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HomeMy WebLinkAboutContract 45391 CITY SECRETARY O REAL ES"I'A"FE CONTRACT By this 'Real Estate Contract (,the "Contract"'), the urst-Euless-Bedford Independent Scho District h rern;after called Seller" hereby sells and agrees to convey to the City of Fort Worth (hereinafter called. "Purchaser") and Purchaser hereby. buys and agrees to pay for the real estate in the City of Port Worth, Tarrant County, l exas, as more particularly described on the attached Exhibit A-1 and cross-hatched on the attached Exhibit A-2, together with all. and singular the rights and appurtenances pertaining thereto including, but not limited to, any right, title and interest of the Seller in and to adjacent streets, alleys, rights-of-way, and any other rights, and appurtenances, such real estate, rights and appurtenances being herein referred to as the "Property." Notwithstanding anything contained In this Contract to the contrary, Seller reserves and retains all, of its interest in the Coil, gas, and other minerals in and under and that may he produced from the Property (collectively, ".Minerals")-, prC vi eC , lh wever, that Seller and Teller's successors and assigns shall not have the right of ingress and egress over the surface of the Property for the purpose of raining, drilling, exploring, or developing the Minerals or for any other purpose. Nothing contained herein shall he construed, however, as preventing or restricting Seller and Seller's successors and assigns from. i) pooling, or unitizing the mineral estate reserved by Seller with land other than the Property, or ii exploring, developing or producing the Minerals by directional or horizontal. drilling under the Property frorn well sites located on tracts other than the Property or from mines that open on land. Other than the Property provided these uses in no manner interfere with ether urchaser's of the surface or the subsurface support for any i: 'provement" constructed on the Property.. Such mineral reservation shall be reserved In the deed a. d shall he a Pe fitted Encumbrance. This Contract is also ;subject to, the following terns and conditions*. 1. The purchase price for the Property shall he $ payable in cash at Closing (hereafter defined). Within three business days after the effective date of this Contract, Purchaser will place in escrow with Alamo Title Company, 2900 South Helen. Street, Suite 30, Fort Worth, Texas 61091, Attention Bari Davidson, Escrow Officer (the "Title Company"), earnest money in the amount of$10,0100.00 (the "Earnest Money") and deliver to the Title Company the ,$100.00 Review Period Fee discussed in paragraph 11 of this Contract.ntract. The .earnest Money is to he applied to the purchase price at Closing and the Review Period.Fee is to he paid to Seller pursuant to paragraph 11. 2. Seller is not required to provide a, survey other than as specified in paragraph 12. 3. Within 20 Clays after the effective date of this Contract, Stiller, at Seller's p Purchaser a current title commitment for a Texas expense, shall cause to be fT�.rnislred to REAL ESTATE... l'ICIAL RECORD 0""" 0 m� F ' mumm 'EC ORD CITY SECRETARY Ott FFT 1'4 " t TX RECEIVED FEB 2 8 1014 "a WORTH,JTX Uwner's Title Insurance Policy issued through the Title Company, setting forth the state of title of the Property and all exceptions, together wim legible copies of all Instruments and documents referred to as title exceptions which would, appear in the Owner's P,ollicy, when issued (collectively, the "Title Conunitment"). Purchaser shall have a period of 15 days, after receipt of the 1"itle Commitment to review such documents. In the event any items that appear in the Title Conu-nitment are unacceptable to Purchaser, then Purchaser shall within.• said 15-day period notify Seller in writing of such fact. Seller shall have 10 days, from receipt of'Purchaser's, notice to eliminate or modify such unacceptable exceptions to the satisfaction of Purchaser. In the event Seller is unwilli.ng or unable to do so, Seller will., so notify Purchaser in writing and within 10 days from Purchaser's receipt of Seller's notification, Purchaser shall have the o ti.on to accept title subject to such matters,, or terminate this Contract by written notice to Seller and the Earnest Money shall be refunded in full.. to Purchaser. 4. Seller agrees to ftimisih Purchaser at Closing at Seller's expense, the Texas Owner's Title Policy in the amount of the purchase price of the Property *Issued by the Title Company, insuring, fee simple title in Purchaser's favor to the Property and containing no exceptions other than those set out in the "Fitle Commj*tment and accepted by Purchaser, and the standard printed exceptions; provided howeven: a. The exception as to restrictive covenants shall be endorsed one of Record" or shall specify any such exceptions by volume and page; b. The exiception. as to the lien for taxes shall be endorsed Not Due and Payable"; C. The exception for visible and apparent easements shall be deleted. 