HomeMy WebLinkAboutContract 55867Secretary Contract # 55867
CONTRACT OF SALE AND PURCHASE
(Sale by City of Fort Worth of Lake Worth Leased Lot)
THIS CONTRACT OF SALE AND PURCHASE ("Contract") is made and entered into
by and between the CITY OF FORT WORTH, TEXAS, a Texas home rule municipal corporation,
acting by and through its duly authorized City Manager or Assistant City Manager ("Seller") and
Geor�e and Theresa GallowaX ("Purchaser") as of Apri16, 2021 ("Effective Date").
RECITALS
Seller is the owner of the real property only (exclusive of improvements) located at 8501
Heron Drive (the Property"), as shown and more particularly described on the attached
Exhibit "A", incorporated herein for all purposes.
2. Seller and Purchaser (as successor-in-interest to original lessee) are parties to a ground
lease for the Property dated February 1, 1982, as amended by a lease amendment dated
October 14, 2020 (collectively, the "Lease Agreement").
3. The Lease Agreement provides Purchaser with an option to purchase ("Option"), pursuant
to Section 272.001(h) of the Local Government Code, and by execution of this Contract,
Purchaser hereby exercises the Option.
AGREEMENT
In consideration of the mutual covenants, representations, warranties and agreements
contained herein, and for other good and valuable consideration, the receipt and adequacy of which
are hereby acknowledged, Seller and Purchaser agree as follows:
Section 1. A�reement of Sale and Purchase.
(a) Seller agrees to sell and convey the Property to Purchaser, and Purchaser agrees to
purchase and accept the Properry 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 Properry to Purchaser AS-IS, as set forth in Section 5.
(c) In Seller's conveyance of the Properiy to Purchaser, the following rights and
interests shall be reseived to Seller (or have previously been reserved by Seller's predecessor in
title), and such reseivation is hereby approved for all purposes: all right, title, and interest in and
to all oil, gas, and other minerals in and under the Property, if any.
(d) An avigation easement is reserved on behalf of the public for fi•ee and unobstructed
passage of aircraft over the subject property in the navigable airspace above the minimum altitudes
of flight prescribed by federal regulations, including airspace needed to ensul•e safety in the takeoff
and landing of aircraft. Purchaser hereby releases Seller, its ofiicers, agents and employees from
Purchase Contract 8501 Heron Drive
OFFICIAL REC�RD
CITY SECRETARY
FT. WORTH, TX
any and all claim and liability resulting from the noise, vibration, fumes, dust fuel, electromagnetic
interference and lubricant particles and all other effects, whether such claims are for injury or death
to person or persons or damages to or taking of property, arising out of or in connection with the
use of this easement, when such use is in compliance with the regulations and guidelines of the
Federal Aviation Administration, successor agency, or other governmental authority with
jurisdiction over the matter.
(e) Seller shall retain the following easements and any easernents retained by Seller
will be at no cost to Seller: all existing easements, whether of record or not, known or wiknown.
( fl Pursuant to City of Fort Worth Code of Ordinances Section 35-3, Purchaser agrees
to connect to water and sanitary sewer lines if available prior to Closing, or, if not available prior
to Closing, as soon as practicable after such lines are made available. This requirements shall
survive Closing.
Section 2. Purchase Price.
The purchase price ("Purchase Price") for the Property, payable by Purchaser to Seller in
cash at Closing (defined below), is Ninety-�ve thousand and 00/100 dollars ($95,000.00). Section
272.001(h) of the Local Government Code requires the Property to be sold for fair market value
of the land as determined by a certified appraiser, and pursuant to an appraisal obtained by Geor e
and Theresa Gallowa� dated January 15, 2021, Seller has determined that the Purchase Price
reflects the current fair market value of the Property.
Section 3. Title Commitment and Survev.
(a) Within fifteen (15) days after the Effective Date, Purchaser shall obtain at
Purchaser's sole cost and expense (i) a Commitment for Title Insurance and Title Policy ("Title
Commitment") from the Title Company of Purchaser's choice ("Title Company"), setting forth the
status of the title of the Property and showing all liens, claims, easements, rights-of-way,
reservations, restrictions, encroachments, tenancies, and any other encumbrances (collectively, the
"Encumbrances") and other matters, if any, relating to the Properiy; 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 twenty-five (25) 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 stalced 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 iights-of-way, easements, or other Encumbrances by reference to applicable
recording data, and (iv) include the Surveyor's registered number and seal, and the date of the
Sl.uvey. 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 requires a legal description of the Property.
Purchase Contract 8501 Heron Drive
pg. 2
(c) If the Title Commitment or Survey discloses any Encumbrances or other matters
that are not acceptable to Purchaser in Purchaser's sole discretion, then Purchaser shall give Seller
written notice thereof within iive (5) 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 may 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 five (5) 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 (as defined below), 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 Piu•chaser's sole discretion, then Purchaser in Purchaser's sole discretion may extend
the Cure Period for an amount of time Purchaser deems necessary for Seller to cure the same.
PURCHASER ACKNOWLEDGES THAT A TERMINATION OF THIS CONTRACT
PURSUANT TO THE TERMINATION RIGHT IN THIS SECTION 3(d) OR ANY OTHER
TERMINATION RIGHT HEREIN WILL BE A DEFAULT BY LESSEE UNDER THE
LEASE AGREEMENT, AND PURCHASER/LESSEE WILL THEN BE SUBJECT TO
THE TERMINATION RIGHT OF THE SELLER/LESSOR IN THE LEASE
AGREEMENT.
5ection 4. Review Reports. DELETED BY AGREEMENT OF THE PARTIES.
Section 5. Representations, Warranties, "AS IS" .
