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HomeMy WebLinkAboutContract 39187 CITY 'SECRETARY PURCHASE CONTRACT CONTRACT NO. THIS PURCHASE CONTRACT ("Contract") is made and entered into by and between the CITY OF FORT WORTH, TEXAS, acting by and through its duly authorized City Manager or Assistant City Manager ("Purchaser") and Jose Luis Saucillo, & Sara Saucillo ("Seller") as of the date on which this Contract is executed by the last to sign of Seller and Purchaser ("Effective Date"). RECITALS 1. Seller is the owner of Block 5, Lots 9 & 10,of the Diamond Hill Addition to the City of Fort Worth, according to the plat recorded in Vol. 388-13, Page 258, Plat Records, Tarrant County, Texas and with a street address of 2700 Decatur Avenue, Fort Worth, Texas 76106 together with any easements, rights-of-way, licenses, interests, and rights appurtenant thereto (collectively, the "Property"), except that the seller Jose Luis Saucillo & Sara Saucillo will retain their minerals rights. 2. Purchaser is a municipal corporation that desires to acquire the purchase of the Property for public use for drainage improvements to Lebow Channel. 3. Seller desires to sell the Property for fair market value for drainage improvements to Lebow Channel (Project Improvements) and will benefit the citizens of Fort Worth in general. AGREEMENT In consideration of the mutual covenants in this Contract, Seller and Purchaser agree as follows: Section 1. Sale and Purchase. (a) Seller agrees to sell and convey the Property to Purchaser, and Purchaser agrees to purchase and accept the Property from Seller, for the Purchase Price (as defined below), subject to the terms and conditions set forth in this Contract. (b) Seller shall convey the Property to Purchaser free and clear of all liens, claims, easements, rights-of-way, reservations, restrictions, encroachments, tenancies, and any other encumbrances (collectively, the "Encumbrances") except the Encumbrances appearing in the Title Commitment (as defined below in Section 3) and the survey that are not cured and that are subsequently waived pursuant to Section 3 below ("Permitted Encumbrances"). (c) Seller shall retain all mineral interests in the property except that Seller shall waive any and all rights of egress and ingress upon or across the surface of the property for purposes of exploring for or developing oil, gas hydrocarbons or other minerals. OFFICIAL REC�'b CITY SECRETARY FT. WORTH,TX - 1 - Section 2. Purchase Price (a) The purchase price ("Purchase Price") for the Property, payable by Purchaser to Seller in cash at Closing ($39,000.00), Thirty-Nine Thousand Dollars. Section 3. Title Commitment and Survey. (a) Within thirty (30) days after. the Effective Date, Purchaser shall obtain, at Purchaser's sole cost and expense (i) an Owner's Commitment for Title Insurance ("Title Commitment") from Alamo Title Company, Attn: Wilson Martin, 3500 Hulen Street, Fort Worth, Texas 76107, Telephone Number 817-731-8715 and Fax Number 817-377-2292 ("Title Company"), setting forth the status of the title of the Property and showing all Encumbrances and other matters, if any, relating to the Property; and (ii) a legible copy of all documents referred to in the Title Commitment, including but not limited to, plats, reservations, restrictions, and easements. (b) Within ten (10) days after the Effective Date of this Contract, Seller shall provide to Purchaser a copy of any survey of the Property in Seller's possession. Within forty-five (45) days after the Effective Date, Purchaser may obtain, at Purchaser's sole cost and expense, an updated survey ("Survey") consisting of a plat and field notes describing the Property, prepared pursuant to a current on-the-ground staked survey performed by a registered public surveyor or engineer satisfactory to Purchaser and Title Company. The Survey shall (i) be certified to Purchaser, its successors and assigns, and Title Company, (ii) reflect the actual dimensions of and the total number of square feet within the Property, net of any portion thereof lying within a publicly dedicated roadway or a utility easement, (iii) identify any rights-of-way, easements, or other Encumbrances by reference to applicable recording data, and (iv) include the Surveyor's registered number and seal, the date of the Survey. The description of the Property prepared as a part of the Survey will be used in all of the documents set forth in this Contract that require a description of the Property. (c) If the Title Commitment or Survey discloses any Encumbrances or other matters which are not acceptable to Purchaser in Purchaser's sole discretion, then Purchaser shall give Seller written notice thereof within fifteen (15) days after receipt of the Title Commitment, Survey and all documents referred to in the Title Commitment, specifying Purchaser's objections ("Objections"), if any. If Purchaser gives such notice to Seller, Seller shall use its best efforts to cure the Objections, but shall be under no obligation to do so. (d) If Purchaser gives notice of Objections and Seller does not cure the Objections, cause the Title Commitment and Survey to be amended to give effect to matters that are cured, and give Purchaser written notice thereof within the fifteen (15) day period following receipt of the notice from Purchaser ("Cure Period"), Purchaser shall have the right