Mayor to Sign a Purchase and Sale Agreement with TDG
Development Company, LLC
Ordinance to Authorize the Mayor to Sign a Property Swap Agreement with the Trussville
Utilities Board
Resolution to Confirm the Directors of Tapestry Village Improvement District
Public Hearing Regarding Tapestry Village Petition
Resolution to Approve a Petition by the Tapestry Village Improvement District to Assess Land,
& to Approve the Methodology for Assessment, within the District for Capital Improvement

x
x
x
x
x
x

IX.

Council/Mayor Reports
a. Horton – Tree Commission, Utilities, Public Safety, Design Review
b. Jackson – Finance, Active Transportation, Planning & Zoning, Inspections, Downtown
Redevelopment
c. Miller – Veterans, ACTA, Historical
d. Farr – Library, IDA, Parks & Recreation, Chamber, Public Works, Senior Citizens
e. Anderson – Finance, Cemetery, Beautification, BOE, Leadership Trussville
f. Mayor – Administration

X.

Audience (2 minutes each)

XI.

Adjourn

XII.

x
x
x

Briefings
Certified Municipal Revenue Officer Training Class 300 for Accounting Assistant Anquanette
Lawson, October 7-9 in Auburn. $245 registration fee plus accommodations
Licensing Administration for Accounting Assistant Donna Newton, October 21-23 in Auburn.
$325 registration fee plus accommodations
Alabama Association of Municipal Clerks & Administrators annual conference for City Clerk
Dan Weinrib, November 4-6 in Perdido. $265 registration fee plus accommodation

CITY OF TRUSSVILLE MINUTES
SEPTEMBER 22, 2026 AGENDA WORKSHOP
The City Council met in an agenda workshop on Tuesday, September 22, 2026, at 5:30 pm to
review the proposed agenda for its next regular session. Council President Pro Tem Brian Jackson presided
over the meeting and City Clerk Dan Weinrib served as recording secretary.
Those members present were as follows:

Council President Pro Tem Brian Jackson
Councilor Ben Horton
Councilor Jim Miller

Others present in their official capacity:

City Attorney Rick Stotser
City Clerk Dan Weinrib

Those absent:

Mayor Ben Short
Councilor Jaime Melton Anderson
Councilor Kimberly Farr

The City Council reviewed the proposed one-item consent agenda and decided to keep it as presented.
They then reviewed the regular agenda & mutually decided to keep one proclamation, two ordinances and
three resolutions on the regular agenda.
The council spent the bulk of workshop on the proposed FY2027 budget & cost of living adjustments
(COLAs) to the public safety, firefighter and city pay scales.
Regarding the budget, Councilor Miller sought to delay consideration until the next meeting, since
two councilors were absent and – according to Miller - the Alabama League of Municipalities recommend
cities take a month to decide its budget. His colleagues on the dais did not agree with his viewpoint. Miller
then questioned how his two colleagues could support the budget without knowing the details behind the
City’s overtime. The FY2027 budget proposes $695,200 in overtime for all city departments; of that amount,
$575,000 is for Police, a $20,000 reduction from FY2026. That $695,200 comprises 1.63% of total operating
expenses. Discussion ensued. Jackson countered that he & Mayor Short had spent enough time with Finance
Director Joseph Calvert developing this budget to his own satisfaction. Jackson then turned to Calvert, who
provided further insights. It prompted follow-up comments from Councilor Miller. Councilor Horton added his
own insights, directed more for his colleague Miller’s benefit than anybody else’s. Councilor Miller opined
that the City spends too much money on overtime and he wanted to know why. Human Resources Director
Mandy Dixon volunteered to explain the reasons & circumstances -- investigations, answering calls, training
for public safety, etc. -- for Police overtime. She also answered Jackson’s questions about management
controls. Despite his stated trust for Dixon, Calvert & others, Miller made it known why he was voting no on
the budget resolution. President Jackson cut him off, prompting a testy exchange between the two. Councilor
Horton said he was ready to vote on the budget. President Jackson stated again his support for the proposed
budget. He commended Mayor Short for his efforts to rebuild reserves and Calvert for his monthly financial
briefings. At Councilor Horton’s prompt, Calvert also explained the Ambulance Bad Debt Fund line item.
Councilors Jackson & Miller also commented. In the future, Calvert wants it moved to another section of the
budget, since it does not affect the Fire Department’s operations. For auditing reasons, it must still be
accounted for. Calvert also answered Councilor Miller’s question about sales tax to his satisfaction.
Councilor Horton then posed a finance question to Calvert about COLAs. Calvert gave an educated
guess that it amounted to 1% or about $135,000. Calvert deferred Miller’s follow-up questions about the three
pay scales to Dixon, who provided her explanation. Councilor Miller asked Calvert for follow-up, the necessity
for a COLA resolution, when it was already budgeted. Calvert started to answer. The city clerk briefly joined
in and referred it to Dixon. Once again, Dixon approached the public podium to answer. When Trussville
belonged to the Personnel Board of Jefferson County, the PBJC required an enacted resolution before adjusting
the City’s pay scales. After forming its own civil service board, Trussville committed to doing things the same
way. She started to opine that the city no longer needed to enact a COLA resolution (“That’s a Dan question”)
When Miller asked her what she recommends, she answered with a wry smile, “Whatever makes y’all happy,”
prompting laughter throughout the room.
There were two ordinances up for introductory first readings. At Councilor Horton’s request, they
pulled one of those two from the agenda. With nothing left to review, President Jackson adjourned the
workshop at 5:55 pm.

SEPTEMBER 22, 2026 REGULAR SESSION
The City Council met in regular session on Tuesday, September 22, 2026, at 6 pm. Council
President Pro Tem Brian Jackson presided over the meeting and City Clerk Dan Weinrib served as recording
secretary.
Those members present were as follows:

Council President Pro Tem Brian Jackson

Councilor Ben Horton
Councilor Jim Miller
Others present in their official capacity:

City Attorney Rick Stotser
City Clerk Dan Weinrib

Those absent:

Mayor Ben Short
Councilor Jaime Melton Anderson
Councilor Kimberly Farr

President Jackson led the prayer. Councilor Miller led the pledge.
President Jackson introduced the minutes from the previous council meeting. Councilor Horton then
moved & Councilor Miller seconded the motion to approve the minutes. UNANIMOUS
President Jackson then introduced the one-item consent agenda. Councilor Horton moved & Councilor
Miller seconded the motion to approve the consent agenda. APPROVED 2-1 (Miller dissenting)
President Jackson then introduced the regular agenda. Councilor Miller moved & Councilor Horton
seconded the motion to approve the regular agenda. UNANIMOUS
There were no public comments.
Under the regular agenda, Councilor Horton introduced a proclamation declaring October 18 as Dr.
Derrick D. Jordan Day, honoring the founder of Hope Everlasting Ministry. He moved & Councilor Miller
seconded the motion. UNANIMOUS Proclamation No. 2026-25 Since Dr. Jordan was not in attendance, a
few of his congregants accepted the framed proclamation on his behalf.
President Jackson exercised privilege to introduce a proposed ordinance to rename City Hall Drive as
Arthur Payne Drive. Payne was in attendance, along with his wife Debbie, family and friends. State
Representative Danny Garrett invited Payne to join him at the public podium, then gave warm generous
remarks about his predecessor & family. Payne then addressed the audience, expressing his appreciation for his
community. He said the greatest honor of his life was to represent his hometown for 36 years in the State
House. He was moved, especially when he mentioned his late mother, Venie Lee Payne. Councilor Horton
moved to suspend the rules & bring an ordinance up for immediate consideration; Councilor Miller
seconded the motion. Upon roll call, UNANIMOUS Councilor Horton then moved & Councilor Miller
seconded the motion to approve the proposed ordinance. Upon roll call, UNANIMOUS Ordinance No.
2026-028-ADM
After a brief recess for group pictures, State Representative Danny Garrett briefly addressed the
audience, acknowledging Payne’s family & special guests. He then presented a $15,000 check earmarked for
city greenways. It is a grant from the Jefferson County Community Service Fund; earlier that day, the nonprofit CAWACO RC&D Council announced its $20,000 grant for city greenways.
Next, Councilor Miller introduced a proposed resolution to authorize outside counsel to enforce a
settlement agreement against the property owner regarding 220 Snake Hill Drive. He moved & Councilor
Horton seconded the motion to approve. UNANIMOUS Resolution No. 2026-61
Next, Councilor Horton introduced a proposed resolution to adopt the City’s FY2027 budget. He
moved & President Jackson seconded the motion. Upon roll call, APPROVED 2-1 (Miller dissenting)
Resolution No. 2026-62
Next, Councilor Miller introduced a proposed resolution to grant 2.5% COLAs to employees
compensated on Public Safety & Firefighter pay scales, as well as 2.0% COLAs to all other employees, who
are compensated on the city pay scale. He moved & Councilor Horton seconded the motion to approve.
Councilors Horton & Miller offered comments. UNANIMOUS Resolution No. 2026-63
Next, Councilor Miller introduced a proposed ordinance to annex undeveloped property located at
5085 Branchville Road. Councilor Miller moved to suspend the rules & bring an ordinance up for
immediate consideration; Councilor Horton seconded the motion. Upon roll call, UNANIMOUS
Councilor Miller then moved & Councilor Horton seconded the motion to approve the proposed
ordinance. Upon roll call, UNANIMOUS Ordinance No. 2026-029-ANX
Next, President Jackson introduced a proposed ordinance to declare certain city property located at
525 Main Street as surplus then authorize the mayor a purchase-&-sale agreement with TDG Development
Company, LLC. The city will have received an updated appraisal before the city council takes the ordinance up
for consideration next month.
Next, Finance Director Joseph Calvert summarized the City’s financial performance over August. The
General Fund has $11.9 million, compared to $10.1 million twelve months before. Spending over August
exceeded revenue by more than $694,000. The city had previously estimated a $556,000 net-deficit for August,

but some large July purchases created a larger gap. Despite August, as well as September’s anticipated
operating deficit, the city remains on track to finish FY2026 with a far larger overall surplus than the $1
million estimate in its original budget. The city collected over $2.7 million in sales taxes, exceeding its initial
projection by $142,000. Overall, the City’s sales taxes are $1.3 million ahead of what had been budgeted.
Capital outlay, debt service, transfers & other sources remain substantially lower, compared to August 2025.
The city reaped an additional $21,000 in money market sweeps after moving its business accounts to PNC
Bank.
During committee reports, Councilor Horton reported for the Tree Commission that the City agreed to
trim tree limbs so that pecans won’t fall on a neighboring resident’s yard. The Commission intends to plant
cherry blossoms in the West Mall, reminiscent of the same trees on the Mall in Washington DC. The Tree
Commission is seeking private donations. Also, he promoted the Mayor’s Annual State of the City address,
which is the Chamber of Commerce’s annual October luncheon. Trussville Utilities is sponsoring it.
On behalf of Councilor Farr, Horton promoted the Library’s upcoming Bookin’ It 5K run on October
8. He congratulated Assistant Library Director Ann Sargent on getting awarded the 2026 Jason Baker
Leadership Award by the Jefferson County Library Cooperative. This is extra meaningful since she worked
closely with Jason Baker here at the city library. The library board’s next meeting occurs on October 27. Also,
Amerex is hosting the annual IDA lunch on September 24. He deferred the Parks & Recreation report to
Director Chris Mills, who stated that both Civic Center & Parks & Recreation have new hires. Mills
complimented Seniors Center director Wendy Greer & staff for the work they do. Fall sports are in full swing;
lightning has affected games at times. He recognized the Chamber of Commerce staff in attendance, who in
turn reminded the audience about the State of the City luncheon next month. Also, he thanked Public Works &
Director Justin Ferguson for their ongoing tree removal & street gutter cleaning.
Councilor Miller reported that Veterans could not meet on September 21 due to a lack of quorum.
Also, he reported that ACTA production Elvis Has Left The Building had indeed left the building. He
promoted The Lightning Thief & It’s a Wonderful Life. There are four acting workshops underway. Also, he
mentioned that on September 26, the City Museum is hosting Auburn University at Montgomery history
professor & book author Ben Severance. The Historical Board’s next business meeting occurs on Monday,
October 5.
Councilor Jackson reported that next month, Planning & Zoning will finalize its recommendations on
proposed subdivision regulations. Also, Planning & Zoning approved a new Trussville Springs subdivision
plat reducing the number of residential lots within a neighborhood to 17 from 25. He also took time to explain
to the public why Trussville is not a desirable location for data centers with Tier 3 or Tier 4 certification. Also,
Active Transportation welcomed new members Adam Russell & Luke Searcey. They’re working on new
branding for the city trails system, as well as designing a connector between Longmeadow & the HewittTrussville Middle School. The just-announced $20,000 & $15,000 grants will be put to good use. Also, the
Redevelopment Authority is working on a new connector between Kay & Maple avenues. Also, he, Mayor
Short & others from Trussville just returned from an economic development summit at Auburn, where they
learned some useful lessons and built relationships.
On behalf of Councilor Anderson, Jackson reported that Leadership Trussville Class 5 had a great
overnight retreat. Also, regarding the city school system, Horton reported that the school board took up a
proposal to start the JROTC next fall at the high school. He acknowledged school board president, Dr. Steve
Ward, while announcing that three Hewitt-Trussville High School students are National Merit Scholar semifinalists. He also mentioned the new Cahaba Valley Innovation Center. The State Legislature is granting $12
million to create this career & technical training academy for Pinson Valley, Clay-Chalkville & HewittTrussville high school students.
During audience comments, Preston Pendergraft (6225 Jonathan’s Way) discouraged city government
operations from using artificial intelligence. He also spoke out against the prospective moratorium on
residential demolitions within the Cahaba Project. Jean Thrasher (404 Cherokee Drive) posed questions about
the prospective seniors community, that would be located at 525 Main Street. President Jackson assured her
that the city would share that information with the public as soon as it becomes available. Former councilor Jef
Freeman (318 Woodward Road) complimented city leaders on their updating the public on the state of city
finances, as well as for the Arthur Payne street renaming. He too wants to know more about the proposed
senior community development.
With nothing left on the agenda, President Jackson adjourned the meeting at 6:52 pm.
Respectfully submitted,