(a) EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, PURCHASER
ACKNOWLEDGES AND AGREES THAT SELLER HAS NOT MADE, DOES NOT
MAKE AND SPECIFICALLY NEGATES AND DISCLAIMS ANY REPRESENTATIONS,
WARRANTIES, PROMISES, COVENANTS, AGREEMENTS OR GUARANTIES OF
ANY HIND OR CHARACTER WHATSOEVER, WHETHER EXPRESS OR IMPLIED,
ORAL OR WRITTEN, PAST, PRESENT OR FUTURE, OF, AS, TO CONCERNING OR
WITH RESPECT TO (A) THE VALUE, NATURE, QUALITY OR CONDITION OF THE
PROPERTY INCLUDING, WITHOUT LIMITATION, THE WATER, SOIL AND
GEOLOGY, (B) THE INCOME TO BE DERIVED FROM THE PROPERTY, (C) THE
SUITABILITY OF THE PROPERTY FOR ANY AND ALL ACTIVITIES AND USES
WHICH PURCHASER MAY CONDUCT THEREON, (D) THE COMPLIANCE OF OR
BY THE PROPERTY OR ITS OPERATION WITH ANY LAWS, RULES, ORDINANCES
OR REGULATIONS OF ANY APPLICABLE GOVERNMENTAL AUTHORITY OR
BODY, (E) THE HABITABILITY, MERCHANTABILITY, MARKETABILITY,
PROFITABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE PROPERTY,
(F� THE MANNER OR QUALITY OF THE CONSTRUCTION OR MATERIALS, IF
Purchase Contract 8501 Heron Drive ,
pg. 3
ANY, INCORPORATED INTO THE PROPERTY, (G) THE MANNER, QUALITY,
STATE OF REPAIR OR LACK OF REPATR OF THE PROPERTY, OR (H) ANY OTHER
MATTER WITH RESPECT TO THE PROPERTY, AND SPECIFICALLY, THAT
SELLER HAS NOT MADE, DOES NOT MAKE AND SPECIFICALLY DISCLAIMS ANY
REPRESENTATIONS REGARDING COMPLIANCE WITH ANY ENVIRONMENTAL
PROTECTION, POLLUTION OR LAND USE LAWS, RULES, REGULATIONS,
ORDERS OF REQUIREMENTS, INCLUDING SOLID WA5TE, AS DEFINED BY THE
U. S. ENVIRONMENTAL PROTECTION AGENCY REGULATIONS AT 40 C.F.R.,
PART 261, OR THE DISPOSAL OR EXISTENCE IN OR ON THE PROPERTY, OF ANY
HAZARDOUS SUBSTANCE, AS DEFINED BY THE COMPREHENSIVE
ENVIRONMENTAL RESPONSE COMPENSATION AND LIABILITY ACT OF 1980, AS
AMENDED, AND REGULATIONS PROMULGATED THEREUNDER. PURCHASER
FURTHER ACKNOWLEDGES AND AGREES THAT HAVING BEEN GIVEN THE
OPPORTUNITY TO INSPECT THE PROPERTY, PURCHASER IS RELYING SOLELY
ON ITS OWN INVESTIGATION OF THE PROPERTY AND NOT ON ANY
INFORMATION PROVIDED OR TO BE PROVIDED BY SELLER. AS A MATERIAL
PART OF THE CONSIDERATION FOR THIS AGREEMENT, SELLER AND
PURCHASER AGREE THAT PURCHASER IS TAHING THE PROPERTY "AS IS"
WITH ANY AND ALL LATENT AND PATENT DEFECTS AND THAT THERE IS NO
WARRANTY BY SELLER THAT THE PROPERTY IS FIT FOR A PARTICULAR
PURPOSE. PURCHASER ACKNOWLEDGES THAT IT IS NOT RELYING UPON ANY
REPRESENTATIONS, STATEMENTS, ASSERTIONS OR NON-ASSERTIONS BY THE
SELLER WITH RESPECT TO THE PROPERTY CONDITION, BUT IS RELYING
SOLELY UPON ITS EXAMINATION OF THE PROPERTY. PURCHASER TAKES THE
PROPERTY UNDER THE EXPRESS UNDERSTANDING THERE ARE NO EXPRESS
OR IMPLIED WARRANTIES (EXCEPT FOR LIMITED WARRANTIES OF TITLE SET
FORTH IN THE CLOSING DOCU�V�NTS). UPON CONVEYANCE, AS BETWEEN
SELLER AND PURCHASER, THE RISK OF LIABILITY OR EXPENSE FOR
ENVIRONMENTAL PROBLEMS AFFECTING THE PROPERTY, EVEN IF ARISING
FROM EVENTS BEFORE CLOSING, WILL BE THE SOLE RESPONSIBILITY OF
PURCHASER, REGARDLESS OF WHETHER THE ENVIRONMENTAL PROBLEMS
WERE KNOWN OR UNKNOWN AT CLOSING. ONCE CLOSING HAS OCCURRED,
PURCHASER INDEMNIFIES, HOLDS HARMLESS AND RELEASES SELLER FROM
LIABILITY FOR ENVIRONMENTAL PROBLEMS AFFECTING THE PROPERTY,
INCLUDING, BUT NOT LIMITED TO, UNDER THE COMPREHENSIVE
ENVIRONMENTAL RESPONSE, COMPENSATION AND LIABILITY ACT
("CERCLA"), THE RESOURCE CONSERVATION AND RECOVERY ACT (RCRA),
THE TEXAS SOLID WASTE DISPOSAL ACT OR THE TEXAS WATER CODE.