either (i) to terminate this Contract by giving written notice thereof to Seller at any time after the expiration of such Cure Period but prior to the expiration of the Option Period, and, upon such termination, neither party hereto shall have any further rights or obligations, or (ii) to waive the Objections and consummate the purchase of the Property subject to the Objections which shall be deemed to be Permitted Encumbrances. Notwithstanding the foregoing sentence, if Seller has commenced curing the Objections and is diligently prosecuting the same, as determined by Purchaser in - 2 - Purchaser's sole discretion, then Purchaser in Purchaser's sole discretion may extend the Cure Period for an amount of time Buyer deems necessary for Seller to cure the same. Section 4. Review Reports. Within twenty (20) days after the Effective Date, Seller shall deliver to Purchaser for Purchaser's review any environmental reports and studies in Seller's possession concerning the Property ("Reports"). Section 5. Inspection of the Property (a) Purchaser may enter the Property before closing to inspect the Property and conduct a Phase I Environmental. (b) Purchaser must notify Seller in advance of Purchaser's plans to inspect the Property and conduct and tests so that Seller may be present during such inspections or tests. Section 6. Option Period. (a) Notwithstanding anything to the contrary contained in this Contract, until ninety (90) days after the Effective Date ("Option Period"), the following is a condition precedent to Purchaser's obligations under this Contract: Purchaser being satisfied in Purchaser's sole and absolute discretion that the Property is suitable for Purchaser's intended uses, including, without limitation, Purchaser being satisfied with the results of the Tests (defined in Section 7 below). (b) If Purchaser is not satisfied in Purchaser's sole and absolute discretion as to the condition precedent described in Section 6(a) above, Purchaser may give written notice thereof to Seller on or before the end of the Option Period, whereupon this Contract shall terminate. Upon such termination, and neither party shall have any further rights or obligations under this Contract. (c) The provisions of this Section 6 control all other provisions of this Contract. Section 7. Tests. Purchaser, at Purchaser's sole cost and risk, shall have the right to go on to the Property, including the Improvements, to make inspections, surveys, test borings, soil analyses, and other tests, studies and surveys, including without limitation, environmental tests, borings, analyses, and studies ("Tests). Any engineering and feasibility tests shall be conducted at Purchaser's sole risk and expense, and Purchaser agrees to indemnify and defend Seller and the Property from any liens and claims resulting from such tests. Purchaser shall be solely responsible for all costs of any environmental site assessments Purchaser deems necessary. The Property will be restored by Purchaser to its original condition at Purchaser' sole expense following any site work. In the event this transaction does not close for any reason whatsoever, the Purchaser shall release to Seller any and all independent test studies or tests results obtained during this inspection period. Section 8. Closing. (a) At the Closing, all of the following shall occur, all of which are deemed concurrent conditions: - 3 - (1) Seller, at Seller's sole cost and expense, shall deliver or cause to be delivered to Purchaser the following: (i) a General Warranty Deed ("Deed"), fully executed and acknowledged by Seller, conveying to Purchaser good and indefeasible fee simple title to the Property subject only to the Permitted Encumbrances, with the precise form of the Deed to be determined pursuant to Section 10 below; (ii) Any other instrument or document necessary for Title Company to issue the Owner Policy in accordance with Section 8(a) (3) below. (2) Purchaser, at Purchaser's sole cost and expense, shall deliver or cause to be delivered to Seller through the Title Company federally wired funds or a certified or cashier's check or such other means of funding acceptable to Seller, in an amount equal to the Purchase Price, adjusted for closing costs and prorations. (3) Title Company shall issue to Purchaser, at Purchaser's sole cost and expense, an Owner Policy of Title Insurance ("Owner Policy") issued by Title Company in the amount of the Purchase Price insuring that, after the completion of the Closing, Purchaser is the owner of indefeasible fee simple title to the Property, subject only to the Permitted Encumbrances, and the standard printed exceptions included in a Texas Standard Form Owner Policy of Title Insurance; provided, however, the printed form survey exception shall be limited to "shortages in area," the printed form exception for restrictive covenants shall be deleted except for those restrictive covenants that are Permitted Encumbrances, there shall be no exception for rights of parties in possession, and the standard exception for taxes shall read: "Standby Fees and Taxes for [the year of Closing] and subsequent years, and subsequent assessments for prior years due to change in land usage or ownership"; (4) Seller and Purchaser shall each pay their respective attorneys' fees. (5) Purchaser shall pay all recording fees. (6) The City will conduct an environmental