5. Based on the current actual knowledge of Seller, wl'thout duty of investigation, Seller makes the -following representations: a. As,of the Closing there shall be no adverse, parties in possession,of the Property. b. As of the Closing there shall be no leases,covering the surface of the Property. C. Seller shall have, as of the Closing, good, indefeasible title to the Property. d. Seller has made no agreement with any goven-u-nental body other than Purchaser that any part of the Property will be deeded for streets or other public use. e. There are no conden-ination proceedings before any court, bureau, administrative body or otherwise and Seller has no notice or knowledge that any such proceeding RE/%,L ESTATE CONTRACT PAGE 2 is contemplated involving the Property, except as may be described in this Contract. f 'there are no actions, Suits or proceedings pending, or to the knowledge of the Seller threatened, against or affecting the Property or any portion thereof, or relating to the ownership thereof, bef- ore any court or before or by any federal, state,, county, or municipal department, comnussi,on, 'board, bureaLl. or agency or other governmental instrumentality. 9. Seller has no notice or knowlecige of any del: ult or breachunder any covenant, condition,, restriction, right-of-way, or easement aftecting, the Property or any portion thereof. h. Seller has full power to enter into this Contract and to consummate the sale provided for herei.n. i. From the date of this Contract until the Closing Seller will pay, as and when due, all interest and principal and all deposits and other charges payable under any existing liens, if any, and will billy comply with all of the provisions thereof No default or breach exists under any existing note or existing hens. Seller has not received any notice from the holder of any existing note claiming that any such default or breach exists,. 6. In the event the Seller 1s, unable to convey title to the Property "in accordance with this Contract, Purchaser may, at 'Its option, tem-iinate this Contract by written notice delivered to Seller on or prior to -the scheduled Closing date, and receive a retunci of its Earnest Money, which shall be returned to Purchaser by the 'Title Company without any further authorization from Seller, and neither party shall have any further liabilities to the other. 7. In the event that Seller should fall to consummate this, Contract for any other reason, except, Purchaser's default, Purchaser may (a) terminate this Contract by written notice delivered to Seller and receive a reruna of its Fan-iest Money and neither party shall have any further liabilities to the other; orb en force specific perfon-nance of this Contract. 8. In the event -that Purchaser should fall to cons umn-late this Contract for any reason except Seller's default or the termination of the Contract pursuant to the terms hereof, Seller may: (a) terminate this Contract by written notice delivered to Purchaser and retain the Earnest Money as liquidated damages as Seller's remedy for the breach of this Contract, and neither party shall have any further liabilities to the other (the parties agree that just el. compensation for the harm that would be caused by a de fault by Purchaser cannot be REAL ESTATE CONTRACT PAGE 3 accurately estimated or would be very difficult to accurately estimate, and that the Eamest Money is a reasonable forecast of"Just compensation to Seller for the ham i that would be caused,by Purchaser's default); or (b) enforce specific performance of this Contract. 9. Ifthe Contract is not terminated as permitted herein, the Closing shall, take place on or before 30 days after the completion ref`the Review Pen*od discussed in paragraph I I of this Contract, and shall take place at the offices of the 'l'itle Company (the `'Closing"). At the Closing, Purchaser shall pay Seller the purchase price of the Property as provided in Paragraph I (as reduced by the Eamest Money to be delivered to S ell.er). Seller shall, deliver to Purchaser the Owner's Title Policy as specified herein and a Special Warranty Deed in appropriate lorm to convey the Property to Purchaser, free and clear of any lions or encumbrances except those expressly pertnItted here' y, Seller will deliver possession of the Property at Closing. 10. Seller and Purchaser are political subdivisions of the State of Texas and therefore exempt from ad valorem and similar taxes and assessments. All Closing costs such as, without limitation, recording and escrow fees shall be divided equally between Seller and Purchaser. 