PURCHASER INDEMNIFIES, HOLDS HAFtMT ESS AND RELEASES SELLER FROM
ANY LIABILITY FOR ENVIRONMENTAL PROBLEMS OR CONDITIONS
AFFECTING THE PROPERTY ARISING AS THE RESULT OF SELLER'S OWN
NEGLIGENCE OR THE NEGLIGENCE OF SELLER'S REPRESENTATIVES, BUT
NOT ANY WILLFUL ACTS OR OMISSIONS OR GROSS NEGLIGENCE OF SELLER
OR SELLER'S REPRESENTATIVES. PURCHASER INDEMNIFIES, HOLDS
HARMLESS AND RELEASES SELLER FROM ANY LIABILITY FOR
ENVIRONMENTAL PROBLEMS OR CONDITIONS AFFECTING THE PROPERTY
Purchase Contract 8501 Heron Drive
pg. 4
ARISING AS A RE5ULT OF THEORIES OF PRODUCTS LIABILITY AND STRICT
LIABILITY, OR UNDER NEW LAWS OR CHANGES TO EXISTING LAWS ENACTED
AFTER CONVEYANCE DATE THAT WOULD OTHERWISE IMPOSE ON SELLER IN
THIS TYPE OF TRANSACTION NEW LIABILITIES FOR ENVIRONMENTAL
PROBLEMS OR CONDITIONS AFFECTING THE PROPERTY. PROVISIONS OF THIS
SECTION SHALL SURVIVE THE CLOSING. IT IS UNDERSTOOD AND AGREED
THAT THE PURCHASE PRICE HA5 BEEN ADJUSTED BY PRIOR NEGOTIATION TO
REFLECT THAT ALL OF THE PROPERTY IS SOLD BY SELLER AND PURCHASED
BY PURCHASER SUBJECT TO THE FOREGOING. PURCHASER ACKNOWLEDGES
AND ACCEPTS ALL THE TERMS AND PROVISIONS BY HIS ACCEPTANCE
HEREOF.
b. The provisions of Section 5(a) shall be incorporated into the Deed.
c. The provisions of Section 5(a) shall suivive the Closing.
Section 6. Option Period. DELETED BY AGREEMENT OF THE PARTIES
Section 7. Tests. Purchaser, at Purchaser's sole cost and risk, shall have the right to
make inspections, surveys, test borings, soil analyses, and other tests, studies and surveys,
including without limitation, environmental and engineering tests, borings, analyses, site
a�sessments, and studies ("Tests). Any Tests shall be cc�nducted at Purchaser's sole risk and
expense, and PURCHASER AGREES TO INDEMNIFY AND DEFEND SELLER AND THE
PROPERTY FROM ANY LIEN5 AND CLAIMS RESULTING FROM SUCH TESTS. The
Property will be restored by Purchaser to its original condition at Puz•chaser's sole expense
following any site work. Purchaser shall release to Seller any and all independent studies or results
of Tests obtained during the Option Period.
Section 8. Closin� Contin�encies. DELETED BY AGREEMENT OF THE PARTIES.
Section 9. Closin .
(a) The closing of the sale of the Properiy by Seller to Purchaser ("Closing") shall
occur tYuough the office of the Title Company no later than eighteen (18) months after the Effective
Date. At the Closing, all of the following shall occur, all of which are deemed concurrent
conditions:
(1) Seller, at Purchaser's sole cost and expense, shall deliver or cause to be
delivered to Purchaser the following:
(i) A Special Waj�•anty Deed ("Deed"), fully executed and
acknowledged by Seller; conveying to Purchaser good and indefeasible fee
simple title to the Property subject to existing known or unknown
easements, rights-of-way, and prescriptive rights, whether of record or not;
containing (A) reseivations pursuant to Section 1(c), (d) and (e); (B) the
Purchase Contract 8501 Heron Drive
pg. 5
following statement as required by Local Government Code 272.001(h),
"To protect the public health, safety, or welfare and to ensure an adequate
municipal water supply, the Property sold by the City of Fort Worth under
Local Government Code 272.001(h) is not eligible for and the owner is not
entitled to the exemption provided by Section 11.142(a), Water Code;" and
(C) the language required in Section 5, with the precise form of the Deed to
be determined pursuant to Section 11 below;
(ii) Any other instruinent or document necessary for Title Company to
issue the Owner Policy in accordance with Section 9(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 a certified check or such other means
of funding acceptable to Seller, in an amount equal to the Purchase Price, plus any
rent due and owing under the Lease Agreement.
(3) The Title Company shall issue to Purchaser, at Purchaser's sole cost and
expense, a Texas Owner Policy of Title Insurance ("Owner Polic�') 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.
(4) Seller and 1'�archaser shall each pay their respective attorneys' fees. _'
(5) Except as otherwise provided herein, all costs and expenses in connection
with Closing shall be paid or borne by Purchaser including without limitation, Title
Company attorney and escrow or settlement fees, costs of tax certificates, stuvey
costs, and title insurance policy costs.
(6) Purchaser shall be responsible for all ad valorem and similar taxes and
assessments, if any, relating to the Property.
(c) Upon completion of the Closing, Seller shall deliver possession of the Property to
Purchaser.
Section 10. A�ents. Seller and Purchaser each represent and wanant to the other that it
has not engaged the seivices of any agent, broker, or other similar party in connection with this
transaction except the following: NA. PURCHASER SHALL BE SOLELY
RESPONSIBLE FOR AND SHALL INDEMNIFY 5ELLER FROM PAYMENT OF ANY
BROKERAGE FEES OR COMMISSIONS.
Section 11. ClosinE Documents. DELETED BY AGREEMENT OF THE PARTIES.
Section 12. Notices.