review of the Property and if an environmental hazard is found the City has the right to cancel this contract. (7) Purchaser of the property agrees to pay up to $3,000.00 maximum closing fees and costs as allowed by the City Council. Seller (s) agrees to pay closing fees and costs exceeding $3,000.00 if applicable. (b) Ad valorem and similar taxes and assessments, if any, relating to the Property shall be prorated between Seller and Purchaser as of the Closing Date, based on estimates of the amount of taxes that will be due and payable on the Property during the calendar year in which the Closing occurs. As soon as the amount of taxes and assessments on the Property for that year is known, Seller and Purchaser shall readjust the amount of taxes to be paid by each party with the result that Seller shall pay for any taxes and assessments applicable to the Property up to and -4 - including the date of Closing, and Purchaser shall pay for those taxes and assessments applicable to the Property after the Closing. The provisions of this Section 8(b) survive the Closing. (c) Upon completion of the Closing, Seller shall deliver possession of the Property to Purchaser, free and clear of all tenancies of every kind. Section 9. Agents. Seller and Purchaser each represent and warrant to the other that it has not engaged the services of any agent, broker, or other similar party in connection with this transaction. Section 10. Closing Documents. No later than fifteen (15) days prior to the Closing Date, Seller shall deliver to Purchaser a copy of the General Warranty Deed, which is subject to Purchaser's reasonable right of approval. Section 11. Notices. (a) Any notice under this Contract shall be in writing and shall be deemed to have been served if (i) delivered in person to the address set forth below for the party to whom the notice is given, (ii) delivered in person at the Closing (if that party is present at the Closing), (iii) placed in the United States mail, return receipt requested, addressed to such party at the address specified below, (iv) deposited into the custody of Federal Express Corporation to be sent by FedEx Overnight Delivery or other reputable overnight carrier for next day delivery, addressed to the party at the address specified below, or (v) telecopied to the party at the telecopy number listed below, provided that the transmission is confirmed by telephone on the date of the transmission. (b) The address of Purchaser under this Contract is: City of Fort Worth Right-of-Way 8851 Camp Bowie Blvd. Fort Worth, Texas 76116 Attention: Theresa Khammash Telephone: 817-3 92-6349 (c) The address of Seller under this Contract is: Jose Luis Saucillo & Sara Saucillo 2700 Decatur Avenue Fort Worth, Texas 76106 (d) From time to time either party may designate another address or telecopy number under this Contract by giving the other party advance written notice of the change. Section 12. Termination, Default, and Remedies. (a) If Purchaser fails or refuses to consummate the purchase of the Property pursuant to this Contract at the Closing for any reason other than termination of this Contract by Purchaser pursuant to a right so to terminate expressly set forth in this Contract or Seller's failure to perform Seller's obligations under this Contract, then Seller, as Seller's sole and exclusive - 5 - remedy, shall have the right to terminate this Contract by giving written notice thereof to Purchaser prior to or at the Closing, whereupon neither party hereto shall have any further rights or obligations hereunder. (b) If Seller fails or refuses to consummate the sale of the Property pursuant to this Contract at Closing or fails to perform any of Seller's other obligations hereunder either prior to or at the Closing for any reason other than the termination of this Contract by Seller pursuant to a right so to terminate expressly set forth in this Contract or Buyer's failure to perform Purchaser's obligations under this Contract, then Purchaser shall have the right to terminate this Contract by giving written notice thereof to Seller prior to or at the Closing and neither party hereto shall have any further rights or obligations hereunder. Section 13. Entire Contract. This Contract (including the attached exhibits) contains the entire contract between Seller and Purchaser, and no oral statements or prior written matter not specifically incorporated herein is of any force and effect. No modifications are binding on either party unless set forth in a document executed by that party. Section 14. Assigns. This Contract inures to the benefit of and is binding on the parties and their respective legal representatives, successors, and assigns. Neither party may assign its interest under this Contract without the prior consent of the other party. Section 15. Time for Execution. If Seller has not executed and returned a fully executed copy of this Contract to Purchaser by 5:00 p.m., Fort Worth, Texas time on February 13, 2009, this Contract shall be null and void. Section 16. Time of the Essence. Time is of the essence under this Contract. Section 17. Taking Prior to Closing. If, prior to Closing, the Property or any portion thereof becomes subject to a taking by virtue of eminent domain, Purchaser may, in Purchaser's sole discretion, either (i) terminate this Contract and neither party shall have any further