DJW
Dan Weinrib MMC
City Clerk

Ordinance No. _2026-______- ADM_
An Ordinance Levying an Additional Twenty Dollars for Each Residential Building Permit
Issued in the City of Trussville, Alabama to Fund the Central Alabama Homebuilding
Academy
WHEREAS, in response to a shortage of skilled trade workers in the residential
construction industry in Alabama, the Alabama legislature adopted Alabama Act 2025-398 (the
“Act”) to allow any county or municipality in Alabama to provide funding for their local
Alabama Homebuilding Academy (the “Academy”) by adding an additional cost to residential
building permits; and
WHEREAS, the City Council of the City of Trussville, Alabama, in accordance with the
Act, desires to add twenty dollars ($20) to the cost of residential building permits to fund the
Central Alabama Homebuilding Academy
NOW THEREFORE BE IT ORDAINED by the City Council of the City of
Trussville, Alabama, as follows:
Section 1.
Pursuant to the Act, there is hereby imposed a levy of twenty dollars
($20), in addition to any other amount authorized by law, for the issuance of a residential
building permit for construction within the corporate limits of the City of Trussville, Alabama to
be paid prior to the issuance of any residential building permit; and
Section 2.
For the purposes of this ordinance, the term “residential building permit”
shall include, but is not limited to, building permits, mechanical permits, plumbing permits,
electrical permits, or any combination of the forgoing, and any other permit or fee required for
the construction or remodeling of a new or existing residential structure; and
Section 3.
All fees collected by the City of Trussville, Alabama, pursuant to this
Ordinance shall be remitted to the Alabama Construction Trade Academy Fund; and
Section 4.
This Ordinance shall become effective immediately upon its adoption and
proper publication as provided by law
ADOPTED AND APPROVED THIS THE 13TH OF OCTOBER 2026
________________________________________
Jaime Melton Anderson, Council President
_______________________________________
Ben Short, Mayor
City of Trussville
Attest:____________________________
Dan Weinrib, City Clerk

CERTIFICATION OF CITY CLERK
STATE OF ALABAMA )
JEFFERSON COUNTY )
I, Dan Weinrib, City Clerk of the City of Trussville, Alabama, do hereby certify that the
above and foregoing is a true and correct copy of an Ordinance duly adopted by the City
Council of the City of Trussville, Alabama, on the 13th day of October 2026.
The above and foregoing ordinance was published on the 14th day of October 2026 by
posting copies thereof in three public places within the City of Trussville, one of which was
at Trussville City Hall.
Witness my hand and seal of office this the 14th day of October 2026

_____________________________
Dan Weinrib MMC, City Clerk

Ordinance No. _2026-_____-ADM__
An Ordinance to Declare Certain City Property Located at 525 Main Street as Surplus, then
Subsequently Authorize the Mayor to Sign a Purchase and Sale Agreement with TDG
Development Company, LLC
BE IT ORDAINED by the City Council of the City of Trussville, Alabama that
certain city-owned property, located at 525 Main Street & more particularly identified as twelve
(12) acres within the 28-acre Lot 2 of the recorded Final Minor Subdivision Plat – Blackwater’s
Addition to Trussville Plat No. 1 (Exhibit 1) is hereby declared to be surplus; and
BE IT FURTHER ORDAINED that the Mayor is hereby authorized to sign a proposed
Purchase and Sale Agreement with TDG Development Company, LLC (Exhibit 2) for the
purchase price of One Million Two Hundred Thousand and 00/100 Dollars ($1,200,000.00)
ADOPTED AND APPROVED THIS THE 13TH OF OCTOBER 2026
________________________________________
Jaime Melton Anderson, Council President
_______________________________________
Ben Short, Mayor
City of Trussville
Attest:____________________________
Dan Weinrib, City Clerk
CERTIFICATION OF CITY CLERK
STATE OF ALABAMA )
JEFFERSON COUNTY )
I, Dan Weinrib, City Clerk of the City of Trussville, Alabama, do hereby certify that the
above and foregoing is a true and correct copy of an Ordinance duly adopted by the City
Council of the City of Trussville, Alabama, on the 13th day of October 2026.
The above and foregoing ordinance was published on the 14th day of October 2026 by
posting copies thereof in three public places within the City of Trussville, one of which was
at Trussville City Hall.
Witness my hand and seal of office this the 14th day of October 2026

_____________________________
Dan Weinrib MMC, City Clerk

PURCHASE AND SALE AGREEMENT
This PURCHASE AND SALE AGREEMENT (this “Agreement”) is made and entered
into, this the ____ day of _______________, 2026 (the “Effective Date”), by and between CITY
OF TRUSSVILLE, an Alabama municipal corporation (hereinafter referred to as “Seller”), and
TDG DEVELOPMENT COMPANY, LLC, a Delaware limited liability company, and/or its
successors or assigns (hereinafter referred to as “Purchaser”).
ARTICLE I
SALE OF PROPERTY
1.1
Subject to the terms and conditions hereinafter set forth, Seller shall sell to
Purchaser, and Purchaser shall purchase from Seller, the following:
(a)

That certain real property located in the City of Trussville (the “City”), County of
Jefferson, State of Alabama, containing approximately 12.00 acres, being a portion
of Parcel Identification Number 1200262006029000, said tract being depicted on
Exhibit ”A” attached to this Agreement and by this reference made a part hereof
(the “Land”), together with (i) all buildings and improvements (collectively and if
any, the “Improvements”) located on, in or under the Land, if any; (ii) any land
lying in or under the bed of any highway, avenue, street, road, alley, sidewalk, or
right-of-way, open or proposed, in, on, across, above, over, abutting or adjacent to
Land; (iii) all rights, titles and interest in and to any strips, gaps or gores of real
estate abutting or adjoining the Land; (iv) any and all rights, titles, powers,
privileges, easements, licenses, rights-of-way, and hereditaments appurtenant to the
Land and the Improvements; (v) all riparian and other water rights, titles and
interests; (vi) any and all present and reversionary mineral rights and interests of
Seller relating to the Land, or any portion thereof; and (vii) all rights, titles,
interests, powers, privileges, interests, licenses, easements and rights-of-way
appurtenant or incident to any of the foregoing (such Land, Improvements and other
rights, titles and interests as set forth herein being referred to collectively as the
“Realty”);

(b)

All of Seller’s rights, titles and interests in and to all agreements, leases and other
agreements which relate to or affect the Land, the Improvements, or the operation
thereof, if any (collectively, the “Contracts”); and

(c)

All of Seller’s rights, titles, and interests in and to (i) all assignable applications,
bonds, permits, licenses, approvals, utility rights, entitlements, development rights
and similar rights related to the Land or Improvements, or any portion thereof,
whether granted by governmental authorities or private persons; and (ii) all site
plans, surveys, soil and substrata studies, architectural drawings, plans and
specifications, engineering plans and studies, floor plans, landscape plans and other
plans or studies of any kind that relate to the Land, the Improvements, or any
portion thereof, if any; (collectively, the “Intangibles”).

The Realty, the Contracts and the Intangibles are collectively referred to as the “Property”.

ARTICLE II
PURCHASE PRICE AND EARNEST MONEY
2.1
The purchase price (the “Purchase Price”) for the Property shall be ONE
MILLION TWO HUNDRED THOUSAND AND 00/100 DOLLARS ($1,200,000.00) and is
payable in the manner set forth in Article III below.
2.2
Earnest money in the amount of TWENTY-FIVE THOUSAND AND 00/100
DOLLARS ($25,000.00) (the “Initial Earnest Money”) shall be payable by Purchaser to Watkins
& Eager PLLC in its capacity as title agent for Old Republic National Title Insurance Company,
as escrow agent (the “Escrow Agent” or “Title Company”), within three (3) days after the
Effective Date. In the event Purchaser fails to pay said Initial Earnest Money to the Escrow Agent
within the time period set forth in the preceding sentence, this Agreement shall be null and void
and of no further force or effect. The Initial Earnest Money shall be placed in a non-interest bearing
account. The Escrow Agent shall promptly acknowledge to Seller and Purchaser in writing the
Escrow Agent’s receipt of the Initial Earnest Money to be placed in trust pursuant to the terms of
this Agreement.
ARTICLE III
PAYMENT OF PURCHASE PRICE
3.1
The Purchase Price shall be payable at Closing, in cash, by wire transfer, cashier’s
or certified check or other evidence of funds acceptable to the Title Company for immediate
disbursement at Closing, subject to prorations and other credits provided for in this Agreement.
3.2
The Initial Earnest Money and the Additional Earnest Money (as hereinafter
defined in Section 5.2 below. The Initial Earnest Money and the Additional Earnest Money (as
hereinafter defined in Section 5.2 below) are herein collectively referred to as the “Earnest
Money”. The Earnest Money shall be applied at Closing to the cash payment due on such date in
accordance with Section 3.1 above or otherwise disbursed to Seller or Purchaser in accordance
with the terms of this Agreement.
ARTICLE IV
TITLE AND SURVEY
4.1
Within ten (10) days of the Effective Date, Purchaser, at Seller’s sole cost and
expense, shall cause the Escrow Agent to issue to Purchaser a commitment for issuance of an
Owner Policy of Title Insurance (the “Title Commitment”) dated not earlier than the Effective
Date of this Agreement, issued by the Title Company describing the Land, specifying Purchaser
or its successor or assignee as the prospective named insured, indicating the Purchase Price as the
prospective policy amount, the status of title of the Property and listing all exceptions (including,
but not limited to, easements, restrictions, rights-of-way, covenants, reservations, encumbrances,
liens and other conditions, if any, affecting the Property) which would appear in an Owner Policy
of Title Insurance, when issued, together with true, correct and legible copies of all items and
documents referred to therein.

4.2
Prior to the expiration of the Inspection Period (as defined herein), Purchaser shall
obtain a current ALTA survey of the Land (the “Survey”) for the purpose of determining the exact
boundary lines of the Land, in form and substance satisfactory to Purchaser. The Survey shall set
forth the number of acres within the boundary of the Land (to the nearest one thousandth (1/1000th)
of an acre) and Purchaser shall deliver the same to Seller for approval. Within five (5) days of
Purchaser’s delivery of the survey to Seller, Seller shall provide written notice to Purchaser of
either its acceptance of the Survey or its disapproval of the Survey. In the event Seller reasonably
objects to the Survey, the parties shall work to resolve the discrepancy within ten (10) days of
Seller’s disapproval. Following Seller’s approval of the Survey or the parties’ resolution of any
discrepancy regarding the same, the legal description from the Survey shall become a part of this
Agreement without the necessity of any further action by any of the parties hereto and said shall
be description used in all closing documents delivered by Seller pursuant to this Agreement
whenever reference may be made to the Land and/or the Property.
4.3
Purchaser shall have until the expiration of the Inspection Period (as defined below)
to review the Title Commitment and the Survey. In the event any requirements, exceptions to title
or other matters appear in the Title Commitment, or any matters appear in the Survey, that are
unacceptable to Purchaser, in its sole and absolute discretion, Purchaser shall, prior to the
expiration of the Inspection Period, notify Seller in writing of such fact (“Purchaser’s Objection
Notice”). In the event that Purchaser does object to any title exceptions or matters shown in either
the Title Commitment and/or the Survey pursuant to a Purchaser’s Objection Notice within the
Inspection Period, Seller may, but shall have no obligation to, elect to cure any title objections
timely raised by Purchaser in Purchaser’s Objection Notice by notifying Purchaser thereof in
writing (the “Seller’s Response Notice”) within ten (10) days following the receipt of Purchaser’s
Objection Notice (such 10-day period being referred to herein as “Seller’s Response Period”). If
Seller’s Response Period expires with any of Purchaser’s title objections in Purchaser’s Objection
Notice not having been agreed to be cured by Seller in Seller’s Response Notice or by the Title
Company and/or surveyor, Purchaser shall have the option to either (i) waive such title objections
and proceed under the terms of this Agreement (the “Purchaser’s Waiver Notice”), or (ii)
terminate this Agreement (the “Purchaser’s Termination Notice”), in either case by providing
written notice thereof to Seller within ten (10) days following the earlier to occur of (i) Purchaser’s
receipt of Seller’s Response Notice and (ii) the expiration of the Seller’s Response Period. In the
event that Purchaser timely delivers the Purchaser’s Waiver Notice to Seller, then such waived
title objections shall become Permitted Exceptions (as hereinafter defined). In the event that
Purchaser timely delivers the Purchaser’s Termination Notice, then this Agreement shall terminate,
whereupon the Earnest Money shall be immediately returned by Escrow Agent to Purchaser,
without further authorization or direction from Seller or Purchaser, and the parties shall have no
further obligation or liability to each other hereunder, except for those that expressly survive a
termination hereof. If Purchaser fails to deliver Purchaser’s Waiver Notice or Purchaser’s
Termination Notice to Seller within the foregoing 10-day period, Purchaser shall be deemed to
have waived such title objections, and this Agreement shall continue and be of full force and effect.
Seller shall have until forty (40) days from date of delivery of Purchaser’s Objection Notice (the
“Title Cure Period”) to cure all objections of Purchaser that Seller has agreed or is deemed to
have agreed to cure, or is otherwise obligated to cure, under this Section 4.3 (“Seller’s Cure
Obligations”) with the exception of the Monetary Liens which may be satisfied at Closing. Any
and all matters disclosed in the Title Commitment or the Survey that are not timely objected to or
are waived by Purchaser pursuant to this Section 4.3 shall be deemed “Permitted Exceptions”.