(a) Any notice under this Contract shall be in writing and shall be deemed to have been
seived if (i) delivered in person to the address set forth below for the pai�ty to whom the notice is
Purchase Contract 8501 Heron Drive
pg. 6
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, or (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.
(b)
The address of Seller under this Contract is:
City of Fort Worth
Property Management Department
Attn: Nita Shinsky
900 Monroe Street, Suite 400
Fort Worth, Texas 76102
With a copy to:
City of Fort Worth
City Attorney's Office
Attn: Leann Guzman
200 Texas Street
Fort Worth, Texas 76102
(c)
The address of Purchaser under this Contract is:
Geor�e and Theresa Galloway
6861 Cahoba Ct. W
Fort Worth, TX 76135
(d) From time to time either party may designate another address under this Contract
by giving �he other party advance written notice of the change. _�
Section 13. Termination, Default, and Remedies.
(a) If Purchaser fails or refuses to consummate the purchase of the Property pursuant
to this Cont�•act 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 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 fiu-ther rights or obligations.
NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, PURCHASER
ACKNOWLEDGES THAT A TERMINATION OF THIS CONTRACT PURSUANT TO
THE TERMINATION RIGHT IN THIS SECTION 13(a) OR ANY OTHER
TERMINATION RIGHT HEREIN WILL BE A DEFAULT BY LESSEE UNDER THE
LEASE AGREEMENT, AND PURCHASERlLESSEE WILL THEN BE SUBJECT TO
THE TERMINATION RIGHT OF THE SELLER/LESSOR IN THE LEASE
AGREEMENT.
(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 Pluchaser'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. A termination by
Purchase Contract 8501 Heron Drive
pg. 7
Purchaser of this Contract due to Seller's default will not result in a default under the Lease
Agreement.
Section 14. Entire Contract. This Contract (including the attached exhibits) contains the
entire contract between Seller and Purchaser, and no oral statements or prior wiitten 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 15. Assi�ns. This Contract inures to the benefit of and is binding on the parties
and their respective legal representatives, successors, and assigns. Any assignment must be
approved by City of Fort Worth and this Contract cannot be assigned less than 60 days prior to the
scheduled Closing.
Section 16. Time of the Essence. It is expressly agreed that time is of the essence with
respect to this Contract.
Section 17. Takin� 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 perfonnable in Taizant County, Texas, and any and all payments under the teims of
the Contract are to be made in Tairant 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. Severabilitv. If any provision of this Conhact is held to be invalid, illegal,
or unenforceable in any respect, such invalidity, illegality, or unenforceability will not affect any
other provision, and this Cont�•act will be construed as if such invalid, illegal, or unenforceable
provision had never been contained herein.
Section 22. Business Days. If the Closing or the day for performance of any act required
under this Contract falls on a Saturday, Sunday, or legal holiday for the City of Fort Worth or
federal holiday, then the Closing or the day for such perfoimance, as the case may be, shall be the
next following regular business day.
Section 23. Multiple Counterparts. This Contract may be executed in any number of
identical counteiparts. If so executed, each of such counterparts is to be deemed an original for all
purposes, and all such counterparts shall, collectively, constitute one agreement, but, in making
Purchase Contract 8501 Heron Drive
pg. 8
proof of this Contract, it shall not be necessary to produce or account for more than one such
counterpart.
This Contract is executed as of the Effective Date.
SELLER:
CITY OF FORT WORTH, TEXAS
J&wa �tf!if hdef/_ By: Dana Burghdori(.i; 10, 2021 U:55 con
Dana Burghdoff, Assistant City Manager
Date: -----------
ATTEST:
Mary Kayser
City Secretary
M&C: L-15964
1295: NIA
APPROVED AS TO LEGALITY AND FORM
Matthew Mrurny, Assistant City Attorney
CONTRACT MANAGER
PURCHASER
George and Theresa Galloway
By:George Gallo
George Galloway
Theresa Galloway
By signing I acknowledge that I am the person responsible for the monitming and administration
of this contract, including ensuring all performance and reporting requirements.
Name: Nita Shinsky
Title: Land Agent
Purchase Contract 8501 Heron Drive
pg.9
By its execution below, Title Company acknowledges receipt of this Contract and agrees to hold
and deliver the same and perform its duties pursuant to the provisions of this Contract.
TITLE COMPANY:
By: Alamo Title
Name: Lavonne Keith
Title: Escrow A�ent
Date:
Phone 817.921.7393
Fax
Purchase Contract 8501 Heron Drive
pg. 10
Exhibit "A"
Property Description
Lot 39, 41, and 42, Block 29, Lake Worth Leases Addition, Tarrant County, Texas and
otherwise known as 8501 Heron Drive.
�
.: •.� ',.� .
t��� , � �
� TiiE STATE OF TEXAS
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� �'�`�, �COUNT�f OF TARRANT
�
„ _
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�.,
LEASE AGREEMEN�' ExH � g�7',`A ��
G &NOW ALL MBN� BY THESE �PRFSENTS:
• The C�ty of Fort Worth, Lessor, a hom�-rulc municipal carporation slluated in Tarrant Gounty, Tcxas; (hercinaf(cr
�sometimes rete�rtd to as "City") acting hcrein by and through , its duly authorized
� Ciry Manager, nad ,Lessa, hcroby mekc and enitr into thc following Icase agrce-
� ment.
• I.