rights or obligations hereunder, or (ii) proceed with the Closing of the transaction with an adjustment in the Purchase Price to reflect the net square footage of the Property after the taking. Section 18. Governing Law. This Contract shall be governed by and construed in accordance with the laws of the State of Texas. Section 19. Performance of Contract. The obligations under the terms of the Contract are performable in Tarrant County, Texas, and any and all payments under the terms of the Contract are to be made in Tarrant County, Texas. Section 20. Venue. Venue of any action brought under this Contract shall be in Tarrant County, Texas if venue is legally proper in that county. Section 21. Severability. If any provision of this Contract is held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability will not affect any other provision, and this Contract will be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. - 6 - Section 22. Business Days. If the Closing date or the day for performance of any act required under this Contract falls on a Saturday, Sunday, or legal holiday, then the Closing date or the day for such performance, as the case may be, shall be the next following regular business day. Section 23. Counterparts. This Contract may be executed in multiple counterparts, each of which will be deemed an original,but which together will constitute one instrument. - 7 - This Contract is executed as of the Effective Date. Purchaser: CITY OF FORT WORTH By: Fernando Costa Assistant C' y Vanager Date• S Sworn before me on the day of , 2009 HETfIE LANE °; *= MY co%11SSION EXPIRES ' July 26,2011 Notary Public "'F°„... My commission expires on Attest ,, Marty Hendrix 11-1�^1 ` ,0\ City Secretary Contract Authorization Approved as to Legality and Form-_ Date Assistant City Attorney SELLER(S): ,;;.R5.,, LETICIA ANN ROJO By: '!' NotaryPublic,state of Texas Nam • Jose Luis Saucillo M Commission Expires Date: /-1,- 0� ,o���° October 03,2011 Sworn before me on the Ir day of &n uhn., ,2009 Notary Public M ission expires on B Name: Sara Sauc>< o Date: LETICIA ANN ROJO '+ �E Notary Public,state of Texas `}�. My Commission Expires Sworn before me on the 1. -day of -Te,11 LZ,f�,, , 2009 t;�, October o3,2011 Notary Public OFFICIAL RECORD My commission expires on /0-0 3 � -2o// CITY SECRETARY - 8 - FT. WORTH, TX By its execution below, Title Company agrees to perform its other duties pursuant to the provisions of this Contract. TITLE COMPANY: By: Name: Title: Date: - 9 - EXHIBIT "A" Description of Property Lot 9 & 10, Block 5 of the Diamond Hill Addition, Addition to the City of Fort Worth, according to the plat recorded in Vol. 388-B, Page 258, Plat Records, Tarrant County, Texas and with a street address of 2700 Decatur Avenue, Fort Worth, Texas 76106 official site of the City of Fort Worth,Texas CITY COUNCIL AGENDA Folio RTHIrlo- COUNCIL ACTION: Approved on 3/31/2009 DATE: 3/31/2009 REFERENCE NO.: **L-14742 LOG NAME: 202700DECATUR CODE: L TYPE: CONSENT PUBLIC NO HEARING: SUBJECT: Authorize Purchase of an Improved Lot Located at 2700 Decatur Avenue from Jose and Sara Saucillo for the Lebow Channel Drainage Project for the Amount of$39,000.00 Plus Estimated Closing Costs of$3,000.00 RECOMMENDATION: It is recommended that the City Council: 1. Authorize the acquisition of an improved lot located at 2700 Decatur Avenue, further known as Lots 9 and 10, Block 5, of the Diamond Hill Addition, an addition to the City of Fort Worth, Tarrant County, Texas, from Jose and Sara Saucillo; 2. Find that the price offered in the amount of$39,000.00 for an improved lot, plus an estimated closing cost of$3,000.00 is just compensation; and 3. Authorize the acceptance and recording of appropriate instruments. DISCUSSION: The 2004 Capital Improvement Program included funds for the Lebow Channel Drainage Improvement Project to alleviate flooding in multiple neighborhoods on the north side of Fort Worth. Right-of-way for this project will be purchased using Storm Water Capital Project 2007 Revenue Bonds. The property located at 2700 Decatur Avenue (Lots 9 and 10, Block 5) lies within the Lebow Channel Floodway. The Transportation and Public Works Department identified this property as needed for the Lebow Channel Improvement Project. An appraisal was performed by a licensed appraiser with the value estimated at $39,000.00. The real estate taxes on this properties will be pro-rated to the date of closing with the seller being responsible for any taxes due up to the closing date. The City will pay closing costs and recording fees in an amount up to $3,000.00. Proiect Parcel Address Legal Description Type of Property Amount No. Lots 9 and 10, 574 2700 Decatur Block 5 0.2869 acre $39,000.00 Avenue Diamond Hill Addition Estimated Closing $3,000.00 Costs Total $42,000.00 This property is located in COUNCIL DISTRICT 2, Mapsco 62H. FISCAL INFORMATION/CERTIFICATION: The Financial Management Services Director certifies that funds are available in the current Capital Budget, as appropriated, in the Storm Water Capital Projects 2007 Revenue Bond Fund. TO Fund/Account/Centers FROM Fund/Account/Centers P229 541100 202280008441 $42,000.00 Submitted for City Manager's Office bv: Fernando Costa (6122) Originating Department Head: William A. Verkest (7801) Additional Information Contact: Theresa Khammash (6349) ATTACHMENTS 2700DECATUR.pdf