11. It is understood and agreed that Purchaser will have 90 days after the effective date of this Contract (the "Review Period") to gather and complete information, as Purchaser deems necessary, pertaining to the general engineering, marKet,ability, t"inancing, usefulness and feasibility of the Property. During the Review Period, Purchaser and its agents shall have the right of access and entry upon the Property to make inspections, surveys, borings, soil tests, and otherwise examine and investigate the condition of the Property including, but not limited to, rights-of-way, elevation, topography, drainage, soid and substrata conditions, envi'rorunental conditions, curb cuts, esplanade cuts and access to proposed and existing roads. Tn. the event Purchaser, in its sole discretion, determines that the Property is unsatisfactory, Purchaser shall have the right to terminate, this Contract by giving written notice to Seller before expiration of the Review Period. If Purchaser does terminate this Contract, the Title Company shalt immediately return all of the Earnest of deposit to Purchaser without any additional authorization from Seller. The Title Company may deliver the $100.00 Review Period Fee to -the Seller, which is separate consideration for the Review Period, at any time after the effective date of thi's Contract regardless as to whether the Contract is terminated or consummated. If this Contract is terminated pursuant to this paragraph, Purchaser, at its expense, shall repair and restore any damage done to the Property caused by Purchas,er's, tests or inspections. 12. Within five business, days after the effective date of this Contract, Seller shalt provide Purchaser with copies of the following, if any, to the extent same are in Seller's REAL STATE CONTRACT PAGE 4 improvements or the Property Conditions, such waiver being absolute, complete,, total and unlimited in any way. (b), Purchaser acknowledges that the Property may not be in compliance with all regulations, rules, laws and ordinances that may apply to the Property or any part thereof and the continued ownership.,, maintenance, management and repair of the Plroperty ("Requirements"). Purchaser shall be solely responsible for any and all Requirements, Property Conditions, and all other aspects of the Property, whether the! same shall be existing as of the Closing Date or not. To the fullest extent ermitteld by law, Purchaser her waives, any and all rit!hts and benefits for any action, claim., demand, or losses from or 1 0 allinst Seller which it now has, or in the future may have conferred,up virtue of _on it- I any ap licable state,-federal local law, rule, or repulation as a result Of any alleged inaccuracy or incompleteness of the Information or otherwise relatin the purchase of the PoV rer!j,lncluding without limitation (ij the prov . isions of the Deceptive Trade N 11 Practices-Consumer Protection Act of the State of Texas any other compara,Die statute of the State of Texas, and (Iii) any environmental lay rule or regulation whether a federal, state or local, includi without limitatio Comprehensive Response, Ing,-------W1 i nj the Compensation and dial ifli*!3Lhet of 1980 L42 U.S.C. §§9601 et se s amended by the Su fund Amendments and Reauthorization Act of 1918,6 and an 3L, federal or 11 _gnalogous rM state laws, 'Including without limitation the texas Solid Waste Disposal Act. With respect to Purchaser's waiver of the above,, Purchaser represents and warrants to Seller that,: (a) Purchaser is not in a significantl position;disparate bargaining pos tion; (b), Purchaser is represented by legal counsel in connection with the sale contern lated by this Contract; and (c) Purchaser is I is knowledgeable and experienced in the purchase, operation., ownership, refurbishing and sale of coiTu-i-lercial real estate,, and is fully able to evaluate the merits and risks of this transaction. As part of the provisions of this, section, but not as a limitation 'thereon, Purchaser hereby agrees, represents and warrants, that the matters released herein are not limited to matters which are known or disclosed. In this connection, to the extent permitted by law, Purchaser hereby agrees, represents, and warrants that it realizes and acknowledges. that factual, matters now unknown to it may have given or may hereafter give rise to causes of action, claims, demands, debts,, controversies,, damages, costs, losses and expenses which are presently unk.nown, unanticipated and unsuspected, and Purchaser further agrees,,, represents and warrants that the waivers and releases, herein have been negotiated and agreed, upon in light of that realization and that Purchaser nevertheless hereby intends to release, discharge and acquit Seller from any such unknown causes of action, claims, demands, debts, controversies, damages, costs, losses and expenses which might in any way be included in the waivers, and matters released as set forth in this Section above. Purchaser further hereby assumes the risk of changes in applicable laws and regulations relating to past, present and future enviromnental conditions on the Property. (c), Seller expressly agrees that this Paragraph 13 shall not negate in any way the liability imposed upon Seller for the representations included in Paragraph 5 of this Contract. ........ ......— REAL ES]"ATE CONT'RACT PAGE 6 ................................... ................... (d) 'Notwithstanding anything to the contrary, all of 'the terms and previsions of Paragraphs 5 and 13 shall survive the Closing. 