QFor, and in oonsideration of the prompt paymcnt by Lesscc, whan due, of aU rents as herein provided, and further
� ior and in consideration of tha tull and timely perFormancc by Lcssee ol'all of Lesste'sduiies and obligations in strict
compliana with the mvenants, conditions and agreements hcrein contained, City hereby dcmises and Icases to Lessee,
and Lessa hercby accepts from Glty, the following descdbed rea}property for thc term and uses and subjcct to the
rnnditions ut forth hereinc
rnT a�v Att�r �o te:�v ranvMu r�een S{nlY6Y
eYe A�i111 Rsresn nTi�p
Il. TERM
Thetamoftheleaseshallbe 54 yearscommencing �8nl�s3c_i, 1a82 andending
iw n��vy�� 2032 .
The Qty may offer five (3) year rxtensions to the tarm of the Iease on cach fif[h anpivcrsary of the lcase. The:�Lassee
mayrefuse such extension by giving natice to the City, in writing, withimsixty (60) dayrafter receipt of notice.of any
exteasioa.
tll. IsESSEE'S �R1CTiTS AND OBLICATIONS
Lasee shall:
A. pay annual rent to the City of Fort Worth in the sum of 3Q�� �62 , said rent payable in 12 cqual
inscallmenu, one such inatallment due on �he first of each month: '
8. pay the rent due undtr this lease to tha Asscssor•Collector of Taxes for tha City of Fort �Worth, or other officc
daignated hy ihe City.
C. :pay rent for each year after tht first yearin an amount that shal! bc adjusted 6y eighty;perccnt (80%)�of tha
change in the annual average of the Cansumcr�Pricc Index U.S. Cify Averagt, "alPitems" Index; all urbamconsumers
(CPI=[n from the annual average for thc previous calendar year, as publishcd by the i3ureau of Labor Statistics for thc
United Stata Departmtnt of L.abor, said adjuslment tobe computed by dividing the CPI=U for the most recenc year
by the CAI-U for the immidiately preceding year, subtracting one (1) from that quotiant, multiplying that result by
eight-trnths (0,8), adding ane (1) to that product, and' multiplying Ihat sum by thc rcnt for the prcvious year.
D: be able to nse the leased land' for residential and waicr recrcational purposes, in compliancc with applicable
zoning ordinances.
E. use and occupy the leased land, in compliance with the laws.of thc United'States of America, thc statutes of
the State of Texas, and the Charter and Ordinanecs of thc City of Fort Worth, whether now in affcct on c�rcinafcer
gdopted so long as any hercinafter adop�ed ordinance or charterprovision is no4 adopted sol�ly for thc purpose of
limiting the rights o� l,cssee and similarly situated Lcssees.
F. acrcpt the premises in their present condition as bCing suitablc for all purposes-of this lcase.
G. be deemtd lo be an independent tenant in possession of the premius and responsible to all parti¢s for his aets
and omissions with regard thereto, and the Ci�y shell (n no way be responsiblt fomany. act or omission of thc Lcssce:
H. indemniiy, hold harmless and dcfend the City, ils officers, agCnts, and employecs, from and �gaiost any and
all daims for damages or injury, including death; lo pCrsons or properly arising out of or incidenl to thc leasing or the
use and occupancy of the leased land by Lessee, his guesls or invitees.
I. indemnify, hold harmltss and defcnd City trom and against nny ead all ntechaniC's and ma�crialmcn's liens or
any.other lian, claim or charge imposed upon the leaaed land or rising as a result of any conduct or activity by thc
Lessec or anyone on nis behall.
J. provide and maintain suitable methods and means for the disposal of trash, body waste, and'cxcrcta, in com-
pliancx with applicable sani[ation )aws and ordinances.
K. not drill or dig any well on the leased iand •without the,prior wriuen approval ofthe Ciry� nor use the water
from such we71 un fii nas ticcn tested and approvad by thc appropriatc autl�oritics.
L. not commit, or allow to be �ommitted, any wastt on the prcmises, nor creac� or allow any nuisance to exisl on
thc premises.
M. not�ktep or permit any animals on tNe leased premises other then domesticated dogs and cats.
IV. i.FS50R'S RIGHTS AND OBLIGATIONS
Tht Glty:.of For[ Wonh ahsll:
A. approve the sale, or assignment (hereinaftcr collectivcly assignmcnt) oi this Icase or temaining term, provided
that:
1. aU amounts owed to the Ci�y hereunder and City ad valorem taxa are paid curreni to tht date of such ussigm
ment; and
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2, the assignmcnt is cvidenced in wrltins; and
3. ln said assignmcnt the assignea txpressly accepts, assumes, end agrees to perform all ttrms, conditions and
limitations lo be kepc and perCormed by �Lessee undcr this leasc; and
4. said wriling is executcd and acknowledged in•recordablc form; and
5. said assignment is submit�ed to th� City at tha Ciiy Mnnager's of(ice or such othcr officc dcsignaicd by the
City�Menager.
�Vithin 10 days of receipt of the aasignme�l the City shall determine wholher the nssignm¢nt is in campliancawith
provisions A-I throu�h A-3 above and nolify both �artics to said assignment if the assignmcnt does nat comply with
those provisions, The City shall acknowlcdge compliancc with the above provisians on thc f�ce of said assignment,
and assignment ahall thtn ba recordcd in lhc otfice of the County�Clerk of Tarrant County, Texas, ai Lassee's�ex-
pense. Complfance with the provistoas set out above shall rclicvc the Lcssee trom further Ilability undcr this lease.
B. have the right to inspect the laascd promises for compliance with City of Fort Worth'Minimum Building Stan-
dards Code,Gl'�y Ordinance No. 8006,at the timc of any sale or transfer. The City shall notify ihc purchasct or assignee
in writing of an�• violations of said ordinancc within l0 days of the submission of a�proposcd auignmcnt to the Gity.
`The purchaser or assignee shnll not be issued�a certlticatc of nccupancy by the City untll the rtquirements of such or
dinance have been compli�i with.