Notwithstanding anything contained herein to the contrary, Seller, at its sole cost and expense,
shall be obligated to cure and remove the following by Closing (i) all mortgages or deeds of trust
assumed in writing by Seller or voluntarily recorded against the Realty by Seller, judgement liens
filed against Seller and mechanic's and materialmen's liens resulting from work at the Property
commissioned by, through or on behalf of Seller, and (ii) all other monetary liens and
encumbrances against the Property (other than liens for taxes and assessments which are not
delinquent) created by, through or under Seller which either secure indebtedness or can be removed
by payment of a liquidated sum of money, whether or not Purchaser objects thereto as part of the
Purchaser’s Objection Notice (collectively the “Monetary Liens”), and in no event shall any such
Monetary Liens (which matters shall be deemed part of Seller’s Cure Obligations) be a Permitted
Exception. Notwithstanding anything to the contrary in this Agreement, if, at or before the
Closing, any Monetary Lien has not been released, terminated, or otherwise discharged, Purchaser
may, but is not required to, withhold from the Purchase Price an amount reasonably necessary to
pay, satisfy, discharge, or obtain the release of that Monetary Lien, including any applicable
interest, penalties, recording fees, and reasonable out-of-pocket costs incurred in connection with
obtaining the release.
4.4
If after the expiration of the Inspection Period, any subsequent updated version(s)
of the Title Commitment or Survey should contain exceptions or items that were not existing and
not set forth in the original version(s) of the Title Commitment and Survey, as applicable, reviewed
by Purchaser, then the foregoing provisions above shall apply, as to such additional matters only,
as though the updated version(s) of the Title Commitment and Survey reflecting such additional
matters were those originally delivered for Purchaser’s review hereunder, except that Purchaser
shall have a period of ten (10) days from receipt of such updated Title Commitment and/or Survey,
as applicable, to provide Seller with Purchaser’s written objections to such additional matters. The
same time periods and process for response as are contained for Seller response to such title
objections as contained in Section 4.3 above shall similarly apply to any such objection by
Purchaser to such new matters. Notwithstanding the foregoing, Purchaser shall have no right to
object to any additional matter that arises from the actions or omissions of Purchaser or its agents.
ARTICLE V
INSPECTION AND SITE PLAN PERIODS
5.1
Within five (5) days after the Effective Date, Seller shall deliver to Purchaser, to
the extent within Seller’s possession or control, (i) copies of Seller’s Owner Policy of Title
Insurance and any and all surveys, maps or plats relating to the Property (collectively, the “Title
and Survey Documents”); (ii) any and all Phase I Environmental Site Assessments and any other
reports regarding environmental matters relating to the Property (collectively, the
“Environmental Reports”); (iii) any and all engineering and geotechnical studies and any other
reports relating to the Property (collectively, the “Engineering Reports”); and (iv) copies of all
other reports, contracts and other documents described on Exhibit “D” attached to this Agreement
and by this reference made a part hereof (collectively, the “Miscellaneous Documents”). The
Title and Survey Documents, the Environmental Reports, the Engineering Report, and the
Miscellaneous Documents are hereinafter referred to collectively as the “Due Diligence
Documents”.

5.2
Seller agrees that Purchaser shall have the later of ninety (90) days following: the
Effective Date of this Agreement (the “Inspection Period”) to conduct any and all investigations
and tests Purchaser shall deem necessary to determine whether the Property is suitable for
Purchaser’s intended use thereof. Purchaser shall have the right to conduct and complete all
investigations, studies, samplings, and tests on the Property in order to determine and identify the
characteristics of the Property and the feasibility of Purchaser’s intended use of the Property and
to identify and analyze Hazardous Substances (as defined in Section 7.1.12 below) or solid wastes
which may be located on, in or affecting any portion of the Property, as well as any and all
remedies, removals and other actions necessary to mitigate the existence of such substances. If
Purchaser does not purchase the Property, Purchaser shall restore the Property substantially to the
condition of the Property existing immediately prior to such investigations, studies, samplings and
tests made by Purchaser or on behalf of Purchaser except for selective clearing performed to aid
in access for the investigations and tests. Purchaser shall be entitled to access to the Property for
the purpose of making the investigations and tests and hereby indemnifies and holds Seller
harmless from any and all loss, cost or damage alleged against or incurred by Seller, and any and
all claims, demands and causes of action made against Seller, as a result of any and all
investigations, studies, samplings and tests conducted on the Property by Purchaser or Purchaser’s
agents. In the event that Purchaser determines, in its sole and absolute discretion, that the Property
is not suitable for Purchaser’s intended use thereof for any reason or no reason, then Purchaser
may terminate this Agreement by providing written notice to Seller on or before the expiration of
the Inspection Period, in which event Escrow Agent shall, without further authorization or
direction from Seller or Purchaser, immediately refund the Initial Earnest Money to Purchaser,
whereupon this Agreement shall automatically be rendered null and void and of no further force
and effect, and all rights, obligations and liabilities of the parties hereto shall thereafter terminate,
except for those rights, obligations and liabilities that expressly survive a termination hereof. Upon
Purchaser’s written notice to Seller that Purchaser intends to proceed to the Site Plan Period (as
hereinafter defined), Purchaser shall deposit an additional Earnest Money deposit in the amount of
TWENTY-FIVE THOUSAND AND 00/100 DOLLARS ($25,000.00) (“Additional Earnest
Money”) pursuant to the same terms and conditions as the Initial Earnest Money.
5.3
Seller agrees that Purchaser shall also have until the date that is ninety (90) days
after the expiration of the Inspection Period (the “Site Plan Period”) in which to obtain all site
plan approvals required by Purchaser for its intended development of the Property as a part of a
development consisting of approximately 130 multifamily units restricted to residents aged 55 and
over (the “Purchaser’s Intended Development”). From and after the Effective Date of this
Agreement, Seller shall reasonably cooperate with Purchaser in connection with Purchaser’s
efforts to obtain Site Plan approval (including, without limitation, Purchaser’s application for and
pursuit of any final and non-appealable plat approvals and rezoning) at Purchaser’s sole expense.
Notwithstanding the foregoing and for the avoidance of doubt, Seller shall not have any obligation
to provide Site Plan approval to the Purchaser, nor shall the execution of this Agreement create a
contractual obligation by Seller or any legislative or regulatory board of the Seller to approve or
deny any application or petition brought by the Purchaser during the term of this Agreement.
Without limiting the foregoing, Seller agrees to execute any application or letter which Purchaser
may desire to submit to applicable governmental authorities requesting approval of any
preliminary and/or final plat, site plan, environmental remediation plan or rezoning and Seller
agrees to attend all hearings or meetings required by applicable governmental entities in
connection with such approval efforts if reasonably requested by Purchaser. Purchaser and Seller

acknowledge and agree that Purchaser shall have the right, at Purchaser’s sole cost and expense,
to apply for and pursue the subdivision of the Land consistent with the Survey through Closing,
and Seller shall reasonably cooperate in connection with such subdivision. Seller shall not be
required and Purchaser shall not be authorized to record any such final plat or finalize any rezoning
unless and until Closing occurs. Seller shall not be obligated to incur any expense in connection
with any application or approval relating to the preliminary/final plat, rezoning or subdivision of
the Land.
5.4
In the event that Purchaser is unable to obtain Site Plan approval, as determined in
Purchaser’s sole and absolute discretion, including, but not limited to, Purchaser being unable to
obtain Site Plan approval as the result of Purchaser being required to expend funds for additional
testing or remediation, or Purchaser being required to satisfy unusual or unforeseen conditions, as
determined in Purchaser’s sole and absolute discretion, then Purchaser may terminate this
Agreement by providing written notice to Seller on or before the expiration of the Site Plan Period,
in which event Escrow Agent shall, without further authorization or direction from Seller or
Purchaser, immediately refund to Purchaser the Earnest Money, whereupon this Agreement shall
automatically be rendered null and void and of no further force and effect, and all rights,
obligations and liabilities of the parties hereto shall thereafter terminate, except for those rights,
obligations and liabilities that expressly survive a termination hereof. If Purchaser is able to obtain
Site Plan approval, and delivers to Seller a notice of Purchaser’s intention to close on the Property
(“Notice of Acceptance”) on or before the expiration of the Site Plan Period, then the Earnest
Money shall become non-refundable to Purchaser (but applicable to the Purchase Price if Closing
occurs), except upon a Seller default under this Agreement or as otherwise expressly provided in
this Agreement. If Seller does not receive a Notice of Acceptance from Purchaser on or before the
expiration of the Site Plan Period, as applicable, then this Agreement shall be deemed terminated,
in which event Escrow Agent shall, without further authorization or direction from Seller or
Purchaser, immediately refund to the Earnest Money to Purchaser, and all rights, obligations and
liabilities of the parties hereto shall thereafter terminate, except for those rights, obligations and
liabilities that expressly survive a termination hereof. In the event an application for Site Plan
approval is pending at the time of the termination of the Site Plan Period, the Purchaser and Seller
shall agree to extend the Site Plan Period until such time as the Purchaser receives a determination
on the Site Plan from the board before which the Site Plan is seeking approval. Notwithstanding
the foregoing, upon a final, non-appealable determination by the City denying Purchaser’s Site
Plan, the Purchaser may terminate this Agreement in which event Escrow Agent shall, without
further authorization or direction from Seller or Purchaser, immediately refund to Purchaser the
Earnest Money, whereupon this Agreement shall automatically be rendered null and void and of
no further force and effect, and all rights, obligations and liabilities of the parties hereto shall
thereafter terminate, except for those rights, obligations and liabilities that expressly survive a
termination hereof.
ARTICLE VI
CLOSING; COSTS; PRORATIONS
6.1
The closing of the transaction contemplated by this Agreement (the “Closing”)
shall occur within upon the earlier of (i) thirty (30) days following the expiration of the Site Plan
Period or (ii) ten (10) days after Purchaser’s notice to Seller of Purchaser’s election to close on an
earlier date (the “Closing Date”). The Closing shall occur through escrow at the office of the Title

Company or be held at such other location as may be acceptable to both Seller and Purchaser. The
procedure to be followed by the parties in connection with the Closing shall be as follows:
6.1.1
At the Closing, Seller shall cause to be delivered to the Title Company
the following items:
6.1.1.1
To the extent Purchaser has obtained the Site Plan approvals and
Seller is required to execute the final plat, Seller will execute and deliver to the City
of Trussville and all other necessary governmental authorities so as to permit
recordation thereof in the appropriate real property records of Jefferson County,
Alabama;
6.1.1.2
A Statutory Warranty Deed (the “Deed”), dated effective as of
the Closing Date, executed by Seller, which conveys the Realty subject only to the
Permitted Exceptions, in the form of Exhibit “B” attached to this Agreement and
by this reference made a part hereof;
6.1.1.3
A Blanket Conveyance, Bill of Sale and Assignment (the “Bill
of Sale”), dated effective as of the Closing Date, executed by Seller, which conveys
the Property other than the Realty, in the form of Exhibit “C” attached to this
Agreement and by this reference made a part hereof.
6.1.1.4
An owner’s/title affidavit (the “Owner’s Affidavit”), dated
effective as of the Closing Date, executed by Seller, and delivered to the Title
Company and Purchaser, in a form reasonably acceptable to the Title Company and
Purchaser to delete the standard requirements and exceptions which would
otherwise appear in the form of Owner’s Policy of Title Insurance (the “Owner
Policy”) relating to unrecorded debts, liens and parties in possession and other
similar matters which do not appear of record with respect to the Property;
6.1.1.5
A Certificate of Non-Foreign Status, dated effective as of the
Closing Date, executed by Seller, in form which complies with Section 1445 of the
Internal Revenue Code of 1986, as amended, and/or all regulations relating thereto
(collectively, the “Internal Revenue Code”);
6.1.1.6

A form 1099-S;

6.1.1.7
A settlement statement setting forth the amounts paid by or on
behalf of and/or credited to each of Purchaser and Seller pursuant to this
Agreement;
6.1.1.8
Evidence reasonably acceptable to the Title Company and
Purchaser, authorizing the consummation by Seller of the purchase and sale
transaction contemplated hereby and the execution and delivery of the closing
documents on behalf of Seller;
6.1.1.9
Possession of the Property, subject only to the Permitted
Exceptions set forth in the Deed; and

6.1.1.10
A resolution from the City Council of the City approving the
sale and designating the Property as surplus, evidencing that the persons signing
this Agreement and other documents to be executed by Seller at Closing has the
power and authority of Seller to convey the Property to Purchaser in accordance
with this Agreement.
6.1.2
At the Closing, Purchaser shall cause to be delivered to the Escrow Agent
for the benefit of Seller, the following funds, documents and/or instruments:
6.1.2.1
Cash or other immediately available funds in the amount of the
Purchase Price, less a credit for the Earnest Money payable to the Title Company
representing the cash payment due to Seller in accordance with Article III of this
Agreement;
6.1.2.2

A form 1099-S;