14. unless otherwise provided herein any notice, tender, or delivery to be given hereunder by either patty to the ether east ben writing and may be effected by ersonal delivery or overnight postal service do very or overnight courier such as F cdE , ,arid shall be deemed received as of the date of personal delivery. Such notices shall he scat to -the follo�wing, addresses or at such other address as either party may designate from time to time by written notice to the other: SELLER: I :urst-Euless-Bedford Independent School District Attn.- Stew Chapman, S uperinten dent 849 Central Drive Bedford, Texas 76022 With a copy to. James M. Whitton Brackett & Ellis, P.C. I OO Main Street 'Fort Werth, Texas 761102-310190 Attu cys for Seller PURCHASER ASER City of Fort Worth Attn Cynthia Garcia 10,00,04 "'I"hrockmorton, Street Fort Worth, Texas 76102 With a copy to: City Attorney's Office Attn.- Leann D. Guzman 1000 Throckmorton Street Fort Worth, Texas 761.02 Attorneys for Purchaser 1.5. This Contract shall not be assigned without the prior written approval, of Seller. tJpon an approved assignment, this Contract shall inure to the benefit of and he binding upon the parties hereto and their respective heirs, legal representatives, successors, and assigns. 16. This Contract embodies the complete agreement between the parties hereto: and carinot be varied or terminated except by the written agreement ent of the parties.. 17 Seller and Purchaser hereby represent and warrant to each other that neither party has engaged the services, of any agent, broker or other similar party in connection with REAL ESTATE CONTRACT PAGE 7 this transaction. 'Nevertheless, Purchaser has been and is hereby advised that Purchaser should have the abstract coveriny, the Proper(y examined by an attorney of Purchaser's selection or that Purchaser should b�e furnished with a Ob ICY Of title insurance. B Purchaser's execution oft is Contract, Purchaser acknowledges that Purchaser has been so advised in compliance with The Texas Real Estate License A t. 1.8. Time is of the essence in the performance of this Contract. 19. All covenants contained herein shall survive the Closing hereof, except any covenants which are expressly modified or waived. I'D writing on or prior to the Closing date. 20. Miscellaneous Provisions: a. 'This Contract and the exhibits attached hereto constitute the entire agreement between Seller and Purchaser, and there are no other covenants, agr�eemen,ts, promises, terms,, provisions, conditions, undertakings, or understandings, either oral or written,,, between them con,ceming the Property other than those herein set forth. No subsequent alteration, amendment, change, deletion or addition, to this Contract shall be binding upon Seller or Purchaser unless in, writing a],,-,Id signed by both Seller and Purchaser. b. All of the provisions, of this Contract are hereby made binding upon the personal representatives, successors,, and assigns of both parties hereto. Where required for proper interpretation, words in the singular shall include the plural" 11 the masculine gender shall include the neuter and the feminine, and vice versa. C. If any provision hereof* is for any reason unenforceable or 'inapplicable, the other provisions, hereof w1.11 rernaln in full force and effect ire tie same manner as if such unenforceable or inapplicable provision had never been contained herein. d. This Contract may be executed in any number of counterparts, each of which will for all purposes be deemed to he an original, and all of which are identleal. e. This Contract shall be construed under and in, accordance with the laws of the " r State o: 1'IN exas,. All of the obligations, contained in this Contract are performable in Tarrant County, Texas. Seller and Purchaser hereby consent that venue of any action brought under this Contract shall be in Tarrant County, Texas. f In the event either Purchaser or Seller should bring suit against the other in respect to any matters provided for in this Contract, the prevailing party shall be entitled to recover from the other party reasonable attorneys' fees in connection with such suit. R-EAL ESTATE NT "'T PAGE 8 9. Each person executing this Contract, by h execution hereof, represents and warrants that he is fully authorized to do so and that no further action or 4 consent on the pai-t of the party for whom he is acting is required to make this Contract effective and enforceable against such party following such execution. h. In addition to the acts and deeds recited herein and contemplated to be performed at the Closing, Seller and Purchaser agree to perform such other acts and to execute and/or deliver Such other instruments and documents as either Seller or Purchaser, or their respective counsel, may reasonably require in order to effect the intents and purposes of this Contract. Further, Seller and Purchaser each agree to deliver to the Title Company affidavits, and such other assurances, as may reasonably be necessary or required to enable the Title Company,to issue the policy of title insurance as contemplated