6. shall not convcy, seU, or transfer its interest in the leased lond w�ihdut allowing thc Lesste tha opportuniry to aa
quirc the IeaSrd Iand unlas the conveyance, sale, or'transfcr is to a�govarnmental entity wi�h the power to condemn
the property %r the purpose it is acquircd. All transfers shall bc subjtcCto �hc compctitive biddtng Inws of thc 5tatc of
Trxa3 r�nd thc ordinanca and chartcr of thc Gity of Fort Worth.
D. provide yeady statemcnts of thc renc due hcrcundcr and in such statcment spc�ify thc number of ycars rcmaining
in the ierm oF chis lease. •
E. have thr righi to entar upon the above dacribed propeny �t reasonnble times and under reasonablc cir-
cumstanca %r the purpuscs ot examining and insperting the Icased land to dctcrminc whcthcr Lessee has complicd
with his obligations hereunder. This provision shall not be construed to puthorize entry into residcnccs or othcr
buitdinrs on �he ItasM land exccpt where such entry is spcciCcally authoriztd by the provisions of this lease, tht
sta[uta of �he Sca[e ot Texas, or thc nrdinances of the City of �'ort Worth. ;
F, warcant that Lesset will have quiat cnjoymcnt end pcaceful possession of the leased land, and that the City will
defend the Lasee in such quiet enjoyment and pescsful possasion during the tcrm oi thi� lease.
G. The City Managor shaU revitw this Iease prior to each fifth anniversary.and shall maka recommendations to the
CSty 6ouncil regarding txtensions.
V,=LFSSOR'5 UP,TIONS I
The City of Fore Wonh may; in �he ev¢nt that Lessee shall give no�ice to �he Cicy �ha� a financial hardship axists in
the payment of rmtals due hereunder, the City Manager may waiva any portinn of Ihat yea��s renl aftcr considcration
of said hardship. Lcssee shall have tha righ� to prescnt his requcst to the City Couneil of Fort Worth should thc City
Manager deny� the reques[. �
Any rmu waived as a resul� of such hardship and remaining unpaid shnll constitute a Iten against the Lcssae's.im-
provemenu and such unpaid rents shall bear interest at the current legal rate.
Lasee may:
VI. L�SSEE'S OPTIONS
A. sell, assign, or sublet this lease or remaining �erm thereot. ,.
B. wnstruct new structuresand enlargrexisting strucwres un the leased land provided that such construCtion is in
accordance with all applicablo City Codes and Ordinances.
C. make alceratians, remodel, and make improvcments w cxisting structurts and the leased land, provided that
such actions shall be in accordance wilh applicable Ciry Codes and prdinanees.
D. terminate this lease without re(mburscmcni for L�ssac's structures and improvaments at any time by giving thc
City 30 days notice of intention to terminate. �
i
Vll. EXPIFUTION OFIEASE
h.— tif�n expiratiuu oF riirlerm uf iiiis iousc tiio�Cicy sii�il Nay tu [hr icssea`an atnowu eyu8i ro tna ti►en maricet
value of any structura or improvements heratoiore made or erecled on lhc leased premises, except that paymcnts for
any new suucture and cnlargemcnts to existing structuros made or ertcted during the Gnal 33 years oF thc lease term
will be e pro rata amount based on tht number of ycars tha structure or improvements arc in plare or the numbc� of
ycars remeining on t}ic lease at lhe time said strueturc or improvements wcrc madc, whichcvcr is greattr, timts 2.tl6
pereent, ntver to exceed 100aro oT tht market value of tht ncw structure and the tnlargement ta the exlsting structurr.
B. Replaczmtnt of all or part of structures desuoyed in whole or (n part by fire, explosion ar act of God are deamed
strucwres or improvemrnts heretofore made onerected on the leased premisa.
C. Tho-Cityshall pay the L�,csee the merkct value ot thc structu�a and improvcments as dc�ned abovc upon
possession ot the property. Acceptance of the amoun( offtred by the City does not forfcit Lessee's right to dispute the
amount paid, nor shall any acceptance consiitule a waiver of nny legal remedy Lesset may have to dciennina m�rkct
value. In the event thal a court of competent jurisdiction determines that the amount paId to thr Leuea by the City is
in excess of market value of such stru�tures or improvements,. tha Lesscc shall promptly rcfund such exceu to thc City.
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� ' 1,� Vlll� TERMlNAT10N OF�L'EASE
�j A, In thaevent ths I,cssec:
�".�, 1, is in arrears iq the paymeni ot thc rents, on other amounts aBrccd labi paid undcr thc tcrms nf ihis leasc; �r
i 2, has failed to perform any obligation undcr thls lease; then thc City may givc notice to the�Lessee of termina-
� don of the lzase by dcfault, said notice to specity in detail the defaults uAon which the termination would bc based. ln
� aaid notice the City shnll demand that actions be taken within 45-0ays to cure the default or defaults upon which che
� termination is besed or the lease shall be tarminuted.
� B. In the evtnt of a default by Lessee, and said�t.essee does not take action to cure thc dcfault wlthin 45 days of thc
,� notice trom ihe Gtiry, the Ita+se maybe terminatcd and the City shell heve no duly to roimbursc thc Lcssce for strua
4 wres or improvements to the leased innd. The Lcssec shall have thc right'to removc said structurc, improvcments, and
O personalproprrty within 90 deys from thc date of leusc tcrmination by dcfaull, and shall vacatt tha leased land at thc
.� end of said 90 days. All such property not rcmovcd within 90 days ahall bccomc thc properly of thr Ciry.
'� C. In the event rcntals tn be paid und�nthe ttrms of this Icase is not-paid when due, an additional laic pcnalty of
1:5% per month shall be added'to thc amount duc.