6.1.2.3
A settlement statement setting forth the amounts paid by or on
behalf of and/or credited to each of Purchaser and Seller pursuant to this
Agreement; and
6.1.2.4
Evidence reasonably acceptable to the Title Company,
authorizing the consummation by Purchaser of the purchase and sale transaction
contemplated by this Agreement.
6.1.3
At the Closing, Seller and Purchaser shall cause to be delivered to the
Title Company such other instruments and documents as may be reasonably necessary and
appropriate in order to complete the Closing of the transaction contemplated by this
Agreement.
6.2
Upon the completion of the deliveries of funds, documents and/or instruments
specified in Section 6.1 above, the Title Company shall be authorized to cause the appropriate
closing documents to be immediately recorded in the appropriate real property records of Jefferson
County, Alabama, and shall deliver to Seller the balance of the proceeds received from Purchaser,
after deducting all expenses therefrom which are chargeable to Seller under this Agreement and
included on the authorized settlement statement.
6.3
Seller shall pay (i) any and all taxes and other assessments for periods prior to
Closing, (ii) Seller’s proportionate share of the prorations set forth below in Section 6.4 below,
(iii) one-half (1/2) of the escrow fee payable to the Escrow Agent, (iv) the cost of obtaining the
Owner Policy but not including the cost of any endorsements thereto, (v) all transfer or similar
taxes payable in connection with the transfer of the Property to Purchaser and (vi) the cost of
recording the Deed and any documents in connection with, and the costs of otherwise satisfying,
Seller’s Cure Obligations. Purchaser shall pay (i) its proportionate share of the prorations set forth
in Section 6.4 below, (ii) one-half (1/2) of the escrow fee charged by the Escrow Agent, (iii) the
cost of obtaining any endorsements to the Owner Policy which may be required by Purchaser, (iv)
the costs incurred by Purchaser in connection with Purchaser’s due diligence activities relating to
the Property, including the survey, and (v) the costs of recording any of Purchasers’ financing
documents. Except as otherwise provided in this Agreement, all other escrow and closing costs

shall be allocated to and paid by Seller and Purchaser on the Closing Date, in accordance with the
manner in which such costs are customarily borne by such parties in sales of similar property in
Jefferson County, Alabama; provided, however, each party shall pay its own attorney’ fees.
6.4
Real estate and personal property ad valorem taxes, charges and assessments
(special or otherwise) relating to the Land (collectively, “Taxes”), shall be prorated at the Closing
based upon such amounts due and payable for the calendar year at the time the Closing occurs, or
if not known, then based on the actual taxes paid with respect to the Land in preceding tax year,
and the actual number of days remaining from Closing to the end of such tax year. If the Taxes for
the year in which the Closing occurs are more or less than the Taxes for the prior year, the proration
of Taxes shall, after Closing, be recomputed as of the date of Closing on the basis of the Taxes for
the year in which the Closing occurs. Any sums owed by Seller or Purchaser to the other on the
basis of such re-computation shall be payable to the other upon demand when accompanied by
reasonable evidence of the amount of the Taxes determined for such year. All current year’s Taxes
which are due and payable and all prior years’ unpaid Taxes, if any, shall be paid by Seller as of
the Closing Date. For purposes of clarity, the Parties acknowledge and agree that in Jefferson
County, Alabama, city taxes are paid in advance and county taxes are paid in arrears. This shall
require that Purchaser shall owe Seller the prorated portion of city taxes paid by the Seller for the
time subsequent to the Closing Date and the Seller shall pay to Purchaser the prorated portion of
county taxes for the time from the previous October 1 to the Closing Date. The obligations of
Seller and Purchaser under this Section 6.4 shall survive the Closing.
6.5
Seller and Purchaser warrant to each other that no real estate broker or agent has
been used, consulted or retained by such party in connection with this Agreement or the transaction
contemplated hereby. Each of Seller and Purchaser agrees to indemnify and hold the other
harmless from and against any and all costs or claims or any agent, broker or person claiming to
be acting on behalf of the indemnifying party for fees, commissions or other compensation by
reason of the transaction contemplated by this Agreement. The obligations of Seller and Purchaser
under this Section 6.5 shall survive the Closing or other termination of this Agreement.
6.6
Notwithstanding the foregoing or any other term or provision of this Agreement to
the contrary, Seller and Purchaser agree that Purchaser’s obligation to close under this Agreement,
and Seller’s retention of the Earnest Money is conditioned upon satisfaction of the following
conditions (collectively, the “Closing Conditions”):
(a)

The Escrow Agent shall be irrevocably committed (subject to payment of the
premium) to issue to Purchaser an ALTA Owner’s Policy of Title Insurance with
respect to the Realty in accordance with the Title Commitment, insuring
Purchaser’s fee simple title to the Realty in the amount of the Purchase Price subject
only to the Permitted Exceptions.

(b)

All representations and warranties of Seller set forth in this Agreement, including,
without limitation, Article VII of this Agreement, shall be true and correct in all
respects as of the Closing Date;

(c)

All deliveries required of Seller under Section 6.1.1 hereof have been duly
delivered by Seller to the Title Company.

(d)

All of Seller’s Cure Obligations shall be satisfied in full in the timeframes required
herein but, in all events, no later than Closing;

(e)

No Hazardous Materials shall have been introduced upon or under the Property
after the earliest date of the Environmental Report(s) delivered by Seller to
Purchaser during the Inspection Period;

(f)

As of the Closing Date, the Property shall be in substantially the same condition as
existed on the Effective Date;

(g)

No action, suit or proceeding against or concerning the Property, at law or in equity,
shall be discovered to be pending before any federal, state, municipal or other
governmental court, department, commission, board, bureau, agency or other
instrumentality, foreign or domestic after the expiration of the Inspection Period;

(h)

The Purchaser shall determine that all utilities shall be available to the Property to
its property line and adequate sewer capacity shall be available all such that
Purchaser can construct Purchaser’s Intended Development; and

(i)

No action for condemnation shall be discovered to be pending against the Property
after the Inspection Period and Seller shall not have received notice that any such
action is pending or contemplated that was not delivered to Purchaser during the
Inspection Period.

ARTICLE VII
ADDITIONAL REPRESENTATIONS, WARRANTIES AND COVENANTS
7.1
Seller hereby represents warrants and covenants to Purchaser the following as of
the Effective Date and hereby reaffirms and restates the same as of the Closing Date:
7.1.1
Seller is duly organized, validly existing and in good standing under the
laws of the State of Alabama, and is entitled to and has all requisite power and authority to
own and operate its assets as they are presently owned and operated.
7.1.2
Subject to the approval of the City Council, the execution of this
Agreement by Seller, the consummation of the transactions herein contemplated, and the
execution and delivery of all documents to be executed and delivered by Seller, have or
will be duly authorized by all requisite action on the part of Seller, and this Agreement has
been and all documents to be delivered by Seller pursuant to this Agreement, will be, duly
executed and delivered by Seller and is or will be, as the case may be, binding upon and
enforceable against Seller it in accordance with their respective terms.
7.1.3
Neither the execution of this Agreement nor the carrying out of the
transactions contemplated herein will result in any violation of or be in conflict with the
instruments pursuant to which Seller was organized and/or operates; or to Seller’s
knowledge, any applicable law, rule or regulation of any public, governmental or quasigovernmental agency or authority, or of any instrument or agreement to which Seller is a
party, nor will it result in the creation or imposition of any lien on the Property nor will it

result in the termination or the right to terminate any agreement to which Seller is a party
or which affects the Property and no consent or approval of any third party is required for
the execution of this Agreement by Seller or the carrying out of the transactions
contemplated herein by Seller.
7.1.4
Seller owns fee simple title to the Property subject to all matters of record
as of the date hereof.
7.1.5
There are no actions, suits or proceedings pending or asserted against
Seller or any portion of the Property, at law or in equity or before or by any federal, state,
municipal or other governmental department, commission, board, bureau, agency or
instrumentality, domestic or foreign and, to the best of Seller’s knowledge, none are
threatened or contemplated with respect to the Property or any portion thereof.
7.1.6
There are no pending, or to the best of Seller’s knowledge, threatened
(a) eminent domain proceedings affecting the Property, in whole or in part, (b) proceeding
or action to change or re-designate the zoning classification of the Property (or any portion
thereof), or (c) action or proceeding to change road patterns or grades which would affect
ingress to or egress from the Property.
7.1.7
Seller has not received any notices of any special assessments or
increases in the asserted valuation of taxes or other impositions of any nature, and to the
best of Seller’s knowledge, none are threatened or contemplated with respect to the
Property or any portion thereof.
7.1.8
Seller and all persons or entities having beneficial interests in the
Property are not “foreign persons,” as such term is defined in Internal Revenue Code
Sections 1445(f)(3) and 7701(a)(30), and the purchase of the Property by Purchaser as
contemplated herein will not be subject to the withholding requirements of Section 1445(a)
of the Internal Revenue Code.
7.2
Seller shall give prompt written notice to Purchaser immediately upon Seller’s
receipt of any notice acquiring knowledge of any fact or circumstance that may cause any of the
above-referenced representations and warranties to be false or misleading in any manner or could
reasonably be expected to result in any adverse impact on the Property.
7.3
AS-IS Sale. Purchaser acknowledges and agrees that, except for the express
representations and warranties of Seller set forth in this Agreement, Purchaser is acquiring the
Property “AS IS, WHERE IS, WITH ALL FAULTS,” and in its present condition, without any
representation or warranty, express or implied, of any kind by Seller, including, without limitation,
any representation or warranty concerning the physical condition of the Property, the quality,
nature, adequacy or physical condition of the soil, utilities, drainage, environmental condition,
zoning, land use, development potential, compliance with laws, or any other aspect of the Property.
Purchaser acknowledges that it is being afforded a full and reasonable opportunity to inspect and
investigate the Property and all matters relating thereto that Purchaser considers material to its
decision to purchase the Property. Purchaser is relying solely upon its own inspections,
investigations, analyses, and judgment in determining whether to acquire the Property and not

upon any representation, statement, promise, agreement, or information provided by Seller or any
of Seller's representatives, except for the express representations and warranties of Seller contained
in this Agreement. Except as expressly set forth in this Agreement, Seller disclaims and Purchaser
waives any and all implied warranties, including, without limitation, any implied warranties of
merchantability, fitness for a particular purpose, habitability, suitability, or condition. Purchaser
acknowledges that Seller has no obligation to repair, replace, remediate, restore, or otherwise
correct any condition of the Property, whether known or unknown to Purchaser, unless expressly
provided otherwise in this Agreement. Purchaser acknowledges that the Property may contain
latent or patent defects, deficiencies, deferred maintenance, code violations, environmental
conditions, hazardous substances, structural or other physical conditions, or other matters affecting
the Property that may not be apparent from Purchaser's inspections. Purchaser assumes the risk of
all such matters, whether known or unknown, discovered or undiscovered, existing before or after
Closing, except to the extent expressly provided otherwise in this Agreement. Without limiting the
foregoing, Purchaser acknowledges and agrees that Seller makes no representation or warranty
regarding the presence or absence of hazardous substances, pollutants, contaminants, asbestos,
mold, petroleum products, underground storage tanks, or other regulated materials in, on, under,
or about the Property, except for any express representation or warranty regarding environmental
matters specifically set forth in this Agreement. Purchaser shall be solely responsible for
conducting such environmental investigations as Purchaser deems appropriate. Purchaser
acknowledges that it has not relied upon, and Seller shall not be liable for, any representation or
statement made by Seller or any of Seller's agents, employees, contractors, brokers, consultants,
or other representatives concerning the Property, except for the express representations and
warranties of Seller contained in this Agreement. Purchaser further acknowledges that no
representation or warranty has been made concerning the future performance, income, expenses,
development potential, use, value, or profitability of the Property. The provisions of this Section
shall survive Closing and the delivery of the deed and shall not be merged therein.
7.4
Purchaser hereby represents, warrants, and covenants to Seller the following as of
the Effective Date and hereby reaffirms and restates the same as of the Closing Date:
7.4.1
Purchaser is a limited liability company duly organized, validly existing
and in good standing under the laws of the state of its formation.
7.4.2
The execution of this Agreement by Purchaser, the consummation of the
transactions herein contemplated, and the execution and delivery of all documents to be
executed and delivered by Purchaser, have or will be duly authorized by all requisite action
on the part of Purchaser, and this Agreement has been and all documents to be delivered
by Purchaser pursuant to this Agreement, will be, duly executed and delivered by Purchaser
and is or will be, as the case may be, binding upon and enforceable against Purchaser it in
accordance with their respective terms.
7.4.3
Neither the execution of this Agreement nor the carrying out of the
transactions contemplated herein will result in any violation of or be in conflict with the
instruments pursuant to which Purchaser was organized and/or operates; or to Purchaser’s
knowledge, any applicable law, rule or regulation of any public, governmental or quasigovernmental agency or authority, or of any instrument or agreement to which Purchaser
is a party, and no consent or approval of any third party is required for the execution of this

Agreement by Purchaser or the carrying out of the transactions contemplated herein by
Purchaser.

7.5
Notwithstanding any term or provision of this Agreement or any other matter to the
contrary, the representations, warranties, and covenants set forth in this Article VII shall survive
the Closing for a period of six (6) months.
ARTICLE VIII
TERMINATION, DEFAULT AND REMEDIES
8.1
In the event that Seller breaches any of the representations, warranties, covenants
and/or agreements which are to be performed by Seller under this Agreement, Purchaser may, as
its sole and exclusive remedy for such breach, terminate this Agreement by giving written notice
of termination to Seller, in which event Escrow Agent shall, without further authorization or
direction from Seller or Purchaser, immediately refund to Purchaser the Earnest Money. Purchaser
hereby specifically and expressly waives any and all rights which it may have to damages or
specific performance as a result of Seller’s default under this Agreement.
8.2
In the event that Purchaser fails to close the transaction contemplated hereby for
any reason other than as permitted by the terms of this Agreement, Seller shall be entitled to retain
or receive the Earnest Money previously paid to the Escrow Agent as liquidated damages as
Seller’s sole and exclusive remedy for such failure, Seller hereby specifically and expressly
waiving any and all rights which it may have to damages or specific performance as a result of
Purchaser’s default under this Agreement.
ARTICLE IX
NOTICES
9.1
Any notices or other communications between the parties hereto (collectively,
“Notices”) shall be in writing and shall be deemed effective upon receipt and to have been properly
given if delivered by hand or sent by United States registered or certified mail, postage prepaid, or
sent by recognized overnight delivery service, addressed to the party for whom intended as set
forth below. Notwithstanding the above, notice by fax or email transmission shall be effective
upon receipt if transmitted prior to 5:00 PM CST, provided a hard copy is also sent either by
registered, certified mail, or recognized overnight delivery service for next day delivery. All
notices shall be addressed as follows:
If to Seller:

With a copy to:

City of Trussville
113 N Chalkville Road
Trussville, AL 35173
Attention: Ben Short

Massey, Stotser, & Nichols, P.C.
1780 Gadsden Hwy
Birmingham, AL 35235
Attention: Chesley Payne
Phone: 205 838-9008

Email: [email protected]
If to Purchaser:

With a copy to:

TDG Development Company, LLC
c/o The Dobbins Group, LLC
Attn: Mr. William D. Dobbins
2914 Linden Avenue
Birmingham, AL 35209
Telephone: (205) 503-4000
E Mail: [email protected]