by this Contract. i. The effective date of this Contract shall be the date it has been signed by both parties and the Earnest Money has been delivered to the Title Company. Al A A This Contract is executed by Purchaser onthisdD day of 201 City offort Worth By: Printed Name: Title: APPROVED AS TO FORMAND LEGALITY: 4" 1111i411, A LAI 0 00010 sistant City Attornie�- 0 s 4K Cl (),000 ..................... .......... its Secretary L OFFICIAL RECORD CITY SECRETARY H,TX REAL ESTATE CON'"FRACT PAGE 9 This Contract is exeCLIted bly Seller on this&7day of 2011 H s -:d e s-. ed d. Independent School District Stieve Chapman, Superintendent of Schools, 4251962 REAL ESTATE CONTRACT PAGE 10 """ Tract 1.: A one-acre tract of land, more or less, situated in the W. R. Loving Survey, Abstract 944, Tarrant County, Texas, identified in the records of the Tarrant Appr i s .l District as Account Number 04671724 Cameo-reference A 9446 . 1 Tract 2 .one-acre tract of land, more or less, situated In the W, R, Loving Survey, Abstract 944, Tarrant County, Texas, being more particularly described in a deed from Joe Woods and wife, Collie Woods, t the Euless Independent School District, dated March 28, 1952 and recorded in Volume 2416, Page 27311, Real Property Records of Tarrant County, Texas. Tract 3 A one-acre tract of land, more or less, situated in the W. R, .loving Survey, Abstract, 944, Tarrant County, Texas, and being more particularly described in a deed from roger Coleman and wife, A_nnie Myrtle Coleman, to the Hurst-Euless Independent School District, dated December 2 , 9'62 and recorded in Volume 376,0, .tae 1 7, Real Property Records of Tarrant County, Texas. Tract A one- crc tract of land, more or less, situated in the W. R. Loving Survey, abstract 944, Tarrant County, Texas, and being more particularly described in a deed from Simon Smith to the Hurst- Euless-Bedford Independent School District, dated February 20, 1963 and recorded in Volume 3779, Page 511, Real Property Records of Tarrant County, Texas, 43021 -v1/12003-002000 Nwo In -0 om WO Id' CD ir vi M% CL r m W ICL 62 L—1 LJ L L i A Alwom Crot.La if -4 IP 7.t—t"d—Tr 00 Ya LAL3 b,4 Will", Sol kN4AP VT To ------------------ IUSE ER N O U." pig U Oil 16 fps 's s v --ip �73 lop ol cp Lo lot CP 'PA VIA. ac 7, ■ M&C Review Page I of 2 Official site of the City of Fort Worthi,Texas FORT O H CITY ONI CIL AGENDA COUNCIL ACTION: Approved on 2/4,/2014, DATE.: 2/4/'2014 REFERENCE L-1 5656 LOG NAME: 17MOSIERVALLEYPARK NO.0- CODE: L TYPE.- NON- PUBLIC NO CONSENT HEARING-.- SUBJECT: Authorize Acquisition of Approximately 4,.0 Acres of Land Located on the South Side of Mosier Valley Road and West of Vine Street and Knapp Street from the Hurst-Euless- Bedford Independent School District for the Creation of the Mosier Valley Park for $260,000.00, Plus $25,0001.00 for Closing Costs and Died,icate the Property as Parkland (COUNCIL DISTRICT 5) RECOMMENDATION: It is recommended that the City Council.- 1. Authorize acquisition of approximately 4.0 acres of land located on the south side of'Mosier Valley Road and west of Vine Street and Knapp Street from the Hurst-Euless-Bedford Independent Scheel District for the creation of the Meier Valley Park for $260,0001.00 plus $25,0100.00 for closilng costs; 2., Authorize the acceptance and recording of the appropriate instruments and 3. Dedicate the property as parkland upon conveyance. DISCUSSION--. Staff recommends acquiring approximately 4.0 acres of land from H u rst-E u less-Bedford Independent School District for the development olf'a park to serve the citizens in an u,nderserved area of the City to be named Mosier Valley Park. The city will pay the costs to survey the property before conveyance. The total purchase price, of the property is $2 0,000.00 and an additional $25,0100.010 for closing costs,. The legal description is as follows-. Grantor =,=al Descr tior� Amount Approximately 4" acre,acres of land located in the Hurst-Euless-Bedford W.R. Loving Survey, Abstract No. 944,, I ndeplendent School, intending to, be all of Tract 613, Tract 6K, Tract $260)000.00 District 6S and Tract 6T, Tarrant County, Texas Estimated Related $ 25,000.00 Closing Costs Tota 1 $285,000.001 The annual cost to maintain, this plarkland' is estimated to be $8,060.00. This property is located in COUNCIL DISTRICT 5, Mapse,o 104H. 1 0 f, e *.4 4 0 0'_r�^ -.4 r . -.0 ,, y,I I � ..............­111 4 M&C Review Page 2 of 2 FISCAL INFORMATIONXERTIFICATION: The Financial Management Services D�ire�ctor certifies that funds are available in the current capital budget, as appropriated, of Park Dedication Fees Fund and in the current operating budget, as appropriated, of the General Fund. TO Fun d�/Acc t/Centers FROM Fund/Account/Centers 1) C281 541100 8059002222 1 $285,000.00 GG01 53912,0 8,081031 ILP60.00 Submitted for Cit,y Manager is, Office b y: Fernando Costa (6 122) Orii-gi,nating Dgpartment Head: Jay Chapa (5804) R,ichard Zavalai (5711)1 Addifional Information Contact.- David Creek (51744) Cynthia Garcia (8187) ATTACHMENTS Mosier Valley Park S,it