- D: UPon termination of this lease or,expiration ol'thc tcrm of thi; ltas¢, Lessee shall be cntiticd and authorizcd to
reinove fmm the premises alLitems of personal property bclongipg to�Lessee not permanendy affized Ca the realty and
all structures and improvcments for which no rei►nburscment is.made under. thn tcrms of� this leasc.
i 3X. MORTGACFS
I A. So long as no default txists undcr tha icrms of diis leasc, thc�Lesscc or any. Assignec may mortgagc his leaschold
estatt and iaiprovemenis situated {hercon to securc a loan or loans of moncy�actually madc, or ihat will bc madc, or
pny•cxcension or rencwal of thc samc.
B. Such mortgage or dced of trusi shall bc in cvcry respcci subjcct, subscrvitnrand su6ordinatc to all thc conditions
and rnvenants nf this leasc.
C. Yn the cvent of a default that could result in ihc termination of this lease without raimburscment to Lessec for thc
improvcmencs and strurtures on the leased lund, thc City shall give notice to thc mortgagee as is requireJ to bc givc� to
the Lasa, and said morcgagce shall havc thc right to cure said default and/or perform thc terms and conditions of
this lease.
b. A mortgagee or trustee undcr a dted of trust shali havc the samc right and power lo assign this lcase, in conjunc-
tion with a trustee's sale or transfcr co satisfy�Lesseds obligation to a mortgagce, as does the Lessec undcr thc terins of
this lease.
E. At any time ihe G1ty is to pay thc Lcssec for structures or improvcmcnts on thc lcascd land, th� City shall sive
� notix to each mong�gec of that payment, and said mortgagcc shalL havt thc right to reccive �pnymcnt for any
� outstanding obligation secured by morlgagc or dced of trust on the lcaschold and iinprovcments.
I
, F. The City shall be required to give 3uch noticc only if thc mortgagce has, in writing, informad �hc Gity of its in-
terest and has supplied an address for said ndiicc.
X. OWNERSHIP OF IMPROVEMENTS
All structura and improvemcnts si�uatcd on thc Icased land whcn chis lcasc is entercd into are, and shall continue to
be, the propeny of the Lasce, and all improvamcros�hcreinaftcr madc�by thc Lcssee on lhe leased land shall bc thc
Pioperty of tht Lasee.
XI.SUCGESSORSIN�INTEREST
A. !n �he evrn� of the death o6 a Lessce, his successors•and estatc shell succced to his interest undcr this I�ase, and
thost entitled by law to Succeed to the L-.essce's intcrest in thc leascshall continue to enjoy thc rights and bcnefils
hereunder of the deceased�lxssce;
B. In, the event chat thrLcssoe or his Assignte is adjudicatcd a bankrupt, said lcasc may. be ussigned as providcd
� above, and any Assignee siiall assume thc duties and liabilitics as sct om above.
Xil. VENUE
Venue of any.action�brought hereundcrshall lie cxclusivcly in Tarrant County, Taxas. ��
XIIL NOTlCE •
A. Any notice rcquired under this Icast, unless othcrwise specified, shall be given by dcpositing in thc United States
Nlail as artified mail, postage prcpaid, addresscd to thr
L Ltssee's or Assignce'sat the address shown op this lease unless said �Lessce or Assignec has furnished to thc
City, in writing, inscructions to mail notices to anothcr address;
2. City Managtr of tht Gity. of Fort Worth, Gtity Hall, Fort Worth, Texas;
3: Mongagee at the addrcss supplied to tht G�iry;in writing {or the��pailing of such notice.
XIV. CONCLU510N
This insirumcnt represents thc ontirc agrcemrn� bctwecn thc parties cancerning the l�asing of the Icased land and
shall be binding upon and shall be to the 4enetit of the parties hereto, thei� successor3, assigns, and �ega) raprescn-
tatives, and all prior leases, assfanments, or agreements of any nature concerning the lcascd land or property situatcd
thereon are supersedcd by the terms of this lcase.
EXECUTED at Fort Wonh, Tarrant Cou�ty, Texas, this � day o1'
,198_.
3.
.y�t v�• �p( --r �g�� yu�/,��Zt r�;yr/(f :'��4. 2� �"L, K {�" , . }.. ) 1 � �r '� � � � � /y ` '
.4fi�.�.:i��7'['��Nt)....vK�YC'" 7��'��>Ut7(C t� �Q�� \ � t .� 1�.i, 5.; r1:>. _ � . j � Y . .. . . ... . .... r _ ec,1./} .., f.... .�.1 :�•l.�1l. �,� .�.:�Ly�..N� w �.��Mi1. i�i\`�V Yltli�:`:J
a (.:.Y.) 1.1�. .3 . L:� i...1ti . ix . /
A'i'I'fiST;
Clty Attorney
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C1TY�OF�FORT� WORTH '
By _ +�+�11 �i �!/2 - - -
� , 1Q
Lcssce COL. Jaiaee D, iiilmeth
STATE OF TEXAS §
� COUNTY OF TARRANT §
BEFORE ME, the undersisned authoritp, a Notary Public in and for thc Statc of TCxas, on lhis day,personally
appearcd �'�+• � �. .`"r1n�'�,.�,__.- ', knowrrto me to be thc person whose name is
subsrribed to thc fare�oing instrument, an� acknawledgcd to mc thnt he executcd the samo as tl�eac� and daed of thc
City of Fon Worth; a municipal corporation oGTarrant County�Ttxas, and as �� � �
chereof, and for the purposas and rnnsidcration therein expressed and in the capaci�y.�ficrei stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this � 9. day of �'i__,
A:D..198�...