Aaron B. Thomas
Watkins & Eager PLLC
1904 First Avenue North, Suite 300
Birmingham, AL 35203
Telephone: (205) 598-2130
Email: [email protected]

And
TDG Development Company, LLC
c/o The Dobbins Group, LLC
Attn: Mr. Eric Morrison
2914 Linden Avenue
Birmingham, AL 35209
Telephone: (205) 503-4000
E Mail: [email protected]
ARTICLE X
ENTIRE AGREEMENT
10.1 This Agreement and the exhibits attached to this Agreement contain the entire
agreement between the parties, and no promise, representation, warranty, or covenant not included
in this Agreement has been or is relied upon by either party. Each party has relied upon its own
examination of the full Agreement and the provisions thereof, and the counsel of its own advisors,
and the warranties, representations, covenants, and agreements expressly contained in this
Agreement. No modification or amendment of this Agreement shall be of any force or effect
unless made in writing and executed by both Seller and Purchaser. This Agreement shall be
governed by, and interpreted and construed in accordance with, the laws of the State of Alabama.
Venue for any legal action arising out of this Agreement shall be Jefferson County, Alabama.
Further, the prevailing party in any litigation between the parties shall be entitled to recover, as
part of its judgment, reasonable attorneys’ fees and costs of suit.
ARTICLE XI
ASSIGNMENT
11.1 Subject to written notice and approval by the Seller, this Agreement, and the rights
and obligations of Purchaser under this Agreement, may be assigned by Purchaser to any entity
that accepts such assignment and assumes the obligations of Purchaser under this Agreement at
any time prior to Closing. Notwithstanding the foregoing and for avoidance of doubt, Purchaser
may assign its rights hereunder and take title to the Property in a separate entity that is controlled

or whose day-to-day affairs are managed by Purchaser. In the event of any such assignment, Seller
agrees to close the transaction contemplated hereunder with any such successor or assignee of
Purchaser. This Agreement may not be assigned by Seller.
ARTICLE XII
MISCELLANEOUS
12.1 The article headings in this Agreement are inserted for convenience of reference
and in no way define, describe or limit the scope of intent of this Agreement or any of the
provisions hereof, and shall not be considered in construing any part of this Agreement.
12.2 This Agreement may be executed in any number of counterparts, each of which
shall be an original, but such counterparts together shall constitute one and the same instrument.
Facsimile or PDF (by email transmission) signatures shall be deemed to be original signatures.
12.3 All exhibits described in this Agreement are by this reference fully incorporated
into this Agreement and made a part of this Agreement for all purposes.
12.4 This Agreement and the terms and provisions hereof shall inure to the benefit of
and be binding upon the parties hereto and their respective heirs, executors, personal
representatives, successors and assigns whenever the context so requires or admits.
12.5 If any one or more of the provisions of this Agreement, or the applicability of any
such provision to a specific situation, shall be held invalid or unenforceable, then such provision
shall be deemed modified to the minimum extent necessary to make it or its application valid and
enforceable, and the validity and enforceability of all other provisions of this Agreement and all
other applications of any such provision shall not be affected thereby.
12.6 Seller and Purchaser each hereby waive all rights to a trial by jury and any claim,
action, proceeding or counterclaim arising out of or in any way connected with this Agreement.
12.7 In the event that either party commences suit to recover damages arising from a
breach of this Agreement or otherwise to seek enforcement hereof, the prevailing party shall be
entitled to an award of reasonable attorney’s fees, together with court costs and litigation expenses
reasonably incurred and actually paid.
12.8 The captions in this Agreement are inserted for convenience of reference only and
in no way define, describe or limit the scope or intent of this Agreement or any of the provisions
hereof, and shall not constitute a part of this Agreement.
12.9 Time is of the essence of this Agreement. Whenever the time for performance or
doing of act, a deadline or date hereunder falls on a Saturday, Sunday or a legal holiday, such time,
deadline or date shall be automatically extended to the next successive business day.
12.10 During the term of this Agreement, Seller shall not offer the Property or any portion
thereof for sale (directly or indirectly) to any person, entity or party other than Purchaser, nor will
Seller enter into any letters of intent, “back-up” contracts or other negotiations with any other

person, entity or party for the disposition of the Property or any portion thereof (directly or
indirectly) during the term of this Agreement.
ARTICLE XIII
ACCESS ROAD AND WALKING TRAIL
13.1 Purchaser shall construct a public 2-lane (one lane in each direction) roadway in
compliance with City of Trussville subdivision regulations running generally along and just
outside of the Northern boundary of the Property terminating at the Northern or Western and
Eastern boundaries of the Property (the “Access Road”), and shall construct a pedestrian walking
trail with 10’ foot wide asphalt running generally along and just outside of the Southern boundary
of the Property terminating at the Eastern and Western boundaries of the Property (the “Walking
Trail”). The presently contemplated location of the Access Road and the Walking Trail are as
shown on Exhibit “E” attached to this Agreement and by this reference made a part hereof. This
covenant shall survive the Closing indefinitely. The Purchaser and Seller will agree to execute
such commercially reasonable additional documents requested by the other party in order to
effectuate the legal construction and use of the Access Road and the Walking Trail. Seller agrees
to apply to the City of Trussville Planning and Zoning Commission to have the Access Road
dedicated as a public roadway accepted by the City of Trussville for use as a public road. The
parties agree that at the Closing, the Seller shall deliver in recordable form an Easement Agreement
benefiting the Property and that portion of the Seller’s remaining property not so conveyed, and
for Purchaser, Seller, such other relevant parties, and their respective tenants, employees,
contractors, deliverymen, agents, customers, invitees, licensees, successors and assigns, granting
a nonexclusive easement for the purpose of ingress and egress by vehicular and pedestrian traffic
over the Access Road and for construction and maintenance of the Access Road until such time as
the Public Dedication is accomplished. The terms and conditions of the Easement Agreement shall
be commercially reasonable and agreeable to Purchaser and Seller in their reasonable discretion.
At such time as the Public Dedication of the Access Road is accomplished, then the Reciprocal
Easement Agreement shall terminate. The parties agree to execute a recordable instrument
memorializing the termination upon request by either party. Seller shall similarly provide access
and construction easement rights in order for the Purchaser to construct and have use of the
Walking Trail. Additional and clarifying terms regarding the Access Road and Walking Trail as
contained on Exhibit E attached hereto.

[Remainder of page intentionally left blank. Signature pages follow.]

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly
executed under seal as of the Effective Date.
SELLER:
CITY OF TRUSSVILLE
an Alabama municipal corporation
By:
Name: Ben Short
Title: Mayor

PURCHASER:
TDG DEVELOPMENT COMPANY, LLC
a Delaware limited liability company
By: The Dobbins Group, LLC
Its: Member and Company Manager
By:
Name: William D. Dobbins IV
Its: Sole Member

ESCROW CONSENT AND ACKNOWLEDGEMENT
Receipt of the Earnest Money is hereby acknowledged this ____ day of _______________,
2026. The undersigned agrees to hold and deliver the Earnest Money in accordance with the terms
of this Agreement. The undersigned further agrees to act as the Escrow Agent for the transaction
described in the above Agreement as provided herein.
ESCROW AGENT:
WATKINS & EAGER PLLC

By:
Name:
Title:

Exhibit “A”
Depiction of the Land

Source of Title: Instrument #2022050306, Office of the Judge of Probate of Jefferson County,
Alabama

Exhibit “B”
Deed
[SUBJECT TO VERIFICATION BY ESCROW AGENT FOR COMPLIANCE WITH
APPLICABLE STATE LAW]
This Instrument Prepared By and
When Recorded Return To:
Chesley P. Payne
Massey, Stotser, & Nichols P.C.
1780 Gadsden Hwy.
Birmingham, AL 35235
STATE OF ALABAMA
JEFFERSON COUNTY

)
)

Send tax notices to:
[Buyer]
______________________
______________________
Attn: _________________

STATUTORY WARRANTY DEED
KNOW ALL MEN BY THESE PRESENTS, that for and in consideration of Ten and
No/100 Dollars ($10.00) and other good and valuable consideration in hand paid to CITY OF
TRUSSVILLE, an Alabama municipal corporation, (“Grantor”), by [____________], a[n]
_________________ (“Grantee”), the receipt of which is acknowledged, Grantor does hereby
GRANT, BARGAIN, SELL AND CONVEY unto Grantee, its successors and assigns, that certain
real property situated in Jefferson County, Alabama, which is described on Exhibit A attached
hereto and made a part hereof (the “Property”).
It is expressly understood and agreed that this Statutory Warranty Deed is made subject to
the matters described on Exhibit B attached hereto and made a part hereof (the “Exceptions”).
TO HAVE AND TO HOLD the Property unto Grantee, its successors and assigns,
together with all and singular the tenements, hereditaments and appurtenances thereunto belonging
or in anywise appertaining and unto its successors and assigns forever.
Subject to the Exceptions, Grantor hereby covenants and agrees with Grantee, and its
successors and assigns, that Grantor, and its successors and assigns, will warrant and defend the
Property against the lawful claims (unless otherwise noted above) of all persons claiming by,
through, or under Grantor, but not further or otherwise.

Pursuant to the provisions of Ala. Code § 40-22-1 (1975), the following information is offered in
lieu of submitting Form RT-1:
Grantor’s Name and Mailing Address:

Grantee’s Name and Mailing Address:

________________________________
________________________________
________________________________
________________________________

________________________________
________________________________
________________________________
________________________________

Property Address:
________________________________
Date of Sale:
________________________________
Total Purchase Price:
________________________________
The Purchase Price can be verified in:
Closing Statement
Sales Contract
Appraisal
Bill of Sale
Property Tax Bill or Assessment
_______________________________
[Signatures on next page]

IN WITNESS WHEREOF, Grantor has executed this Statutory Warranty Deed, to be
effective as of ___________________, 20__.
GRANTOR:
CITY OF TRUSSVILLE,
an Alabama municipal corporation
By:
Name:
Title:
Attest:
______________________
City Clerk
STATE OF ____________ )
COUNTY OF ____________ )
I, the undersigned authority, a Notary Public in and for said county in said State, hereby
certify that _________________ , whose name as _________ of CITY OF TRUSSVILLE, an
Alabama municipal corporation, is signed to the foregoing instrument and who is known to me,
acknowledged before me on this day that, being informed of the contents of said instrument, he,
as such representative and with full authority, executed the same voluntarily for and as the act of
said limited liability company on the day the same bears date.
Given under my hand and official seal, this ______ day of __________, _______.
________________________________________
Notary Public
________________________________________
Name of Notary, Typed, Printed or Stamped
Commission No.: _______________________
Commission Expires: ___________________

EXHIBIT A
Legal Description

[INSERT LEGAL DESCRIPTION]

EXHIBIT B
Permitted Exceptions

[INSERT EXCEPTIONS FROM FINAL APPROVED/MARKED TITLE COMMITMENT]

Exhibit “C”
Bill of Sale

BLANKET CONVEYANCE, BILL OF SALE AND ASSIGNMENT

KNOW ALL PERSONS BY THESE PRESENTS:
THAT CITY OF TRUSSVILLE, an Alabama municipal corporation (“Seller”), for and in
consideration of the sum of Ten and No/100 Dollars ($10.00) and other good and valuable
consideration to Seller in hand paid by __________________, a ___________________,
(“Purchaser”), the receipt of which is hereby acknowledged, has BARGAINED, SOLD,
DELIVERED and ASSIGNED, and by these presents does BARGAIN, SELL, DELIVER and
ASSIGN, unto Purchaser (a) all equipment, furniture, fixtures, and other personal property of
whatever kind or character owned by Seller and attached to or installed or located on, in or under
on that certain real property situated in the City of Trussville, Jefferson County, Alabama, and
more particularly described on Exhibit “A”, attached hereto and made a part hereof for all
purposes (the “Land”), and any and all improvements (the “Improvements”) (collectively, the
“Personalty”); (b) all of Seller’s rights, titles and interests in and to all agreements, leases and
other agreements which relate to or affect the Land, the Improvements, the Personalty or the
operation thereof, including any and all leases and all deposits actually paid to or received by Seller
in connection therewith, if any (collectively, the “Contracts”); and (c) all of Seller’s rights, titles,
and interests in and to (i) all assignable applications, bonds, permits, licenses, approvals, utility
rights, entitlements, development rights and similar rights related to the Land or Improvements, or
any portion thereof, whether granted by governmental authorities or private persons; (ii) all site
plans, surveys, soil and substrata studies, architectural drawings, plans and specifications,
engineering plans and studies, floor plans, landscape plans and other plans or studies of any kind
that relate to the Land, the Improvements, or any portion thereof, if any (collectively, the
“Intangibles”). The Personalty, the Contracts and the Intangibles are hereafter collectively
referred to as the “Assigned Property.”
Seller has executed this Bill of Sale and BARGAINED, SOLD, DELIVERED and ASSIGNED
the Assigned Property and Purchaser has accepted this Bill of Sale and purchased the Assigned
Property.
Seller does hereby bind itself, its successors and assigns, to forever warrant and defend title to
the Assigned Property unto Purchaser, its successors and assigns, against every person
whomsoever lawfully claiming or to claim the same or any part thereof, by, through or under
Seller, but not otherwise.
[Signatures on Next Page]
EXECUTED by Seller effective as of the

day of ______________, 20___.

SELLER:
CITY OF TRUSSVILLE,
an Alabama municipal corporation
By:
Name:
Title:

Attest:
________________________
City Clerk

Exhibit “A”
to
Bill of Sale
Legal Description of the Land

Exhibit “D”
Due Diligence Documents
All wetland delineation documents, environmental assessments, flood determination letters,
traffic study data and approvals, civil engineering data, geotechnical testing data, water
discharge approvals, zoning approvals, site plans, architectural plans and drawings,
environmental, mechanical, electrical, structural, soils reports and plans, all permits and
licenses and all other material information pertaining to the Property that are in possession
or control of the Seller

Exhibit “E”
Access Road and Walking Trail

See below and attached.

x

Seller and Purchaser agree that the preferred and likely termination point of the Northern
and Western ends of the Access Road shall be the Northern Termination Point as shown in
this Exhibit E.
o

At the direction of the Alabama Department of Transportation (“ALDOT”),
Purchaser shall construct the Access Road on the Seller’s property to either tie
directly on to Highway 11 or tie in to the shopping center bordering the Northern
boundary of the Property for shared access to Highway 11 via the shopping center’s
existing access on to Highway 11.
ƒ

o

The Seller will provide good faith efforts to assist the Purchaser in obtaining
the required permits from ALDOT and access through the shopping center
for permanent access to Highway 11.