/I.t.J/ly1 � .6 ). ��l.tl.c—�
Notary.Public in and� for
the Statc of Texu3
Sr.ofi 1'cxas on this day personaliy
� mc to bc t c person whosc name is
thc sama or �he purposrs and com
of
A.D:
'"<;�';� 'v� '�t, Notary Public in and'for
.'�.;� � ;; tho Statc of Texas
.�,c<_, ':..
My GummissE�n' Ex;;ire�T+ Rnd�ar 30. 1984
• . 7.1 �Ii.
��'Y
" '" . . � _ -._. _. . � . . ��. . "_.. _ . .
9EFORE ME, ihe undtrsigned authority, a No[ary.Public in and for tht St�
aDP�� C�r�--T�CY'� n_ WSyrcnl�h ,kno ��
su6saibed to the forcaoing instrumcnt, und acknowledged to mrthet he c uted
� siQaation therein expressed.
G1VEN UNDER MY HAND AND SEAL OF OFFICE this _
1981i
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.�`w'�.;� � •• �
r+�f%t � ��'1 .
ti
�.�'L:1 � .1���� . . .. � I'i � �' I .I
. 'Return Recorde�i-+Documeqts�to:
' � '� � � � � SusamTeJdar, Admtnistralivc TcchnFeian /
Cily oCNort Wortl� /Iteai Yroperly
' � 917 Taylpr Strcef, Forl \Vorlh TX 96101�
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StATE OF'fEXAS §
COUNi'Y OF TARRANT §
10/13/2020
CITY COUNCIL AGENDA
M&C Review
Official site of the City of Foit Worth, Texas
FORT WO�Tt�
.��..
COUNCIL ACTION: Approved on 11/8/2016
DATE: 11/8/2016 REFERENCE NO.: L-15964 LOG NAME: 21LAKESALES
CODE: L TYPE: NON-CONSENT PUBLIC HEARING: NO
SUBJECT: Authorize Contract for Sale with Current Residential Lessees of City-Owned Lake Worth
Lease Addition Lots for Fair Market Value and Authorize Contemporaneous Lease
Amendment to Provide for a Shorter Term and the Disposition of Improvements Upon
Expiration (COUNCIL DISTRICT 7)
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager or his designee to:
1. Enter into a Contract for Sale with current residential lessees of City fee-owned Lake Worth Lease
Addition platted residential lots for a sales price that is fair market value as determined by an
appraisal by a certified appraiser; and
2. Enter into a Lease Amendment, contemporaneously with the Contract for Sale, with current
residential lessees of City fee-owned Lake Worth Lease Addition lots to amend the lease to provide
for a shorter term and the disposition of the improvements upon expiration.
DISCUSSION:
In 2000, the City of Fort Worth mailed letters to Lake Worth Lease Addition lessees of record offering
an option to purchase the land if the leased lot met the specified conditions of (1) their lot(s) being
platted and (2) connection to either municipal water or sewer. Multiple lots could not be platted at that
time and the lessees of those properties were never offered the option to purchase due to
deficiencies associated with the property which caused non-compliance with platting requirements.
Additionally, some of the lessees on properties that met the conditions of the City's offer for the option
to purchase did not enter into the Purchase Option Agreement with the City or lost the option due to
not adhering to the option Agreement conditions.
Lessees of platted and un-platted residential City-owned Lake Worth Lease Addition properties are
requesting to purchase the leased land on which they have put improvements. The current residential
leases expire in 2032 and per the lease terms the City is required to purchase improvements at fair
market value at that time. The current residential Lake Worth Lease Addition lease terms do not
authorize the sale of the land to the current lessee or the extension of the lease.
This Mayor and Council Communication will provide for current lessees of residential City-owned lots
in the Lake Worth Lease Addition whose lots meet platting conditions, and who comply with the
conditions outlined below to be eligible to purchase their leased lot from the City at the fair market
value determined at time of the purchase.
Conditions of Purchase:
Property must be platted at the expense of the lessee.
Lessee must hire an approved appraiser to obtain a fair market value appraisal of the land to be
conveyed.
Lessee must execute a Lease Amendment that provides for a lease termination date that is the
earlier of (i) closing on the purchase of the property or (ii) 18 months after the date of the
amendment at which time the improvements would become property of the City.
Lessee must execute a Purchase and Sale Agreement contemporaneously with the Lease
Amendment requiring a closing date of no more than 18 months from the date of execution.
apps.fortworthtexas.gov/council�ackeUmc_review.asp? ID=22991 &councildate=11 /S/2016 � �2
10/13/2020 M&C Review
All revenue from the sale of the land will be deposited in the Lake Worth Trust Fund to be used for
capital projects around the lake as approved by the Property Management Director.
This property is located in the COUNCIL DISTRICT 7, Mapsco 44, 45, 46, 58 and 59.
This M&C does not request approval of a contract with a business entity. However, if the 1295 form is
required, it will be provided by the lessee at the time of contract execution.
FISCAL INFORMATION/CERTIFICATION:
The Director of Finance certifies that Property Management Department will be responsible for the
collection and deposit of funds.
Fund Department Account Project Program Activity Budget
ID ID Year
onn
Fund Department Account Project Program Activity Budget
ID ID Year
Submitted for City Manager's Office by_
Originating Department Head:
Additional Information Contact:
ATTACHMENTS
LAKEWORTH RESIDENTIAL LEASES 8x11.pdf
Jay Chapa (5804)
Steve Cooke (5134)
Lester England (8053)
Jean Petr (8367)
Reference # I Amount
Reference # I Amount
apps.fortworthtexas.gov/council_packeUmc_review.asp?ID=22991 &councildate=11 /8/2016 2�2