The Western Termination Point will replace the Northern Termination Point if an
Access Road has already been put into service prior to the conclusion of the
Inspection Period from the Western Termination Point to Highway 11 across from
Highland Circle.

x

Purchaser will terminate the Access Road at the Eastern Termination Point at the general
location shown in this Exhibit E to tie in to a portion of the public road to be constructed
by the Seller or the neighboring property owner which provides public access for
Purchaser’s Property through the neighboring properties to Highway 11 via Kenimer Ave.
(the “Kenimer Ave. Road”).

x

Notwithstanding anything contained in the Agreement to the contrary, the Inspection
Period extends on a day for day basis until full legal access to Highway 11 is secured either
via a full permit to construct the Northern Termination Point (not simply a construction
access permit, Driveway access permit, etc.) has been obtained or the Kenimer Ave. Road
has been put into service.

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Ordinance No. _2026-________-ADM_
An Ordinance to Authorize the Mayor to Sign a Property Swap Agreement, Involving
Three Parcels & Six Easements, with the Trussville Utilities Board
BE IT ORDAINED by the City Council of the City of Trussville, Alabama, that the
Mayor is hereby authorized to sign a proposed Property Swap Agreement (Exhibit 1), involving
three (3) parcels & six (6) easements, with the Trussville Utilities Board
ADOPTED AND APPROVED THIS THE 13TH OF OCTOBER 2026
________________________________________
Jaime Melton Anderson, Council President
_______________________________________
Ben Short, Mayor
City of Trussville
Attest:____________________________
Dan Weinrib, City Clerk

CERTIFICATION OF CITY CLERK
STATE OF ALABAMA )
JEFFERSON COUNTY )
I, Dan Weinrib, City Clerk of the City of Trussville, Alabama, do hereby certify that the
above and foregoing is a true and correct copy of an Ordinance duly adopted by the City
Council of the City of Trussville, Alabama, on the 13th day of October 2026.
The above and foregoing ordinance was published on the 14th day of October 2026 by
posting copies thereof in three public places within the City of Trussville, one of which was
at Trussville City Hall.
Witness my hand and seal of office this the 14th day of October 2026

_____________________________
Dan Weinrib MMC, City Clerk

PROPERTY SWAP AGREEMENT
THIS AGREEMENT is made between The Utilities Board of the City of Trussville
(“TGW”), and the City of Trussville, Alabama (“City”), concerning the swapping of certain
parcels of real property between these entities as outlined herein.
NOW, THEREFORE, in consideration of the mutual covenants set forth herein and other
valuable consideration the sufficiency of which is hereby acknowledged, and intending to be
legally bound, the parties hereto agree as follows:
RECITALS
WHEREAS, TGW currently a parcel of real property, located within the city limits of
Trussville, Jefferson County, Alabama, and identified by the survey and legal description attached
as Exhibit A (the "TGW Parcel") that the City requires for future development of public-related
improvements;
WHEREAS, the City currently owns two parcels located within the city limits of
Trussville, Jefferson County, Alabama, along with easements rights across City owned property
that contain water wells and related infrastructure used by TGW for the provision of utility service
to its customers. A copy of the surveys and legal descriptions identifying those parcels and
easements are attached as Exhibit B (the “City Parcels”);
WHEREAS, the Parties desire to swap the above referenced parcels so as to better allow
the development and best use of the referenced parcels and adjoining parcels, at present and in the
future; and
WHEREAS, the Parties have determined that the property swap as outlined in this
Agreement will improve the quality of life for residents in and around the City and will serve a
valid and sufficient public purpose, and;
NOW THERFORE, upon and in consideration of One ($1.00) Dollar and the mutual
promises and covenants contained herein and for other valuable consideration, the receipt,
adequacy, and sufficiency of which is hereby acknowledged, the Parties agree as follows:
ARTICLE 1
1.
The Parties hereby agree to swap the above-described parcels as described on the attached
Exhibits A and B. The Parties will convey their respective parcels by Statutory Warranty Deed.
The conveyances shall occur within thirty (30) days of the effective date of this Agreement.
ARTICLE 2
1.
The execution, delivery, and performance of this Agreement by the City shall be subject to
a resolution duly adopted by its City Council’s approval of this Agreement and authorizing the
Mayor to execute this Agreement on behalf of the City, a resolution duly adopted by the City
Council declaring the property conveyed by the City under this Agreement as surplus as defined
under Section 11-47-20 and Section 11-47-21, of the Code of Alabama 1975.
1

2.
The execution, delivery, and performance of this Agreement by TGW shall be subject to a
resolution duly adopted by its Board of Directors approving the terms of this Agreement.
3.
Warranty of Title. The Parties represent to each other that at the time of the conveyance of
each parcel and easement noted on Exhibits A and B (“Property”) each Party has good,
indefeasible, and marketable fee simple title to their respective parcels comprising part of the
Property, free and clear of all liens. The Parties also warrant and represent to each other that the
execution and delivery of the deeds referenced herein will not violate any provision, as applicable,
of a Party’s certificate of formation, by-laws, operating agreement, or, of any law, other agreement,
indenture, note, or other instrument binding upon any Party to this Agreement. In the event a Party
to this Agreement, or a Party’s successors and/or assigns, requires the execution of additional
documents to obtain marketable title to the parcels identified herein, each Party shall agree to take
all reasonable actions requested by any other Party. All costs associated with the requested
documents shall be borne by the requesting Party.
4.
Third Party Approvals. No approval, consent, exemption, authorization, or other action by,
or notice to, or filing with, any party that is not a party to this Agreement is necessary or required
in connection with the execution, delivery or performance by, or enforcement against, any Party
of this Agreement.
ARTICLE 3
1.
Public Purpose of the Project. The City does hereby determine, declare, and find that the
actions described herein are in the best interest of the City and will serve a public purpose and
further enhance the public benefit and welfare by, among other things: promoting economic
development and stimulating the economy within the corporate limits of the City; increasing
employment opportunities within the City; and promoting the development of infrastructure at
appropriate locations. The City finds the above-cited items constitute important public benefits to
the City and its residents.
2.
Assignment. No assignment of this Agreement may be made without the express written
consent of all parties hereto.
3.
Counterparts. This Agreement may be executed simultaneously in two or more
counterparts, each of which shall be deemed an original, and it shall not be necessary in making
proof of this Agreement to procedures or account for more than one such counterpart.
4.
Governing Law. The governing law of this Agreement shall be the law of the State of
Alabama.
5.
Severability. In the event any one or more of the provisions contained in this Agreement
shall for any reason be held invalid, illegal or unenforceable in any respect, such invalidity,
illegality, or unenforceability shall not affect any other provision hereof and this Agreement shall
be construed as if such invalid, illegal, or unenforceable provision had never been contained herein.
6.
Section Titles and Headings. The section titles and headings are for convenience only and
do not define, modify, or limit any of the terms and provisions hereof.
2

7.
Binding Effect. This Agreement and all terms, provisions, and obligations set forth herein
shall be binding upon and shall inure to the benefit of each of the Parties and its permitted
successors and assigns as provided herein.
8.
Entire Agreement; Amendment. This Agreement constitutes one entire and complete
agreement, and neither of the Parties hereto shall have any rights arising from any separate
component of this Agreement without complying in all respects with its duties and obligations
under all parts and components hereof. This Agreement constitutes and includes all promises and
representations, expressed or implied, made by the Parties. No stipulations, agreements, or
understandings of the Parties hereto shall be valid or enforceable unless contained in this
Agreement. No oral conditions, warranties, or modifications hereto shall be valid between the
Parties. This Agreement may be amended only by a written instrument executed by the Parties.
9.
No Waiver. No consent or waiver, express or implied, by a Party or to any breach or default
by another Party in the performance by the other Party of its obligations hereunder shall be valid
unless in writing and no such consent or waiver to or of one breach or default shall constitute a
consent or waiver to or of any other breach or default in the performance by such other Party of
the same or any other obligations of such Party hereunder. Failure on the part of either Party to
complain of any act or failure to act of the other Party or to declare the other Party in default,
irrespective of how long such failure continues, shall not constitute a waiver by such Party of its
rights hereunder. The granting of any consent or approval in any one instance by or on behalf of
any Party hereto shall not be construed to waive or limit the need for such consent in any other or
subsequent instance.
WHEREFORE, premises considered, the parties have hereby set their hand and seal to
this Agreement on the ______day of ____________________, 2026.

3

CITY OF TRUSSVILLE, ALABAMA
By:
Ben Short, Mayor
Date:

ATTEST:

Dan Weinrib, City Clerk

4

The Utilities Board for the City of Trussville
By:
Michael J. Strength, General Manager
Date:

5

EXHIBIT A
A parcel of land, being a portion of parent property as described in Deed LR 201512, Page 5783, and a
portion of parent property described in Deed LR 200617, Page 19520, situated in the NW quarter of the
SE quarter and the NE quarter of the SW quarter of Section 7, Township 16 South, Range 1 East, Jefferson
County Alabama, being more particularly described as follows:
Commence at a capped rebar found, marked SSI CA0053LS, purported to be the NW corner of the NW
quarter of the SE quarter of said Section 7, Township 16 South, Range 1 East, Jefferson County Alabama,
also being THE POINT OF BEGINNING of said parcel; thence proceed N 88º26’44” E, along the North line
of the SW quarter of Section 7 (see note) for a distance of 316.96 feet (320.21 feet deed) to a capped
rebar found, marked WSE CA003 on the West right of way of Deerfoot Parkway; thence proceed S
24º06’42” E along said right of way a distance of 22.71 feet (19.24 feet deed) to a concrete monument
found; thence proceed S 06º54’41” E along said right of way for a distance of 42.50 feet (42.44 feet deed)
to a capped rebar found marked Benchmark CA754PLS; thence leaving said right of way, proceed S
88º27’17” W for a distance of 362.55 feet (362.81 feet deed) to a capped rebar found, marked SSI
CA0053PLS; thence proceed S 25°56'29" W for a distance of 746.23 feet to a capped rebar set marked
MCA CA #250LS; thence proceed N 47°06'32" W for a distance of 750.00 feet to a capped rebar set marked
MCA CA #250LS; thence proceed N 01°16'31" W for a distance of 200.00 feet to a rebar set marked MCA
CA #250LS on the North line of the NE quarter of the SW quarter of Section 7; thence proceed N 88°26'44"
E, along the North line of the SW quarter, for a distance of 911.90 feet to THE POINT OF BEGINNING.
Said parcel contains 406,074 square feet or 9.32 acres, more or less.

6

EXHIBIT B
PARCEL 1:
A parcel of land lying in the West ½ of the NW ¼ of Section 23, Township 16S, Range 1W, Jefferson County,
Alabama, and being a part of Lot 43-AA of "Anderson Small Farm Resurvey 1" recorded in Map Book 253,
Page 51 in the Office of the Judge of Probate, Jefferson County, Alabama, and being more particularly
described as follows:
COMMENCE at a 2" Crimped Pipe Found at the NW corner of Section 23, Township 16S, Range 1W,
Jefferson County, Alabama; thence proceed S 00°11'15" E, along the West line of said section, for a
distance of 1284.37' to a point at the SW corner of Lot 43-AA of "Anderson Small Farms Resurvey 1"
recorded in Map Book 253, Page 51 in the Office of the Judge of Probate, Jefferson County, Alabama, said
point also being on the North Right of Way (ROW) of Cherokee Drive; thence proceed S 72°45'34" E (S
72°46'02" E Map), along the South line of said Lot 43-AA and the said North ROW, for a distance of 102.48'
to a Capped Iron Found (unreadable); thence, leaving said North ROW, proceed S 89°17'52" E, along the
South line of said Lot 43-AA, for a distance of 105.36' to a Nail and Shiner Set (stamped "CA 250 LS") in a
paved driveway, said point being the POINT OF BEGINNING; thence continue S 89°17'52" E, along the
South line of said Lot 43-AA, for a distance of 171.42' to a point at the SE corner of said Lot 43-AA, said
point being in the Cahaba River; thence proceed N 13°21'57" E, along the East line of said Lot 43-AA, for
a distance of 125.87' to a point in the Cahaba River; thence proceed N 06°52'57" E, along the East line of
said Lot 43-AA, for a distance of 77.00' for a point in the Cahaba River; thence proceed N 53°24'27" W,
along the North line of said Lot 43-AA to a point; thence, leaving said North line of said Lot 43-AA, proceed
S 55°06'16" W for a distance of 75.53' to a Capped Iron Set (stamped "MC&A INC, CA 250 LS"); thence
proceed N 33°09'06" W for a distance of 16.05' to a Capped Iron Set (stamped "MC&A INC, CA 250 LS");
thence proceed S 77°12'12" W for a distance of 71.07' to a Capped Iron Set (stamped "MC&A INC, CA 250
LS"); thence proceed N 44°02'48" W for a distance of 170.58' to a Capped Iron Set (stamped "MC&A INC,
CA 250 LS"); thence proceed N 59°48'25" E for a distance of 37.59' to a Capped Iron Set (stamped "MC&A
INC, CA 250 LS"); thence proceed N 29°50'06" W for a distance of 50.63' to a Capped Iron Set (stamped
"MC&A INC, CA 250 LS"); thence proceed S 59°43'34" W for a distance of 85.44' to a Nail and Shiner Set
(stamped "CA 250 LS") in a paved driveway; thence proceed S 47°27'18" E, along said paved driveway, for
a distance of 64.16' to a Nail and Shiner Set (stamped "CA 250 LS") in said paved driveway at the beginning
of a non-tangent curve to the right, said curve having a central angle of 24°37'10", a radius of 291.75', a
chord which bears S 37°07'27" E, and a chord distance of 124.40'; thence proceed, along said paved
driveway, and along the arc of said non tangent curve to the right for a distance of 125.36' to a Nail and
Shiner Set (stamped "CA 250 LS") in said paved driveway at the beginning of a non-tangent curve to the
right, said curve having a central angle of 24°36'15", a radius of 441.65', a chord which bears S 11°35'57"
E, and a chord distance of 188.20'; thence proceed, along said paved driveway, and along the arc of said
non tangent curve to the right for a distance of 189.66' to the POINT OF BEGINNING.
Said parcel contains 50,548 square feet or 1.16 acres more or less.

PARCEL 2:
A parcel of land lying in the West ½ of the NW ¼ of Section 23, Township 16S, Range 1W, Jefferson County,
Alabama, and being more particularly described as follows:

7

COMMENCE at a 2" Crimped Pipe Found at the NW corner of Section 23, Township 16S, Range 1W,
Jefferson County, Alabama; thence proceed S 00°11'15" E, along the West line of said section, for a
distance of 1284.37' to a point at the SW corner of Lot 43-AA of "Anderson Small Farms Resurvey 1"
recorded in Map Book 253, Page 51 in the Office of the Judge of Probate, Jefferson County, Alabama, said
point also being on the North Right of Way (ROW) of Cherokee Drive; thence proceed S 72°45'34" E (S
72°46'02" E Map), along the South line of said Lot 43-AA and the said North ROW, for a distance of 102.48'
to a Capped Iron Found (unreadable); thence, leaving said North ROW, proceed S 89°17'52" E, along the
South line of said Lot 43-AA, for a distance of 105.36' to a Nail and Shiner Set (stamped "CA 250 LS") in a
paved driveway, said point being the POINT OF BEGINNING; thence continue S 89°17'52" E, along the
South line of said Lot 43-AA, for a distance of 171.42' to a point at the SE corner of said Lot 43-AA, said
point being in the Cahaba River; thence, leaving the South line of said Lot 43-AA, proceed S 13°21'57" W
for a distance of 41.54'± to a point in the Cahaba River, said point being at the intersection of the East line
of the aforementioned Lot 43-AA if extended, and the North ROW of Cherokee Drive; thence proceed N
83°13'33" W, along the said North ROW of Cherokee Drive, for a distance of 117.02' to Capped Iron Set
(stamped "MC&A INC, CA 250 LS") at the beginning of a curve to the right, said curve having a central
angle of 02°43'10", a radius of 988.25', a chord which bears N 81°51'58" W, and a chord distance of 46.90';
thence proceed, along the said North ROW of Cherokee Drive, and along the arc of said curve to the right,
for a distance of 46.90' to a Nail and Shiner Set (stamped "CA 250 LS") in a paved driveway; thence, leaving
said North ROW of Cherokee Drive, and in a Northerly direction along a curve to the left, said curve having
a central angle of 02°51'57", a radius of 441.65', a chord which bears N 02°08'10" E, and a chord distance
of 22.09', proceed along the arc of said curve to the left for a distance of 22.09' to the POINT OF
BEGINNING.
Said parcel contains 5,349 square feet or 0.12 acres more or less.

Easement 1:
A 20 feet wide permanent Trussville Utility Board easement lying in the West ½ of the NW ¼, and the NE
¼ of the NW ¼ of Section 23, Township 16S, Range 1W, Jefferson County, Alabama, the centerline of which
being more particularly described as follows:
COMMENCE at a 2" Crimped Pipe Found at the NW corner of Section 23, Township 16S, Range 1W,
Jefferson County, Alabama; thence proceed N 89°39'30" E, along the North line of said Section, for a
distance of 1793.16' to a point at the intersection of the said North Section line and the South property
line of "Parcel B" described in Instrument 2019041353, recorded in the Office of the Judge of Probate,
Jefferson County, Alabama; thence, leaving said North Section line, proceed S 62°50'39" E, along the South
property line of the said "Parcel B", for a distance of 86.12' to the POINT OF BEGINNING of the centerline
of a 20.00' wide permanent Trussville Utility Board (TUB) easement; thence, leaving the South property
line of the said "Parcel B", proceed S 68°05'31" W, along the centerline of said 20.00' wide TUB easement,
for a distance of 135.64' to a point; thence proceed S 69°15'01" W, along the centerline of said 20.00'
wide TUB easement, for a distance of 315.43' to a point; thence proceed S 66°21'08" W, along the
centerline of said 20.00' wide TUB easement, for a distance of 263.86' to a point; thence proceed S
12°45'26" W, along the centerline of said 20.00' wide TUB easement, for a distance of 103.77' to a point;
thence proceed S 22°43'18" W, along the centerline of said 20.00' wide TUB easement, for a distance of
71.37' to a point; thence proceed S 25°42'06" W, along the centerline of said 20.00' wide TUB easement,
for a distance of 34.11' to a point; thence proceed S 17°08'46" W, along the centerline of said 20.00' wide
TUB easement, for a distance of 47.05' to a point; thence proceed S 23°31'49" W, along the centerline of
said 20.00' wide TUB easement, for a distance of 39.04' to a point; thence proceed S 30°16'15" W, along

8

the centerline of said 20.00' wide TUB easement, for a distance of 58.60' to a point; thence proceed S
39°29'45" W, along the centerline of said 20.00' wide TUB easement, for a distance of 92.59' to a point;
thence proceed S 41°19'51" W, along the centerline of said 20.00' wide TUB easement, for a distance of
174.24' to a point; thence proceed S 30°49'29" W, along the centerline of said 20.00' wide TUB easement,
for a distance of 147.48' to a point; thence proceed S 36°58'11" W, along the centerline of said 20.00'
wide TUB easement, for a distance of 222.02' to a point; thence proceed S 31°35'02" W, along the
centerline of said 20.00' wide TUB easement, for a distance of 212.61' to a point; thence proceed N
61°02'25" W, along the centerline of said 20.00' wide TUB easement, for a distance of 35.37' to a point;
thence proceed N 52°57'32" W, along the centerline of said 20.00' wide TUB easement, for a distance of
150.34' to a point; thence proceed N 49°06'45" W, along the centerline of said 20.00' wide TUB easement,
for a distance of 37.00'± to a point on the East property line of Lot 43-AA as shown in the Map of "Anderson
Small Farms Resurvey 1" recorded in Map Book 253, Page 51 at the aforementioned Probate Office, said
point being the END of the centerline of a 20.00' wide permanent Trussville Utility Board easement.
Easement lines extend or trim to match property, right of way, and other easement lines as required.
Said easement contains 42,810 square feet or 0.983 acres more or less.

Easement 2:
A variable width permanent Trussville Utility Board easement lying in the SE ¼ of the SW ¼, Section 13,
Township 16S, Range 1W, and the NE ¼of the NW ¼ of Section 23, Township 16S, Range 1W, Jefferson
County, Alabama, and being more particularly described as follows:
COMMENCE at a 2" Crimped Pipe Found at the SW corner of Section 13, Township 16S, Range 1W,
Jefferson County, Alabama; thence proceed N 89°39'30" E, along the South line of said Section, for a
distance of 1793.16' to a point at the intersection of the said South Section line and the South property
line of "Parcel B" described in Instrument 2019041353, recorded in the Office of the Judge of Probate,
Jefferson County, Alabama; thence, leaving said South Section line, proceed S 62°50'39" E, along the South
property line of the said "Parcel B", for a distance of 340.38' to a 5#8" Iron Found (No Cap) at the SE corner
of said "Parcel B", said point being the POINT OF BEGINNING of a variable width Trussville Utility Board
(TUB) easement; thence proceed, along the East property line of said "Parcel B", said East property line
being in a curve to the right and having a central angle of 15°10'35", a radius of 763.90', a chord which
bears N 27°09'21" E, and a chord distance of 201.75', proceed along said curve for an arc distance of
202.34' to a point at the NE corner of said "Parcel B"; thence, leaving said East property line of "Parcel B",
proceed S 62°50'39" E for a distance of 10.02'± to a point on the West edge of a paved road
(Pumphouse/Riverbend Road); thence proceed S 33°26'56" W, along the said West edge of a paved road,
for a distance of 16.51' to a point; thence proceed S 30°56'15" W, along the said West edge of a paved
road, for a distance of 65.98' to a point, said point being on a non-tangent curve to the left and having a
central angle of 03°18'18", a radius of 1011.30', a chord which bears S 27°33'44" W, and a chord distance
of 58.33'; thence proceed, along the said West edge of a paved road, and along the said curve to the left
for an arc distance of 58.34' to a point, said point being on a non-tangent curve to the left and having a
central angle of 06°13'58", a radius of 565.82', a chord which bears S 21°03'40" W, and a chord distance
of 61.52'; thence proceed, along the said West edge of a paved road, and along the last said curve to the
left for an arc distance of 61.55' to a point; thence, leaving said West edge of a paved road, proceed N
62°50'29" W for a distance of 9.98' to the POINT OF BEGINNING.
Easement lines extend or trim to match property, right of way, and other easement lines as required.

9

Said easement contains 2,020 square feet or 0.046 acres more or less.

Easement 3:
A 20 feet wide permanent Trussville Utility Board easement lying in the SE ¼ and the NE ¼ of the SW ¼,
and the NW ¼ of the SE ¼ of Section 13, Township 16S, Range 1W, Jefferson County, Alabama, the
centerline of which being more particularly described as follows:
COMMENCE at a 2" Crimped Pipe Found at the SW corner of Section 13, Township 16S, Range 1W,
Jefferson County, Alabama; thence proceed N 89°39'30" E, along the South line of said Section, for a
distance of 1793.16' to a point at the intersection of the said South Section line and the South property
line of "Parcel B" described in Instrument 2019041353, recorded in the Office of the Judge of Probate,
Jefferson County, Alabama; thence, leaving said South Section line, proceed N 62°50'39" W, along the said
South property line of "Parcel B", for a distance of 95.76' to a Capped Iron Found stamped "RLS 2082" at
the SW corner of said "Parcel B"; thence proceed N 27°09'21" E, along the West line of said "Parcel B", for
a distance of 201.75' to a Capped Iron Found stamped "RLS 2082" at the NW corner of said "Parcel B";
thence proceed S 62°50'39" E, along the North line of said "Parcel B", for a distance of 219.13' to the
POINT OF BEGINNING of the centerline of a 20.00' wide permanent Trussville Utilities Board (TUB)
easement; thence, leaving the North line of said "Parcel B", proceed N 11°56'39" W, along the centerline
of said 20.00' wide TUB easement, for a distance of 41.82' to a point; thence proceed N 01°37'35" E, along
the centerline of said 20.00' wide TUB easement, for a distance of 117.08' to a point; thence proceed N
25°44'08" E, along the centerline of said 20.00' wide TUB easement, for a distance of 71.17' to a point;
thence proceed N 18°58'26" W, along the centerline of said 20.00' wide TUB easement, for a distance of
62.42' to a point; thence proceed N 31°18'48" W, along the centerline of said 20.00' wide TUB easement,
for a distance of 113.27' to a point; thence proceed N 38°28'48" W, along the centerline of said 20.00'
wide TUB easement, for a distance of 47.51' to a point; thence proceed S 59°21'09" W, along the
centerline of said 20.00' wide TUB easement, for a distance of 31.73' to a point; thence proceed N
29°35'09" W, along the centerline of said 20.00' wide TUB easement, for a distance of 72.76' to a point;
thence proceed N 26°09'09" E, along the centerline of said 20.00' wide TUB easement, for a distance of
64.08' to a point; thence continue N 26°09'09" E, along the centerline of said 20.00' wide TUB easement,
for a distance of 128.02' to a point; thence proceed N 37°29'03" E, along the centerline of said 20.00' wide
TUB easement, for a distance of 114.91' to a point; thence proceed N 45°18'41" E, along the centerline of
said 20.00' wide TUB easement, for a distance of 316.86' to a point; thence proceed N 58°30'40" E, along
the centerline of said 20.00' wide TUB easement, for a distance of 111.50' to a point; thence proceed N
51°01'03" E, along the centerline of said 20.00' wide TUB easement, for a distance of 322.39' to a point;
thence proceed N 35°23'47" E, along the centerline of said 20.00' wide TUB easement, for a distance of
109.87' to a point; thence proceed N 41°20'49" E, along the centerline of said 20.00' wide TUB easement,
for a distance of 95.35' to a point; thence proceed N 44°38'35" E, along the centerline of said 20.00' wide
TUB easement, for a distance of 107.68' to a point; thence proceed N 50°09'21" E, along the centerline of
said 20.00' wide TUB easement, for a distance of 68.33' to a point; thence proceed N 45°38'34" E, along
the centerline of said 20.00' wide TUB easement, for a distance of 106.42' to a point; thence proceed N
45°50'09" E, along the centerline of said 20.00' wide TUB easement, for a distance of 111.53' to a point
on the South edge of TUB easement 5, said point being the END of the centerline of a 20.00' wide
permanent Trussville Utility Board easement.
Easement lines extend or trim to match property, right of way, and other easement lines as required.
Said easement contains 44,294 square feet or 1.017 acres more or less.

10

Easement 4:
A 50 feet wide permanent Trussville Utility Board easement lying in the SE ¼ of the SW ¼ of Section 13,
Township 16S, Range 1W, Jefferson County, Alabama, the centerline of which being more particularly
described as follows:
COMMENCE at a 2" Crimped Pipe Found at the SW corner of Section 13, Township 16S, Range 1W,
Jefferson County, Alabama; thence proceed N 89°39'30" E, along the South line of said Section, for a
distance of 1793.16' to a point at the intersection of the said South Section line and the South property
line of "Parcel B" described in Instrument 2019041353, recorded in the Office of the Judge of Probate,
Jefferson County, Alabama; thence, leaving said South Section line, proceed N 62°50'39" W, along the said
South property line of "Parcel B", for a distance of 95.76' to a Capped Iron Found stamped "RLS 2082" at
the SW corner of said "Parcel B"; thence proceed N 27°09'21" E, along the West line of said "Parcel B", for
a distance of 201.75' to a Capped Iron Found stamped "RLS 2082" at the NW corner of said "Parcel B";
thence proceed S 62°50'39" E, along the North line of said "Parcel B", for a distance of 219.13' to a point;
thence, leaving the North line of said "Parcel B", proceed N 11°56'39" W for a distance of 41.82' to a point;
thence proceed N 01°37'35" E for a distance of 117.08' to a point; thence proceed N 25°44'08" E for a
distance of 71.17' to a point; thence proceed N 18°58'26" W for a distance of 62.42' to a point; thence
proceed N 31°18'48" W for a distance of 113.27' to a point; thence proceed N 38°28'48" W for a distance
of 47.51' to a point; thence proceed S 59°21'09" W for a distance of 31.73' to a point; thence proceed N
29°35'09" W for a distance of 72.76' to a point; thence proceed N 26°09'09" E for a distance of 64.08' to
the POINT OF BEGINNING of the centerline of a 50.00' wide permanent Trussville Utility Board (TUB)
easement; thence proceed N 64°00'12" W, along the centerline of said 50.00' wide TUB easement, for a
distance of 126.04' to a point; thence proceed N 61°48'54" W, along the centerline of said 50.00' wide
TUB easement, for a distance of 118.64' to a point; thence proceed N 57°36'40" W, along the centerline
of said 50.00' wide TUB easement, for a distance of 131.86'± to the East line of the Cahaba River and the
END of the centerline of a 50.00' wide permanent Trussville Utility Board easement.
Easement lines extend or trim to match property, right of way, and other easement lines as required.
Said easement contains 18,830 square feet or 0.432 acres more or less.

Easement 5:
A variable width permanent Trussville Utility Board easement lying in the NW ¼ of the SE ¼ of Section 13,
Township 16S, Range 1W, Jefferson County, Alabama, and being more particularly described as follows:
COMMENCE at a 2" Crimped Pipe Found at the SW corner of Section 13, Township 16S, Range 1W,
Jefferson County, Alabama; thence proceed N 89°39'30" E, along the South line of said Section, for a
distance of 1006.67' to a point; thence, leaving said South line of said Section, proceed N 00°20'30" W for
a distance of 1758.30' to the POINT OF BEGINNING of a variable width TUB permanent easement, said
point also being the END of the centerline of Trussville Utility Board (TUB) easement described in TUB
easement 3; thence proceed N 21°13'41" W for a distance of 20.87' to a point; thence proceed N 42°17'38"
W for a distance of 93.30' to a point; thence proceed N 41°05'37" W for a distance of 239.63' to a point;
thence proceed N 17°00'18" E for a distance of 174.55' to a point; thence proceed N 54°08'44" E for a
distance of 80.52'± to a point on the West line of "Parcel D" described in Instrument 2019041353,

11

recorded in the Office of the Judge of Probate, Jefferson County, Alabama; thence proceed, along the said
West line of "Parcel D", S 25°26'43" E for a distance of 23.01' to a Capped Iron Found stamped "RLS 2082";
thence proceed N 64°50'45" E, along the South line of said "Parcel D" for a distance of 19.65' to a point;
thence, leaving said South line of said "Parcel D", proceed S 52°32'36" W for a distance of 93.72' to a point;
thence proceed S 13°45'30" W for a distance of 149.81' to a point; thence proceed S 39°58'57" E for a
distance of 63.53' to a point; thence proceed S 46°21'22" E for a distance of 83.72' to a point; thence
proceed S 44°00'06" E for a distance of 76.68' to a point; thence proceed S 28°28'26" E for a distance of
21.82' to a point; thence proceed S 42°17'38" E for a distance of 93.49'± to the edge of a paved road
(Riverbend Road); thence proceed S 46°50'59" W, along the edge of said paved road, for a distance of
41.38' to a point; thence, leaving the edge of said paved road, proceed N 21°13'41" W for a distance of
10.78' to the POINT OF BEGINNING.
Easement lines extend or trim to match property, right of way, and other easement lines as required.
Said easement contains 17,172 square feet or 0.394 acres more or less.

EASEMENT 6:
A variable width permanent Trussville Utility Board easement lying in the NW ¼ of the NW ¼ of Section
23, Township 16S, Range 1W, Jefferson County, Alabama, and being situated on Lot 43-AA of "Anderson
Small Farm Resurvey 1" recorded in Map Book 253, Page 51 in the Office of the Judge of Probate, Jefferson
County, Alabama, and being more particularly described as follows:
COMMENCE at a 2" Crimped Pipe Found at the NW corner of Section 23, Township 16S, Range 1W,
Jefferson County, Alabama; thence proceed S 00°11'15" E, along the West line of said section, for a
distance of 1079.08' to a point; thence, leaving said West Section line, proceed N 89°48'45" E for a distance
of 177.55' to a point on the East line of "Parcel 1" described in a previous survey by McCullers-Capps &
Associates, Inc. dated 04-22-2026, said point being the POINT OF BEGINNING of a variable width
permanent Trussville Utility Board easement; thence proceed N 44°02'48" W, along the East line of said
"Parcel 1", for a distance of 96.89' to a Capped Iron Set (stamped "MC&A INC, CA 250 LS"); thence proceed
N 59°48'25" E, along the East line of said "Parcel 1", for a distance of 22.81' to a point; thence, leaving said
East line of said "Parcel 1", proceed S 30°26'00" E for a distance of 94.07' to the POINT OF BEGINNING.

Easement lines extend or trim to match property, right of way, and other easement lines as required.
Said easement contains 1,073 square feet or 0.025 acres more or less.

12

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ĐĞŶƚĞƌůŝŶĞŽĨƐĂŝĚϮϬ͘ϬϬΖǁŝĚĞdhĞĂƐĞŵĞŶƚ͕ĨŽƌĂĚŝƐƚĂŶĐĞŽĨϲϮ͘ϰϮΖƚŽĂƉŽŝŶƚ͖ƚŚĞŶĐĞƉƌŽĐĞĞĚEϯϭΣϭϴΖϰϴΗt͕ĂůŽŶŐƚŚĞĐĞŶƚĞƌůŝŶĞŽĨƐĂŝĚϮϬ͘ϬϬΖǁŝĚĞdhĞĂƐĞŵĞŶƚ͕
ĨŽƌĂĚŝƐƚĂŶĐĞŽĨϭϭϯ͘ϮϳΖƚŽĂƉŽŝŶƚ͖ƚŚĞŶĐĞƉƌŽĐĞĞĚEϯϴΣϮϴΖϰϴΗt͕ĂůŽŶŐƚŚĞĐĞŶƚĞƌůŝŶĞŽĨƐĂŝĚϮϬ͘ϬϬΖǁŝĚĞdhĞĂƐĞŵĞŶƚ͕ĨŽƌĂĚŝƐƚĂŶĐĞŽĨϰϳ͘ϱϭΖƚŽĂƉŽŝŶƚ͖ƚŚĞŶĐĞ
ƉƌŽĐĞĞĚ^ϱϵΣϮϭΖϬϵΗt͕ĂůŽŶŐƚŚĞĐĞŶƚĞƌůŝŶĞŽĨƐĂŝĚϮϬ͘ϬϬΖǁŝĚĞdhĞĂƐĞŵĞŶƚ͕ĨŽƌĂĚŝƐƚĂŶĐĞŽĨϯϭ͘ϳϯΖƚŽĂƉŽŝŶƚ͖ƚŚĞŶĐĞƉƌŽĐĞĞĚEϮϵΣϯϱΖϬϵΗt͕ĂůŽŶŐƚŚĞĐĞŶƚĞƌůŝŶĞŽĨ
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ŽĨϲϰ͘ϬϴΖƚŽĂƉŽŝŶƚ͖ƚŚĞŶĐĞĐŽŶƟŶƵĞEϮϲΣϬϵΖϬϵΗ͕ĂůŽŶŐƚŚĞĐĞŶƚĞƌůŝŶĞŽĨƐĂŝĚϮϬ͘ϬϬΖǁŝĚĞdhĞĂƐĞŵĞŶƚ͕ĨŽƌĂĚŝƐƚĂŶĐĞŽĨϭϮϴ͘ϬϮΖƚŽĂƉŽŝŶƚ͖ƚŚĞŶĐĞƉƌŽĐĞĞĚE
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ƚŽĂƉŽŝŶƚ͖ƚŚĞŶĐĞƉƌŽĐĞĞĚEϱϭΣϬϭΖϬϯΗ͕ĂůŽŶŐƚŚĞĐĞŶƚĞƌůŝŶĞŽĨƐĂŝĚϮϬ͘ϬϬΖǁŝĚĞdhĞĂƐĞŵĞŶƚ͕ĨŽƌĂĚŝƐƚĂŶĐĞŽĨϯϮϮ͘ϯϵΖƚŽĂƉŽŝŶƚ͖ƚŚĞŶĐĞƉƌŽĐĞĞĚEϯϱΣϮϯΖϰϳΗ͕
ĂůŽŶŐƚŚĞĐĞŶƚĞƌůŝŶĞŽĨƐĂŝĚϮϬ͘ϬϬΖǁŝĚĞdhĞĂƐĞŵĞŶƚ͕ĨŽƌĂĚŝƐƚĂŶĐĞŽĨϭϬϵ͘ϴϳΖƚŽĂƉŽŝŶƚ͖ƚŚĞŶĐĞƉƌŽĐĞĞĚEϰϭΣϮϬΖϰϵΗ͕ĂůŽŶŐƚŚĞĐĞŶƚĞƌůŝŶĞŽĨƐĂŝĚϮϬ͘ϬϬΖǁŝĚĞdh
ĞĂƐĞŵĞŶƚ͕ĨŽƌĂĚŝƐƚĂŶĐĞŽĨϵϱ͘ϯϱΖƚŽĂƉŽŝŶƚ͖ƚŚĞŶĐĞƉƌŽĐĞĞĚEϰϰΣϯϴΖϯϱΗ͕ĂůŽŶŐƚŚĞĐĞŶƚĞƌůŝŶĞŽĨƐĂŝĚϮϬ͘ϬϬΖǁŝĚĞdhĞĂƐĞŵĞŶƚ͕ĨŽƌĂĚŝƐƚĂŶĐĞŽĨϭϬϳ͘ϲϴΖƚŽĂƉŽŝŶƚ͖
ƚŚĞŶĐĞƉƌŽĐĞĞĚEϱϬΣϬϵΖϮϭΗ͕ĂůŽŶŐƚŚĞĐĞŶƚĞƌůŝŶĞŽĨƐĂŝĚϮϬ͘ϬϬΖǁŝĚĞdhĞĂƐĞŵĞŶƚ͕ĨŽƌĂĚŝƐƚĂŶĐĞŽĨϲϴ͘ϯϯΖƚŽĂƉŽŝŶƚ͖ƚŚĞŶĐĞƉƌŽĐĞĞĚEϰϱΣϯϴΖϯϰΗ͕ĂůŽŶŐƚŚĞ
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ĐĞŶƚĞƌůŝŶĞŽĨǁŚŝĐŚďĞŝŶŐŵŽƌĞƉĂƌƟĐƵůĂƌůLJĚĞƐĐƌŝďĞĚĂƐĨŽůůŽǁƐ͗
KDDEĂƚĂϮΗƌŝŵƉĞĚWŝƉĞ&ŽƵŶĚĂƚƚŚĞ^tĐŽƌŶĞƌŽĨ^ĞĐƟŽŶϭϯ͕dŽǁŶƐŚŝƉϭϲ^͕ZĂŶŐĞϭt͕:ĞīĞƌƐŽŶŽƵŶƚLJ͕ůĂďĂŵĂ͖ƚŚĞŶĐĞƉƌŽĐĞĞĚEϴϵΣϯϵΖϯϬΗ͕ĂůŽŶŐƚŚĞ
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EϮϳΣϬϵΖϮϭΗ͕ĂůŽŶŐƚŚĞtĞƐƚůŝŶĞŽĨƐĂŝĚΗWĂƌĐĞůΗ͕ĨŽƌĂĚŝƐƚĂŶĐĞŽĨϮϬϭ͘ϳϱΖƚŽĂĂƉƉĞĚ/ƌŽŶ&ŽƵŶĚƐƚĂŵƉĞĚΗZ>^ϮϬϴϮΗĂƚƚŚĞEtĐŽƌŶĞƌŽĨƐĂŝĚΗWĂƌĐĞůΗ͖ƚŚĞŶĐĞ
ƉƌŽĐĞĞĚ^ϲϮΣϱϬΖϯϵΗ͕ĂůŽŶŐƚŚĞEŽƌƚŚůŝŶĞŽĨƐĂŝĚΗWĂƌĐĞůΗ͕ĨŽƌĂĚŝƐƚĂŶĐĞŽĨϮϭϵ͘ϭϯΖƚŽĂƉŽŝŶƚ͖ƚŚĞŶĐĞ͕ůĞĂǀŝŶŐƚŚĞEŽƌƚŚůŝŶĞŽĨƐĂŝĚΗWĂƌĐĞůΗ͕ƉƌŽĐĞĞĚEϭϭΣϱϲΖϯϵΗ
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ƉƌŽĐĞĞĚEϲϰΣϬϬΖϭϮΗt͕ĂůŽŶŐƚŚĞĐĞŶƚĞƌůŝŶĞŽĨƐĂŝĚϱϬ͘ϬϬΖǁŝĚĞdhĞĂƐĞŵĞŶƚ͕ĨŽƌĂĚŝƐƚĂŶĐĞŽĨϭϮϲ͘ϬϰΖƚŽĂƉŽŝŶƚ͖ƚŚĞŶĐĞƉƌŽĐĞĞĚEϲϭΣϰϴΖϱϰΗt͕ĂůŽŶŐƚŚĞĐĞŶƚĞƌůŝŶĞ
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