HomeMy WebLinkAboutContract 31792�ITY �ECREi�IR�` t
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ASSIGNMENT OF EARNEST MONEY CONTRACT
This Assignment of Earnest Money Contract ("Assignment") is made by Michael Ball,
Trustee (the "Assignor"), to The City of Fort Worth, Texas (the "Assignee").
RECITALS
A. Assignor and Assignee entered into that certain Trustee Agreement dated as of June
15, 2004 ("Trustee Agreement"), by which Assignee engaged Assignar to act on Assignee's behalf in
contracting to purchase certain real property located in the City of Forest Hill, Texas, as more
particularly described in Exhibit "A" to the Trustee Agreement.
B. In accordance with his rights and obligations under the Trustee Agreement, Assignor
and Anglin 20 Joint Venture, a Texas general partnership ("Anglin 20") entered into that certain
Earnest Money Contract having an effective date of July 21, 2004, and amended by that certain First
Amendment to Earnest Money Contract dated as of Apri14, 2005 (collectively, the "Contract"), for
the purchase by Assignor from Anglin 20 of the Properiy described in Exhibit "A" to the Contract
("Property"). A true and correct copy of the Contract is attached to and made a part of this
Assignment as Exhibit "1 ".
C. Section 11 of the Contract permits Assignor to assign the Contract without the joinder
of Anglin 20.
D. As contemplated by the Trustee Agreement, Assignar desires to assign the Contract to
Assignee, and Assignee desires to take assignment of the Contract and purchase the Property as
provided in the Contract, all as set forth in this Assignment.
NOW, THEREFORE, for good and valuable consideration, which the parties acknowledge
receiving, Assignor and Assignee agree as follows:
1. Assi ment. Assignor hereby assigns his right, title, and interest under the Contract
to Assignee. References to "Purchaser" in the Contract will henceforth be deemed to refer to the
Assignee. Assignee hereby assumes and agrees to perform all obligations of Assignor as Purchaser
under the Contract.
2. Enforcement. Assignor authorizes and empowers Assignee to enforce Anglin 20's
performance of those terms and conditions of the Contract to be performed by Seller and to demand
and receive from Anglin 20 all documents and items to be given by Seller under the Contract.
3. Defined Terms. All capitalized terms not defined in this Assignment have the
meanings set forth for such terms in the Contract.
4. Contract Remains in Full Force and Effect. Except as expressly modified by this
Assignment, the Contract remains unchanged and in full force and effect.
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5. Counterparts. The parties may execute this Assignment in any number of
counterparts with the same effect as if all parties to this Assignment had signed the same document.
6. Governin� Law. This Assignment must be governed by and construed in accordance
with Texas law.
Executed to be effective as of May ���2005.
Anglin 20 JV Assignment
689216_2
ASSIGNOR: -�
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MICHAEL BALL, TRUSTEE
ASSIGNEE:
THE CITX OF FORT WORTH, TEXAS
By: �,>21����/i, �� --
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v Libby Watson, Assistant City Manager
Approved as to Form and Legality:
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Ass' tant City Attorney
Attest:
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Marty He rix, City Secretary
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Contrac't huthorizatio�
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Date
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EXHIBIT "1"
Earnest Monev Contract
Anglin 20 JV Assignment
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EARNEST MONEY CONTRACT
THIS EARNEST MONEY CONTRACT ("Contract") is entered into as of
� ���_ �_, 2004 by and between ANGLIN 20 )OINT VENTURE, a Tex'as
ge lan re partnership ("Seller"), and MICHAEL BALL, TRUSTEE ("Purchaser").
For good _and valuable consideration, Seller and Purchaser agree as
follows:
Section 1. Sale and Purchase. Seller agrees to sell and convey to
Purchaser, and Purchaser agrees to purchase and accept from Seller, for th.e
Purchase Price (defined in Section 2 below) and subject to the terms and
conditions set forth in this Contract, approximately 3.055 acres of land in the
City of Forest HiII, Tarrant County, Texas ("Land"), more partic�larly described
on Exhibit'�A" attached to this Contract, together with all beneficial easements,
rights-of-way, licenses, interests, rights, and appurtenances, if any;
appertaining to the Land, but free and clear of all liens, claims, burdening
easements, rights=of-way, reservations, restrictions, encroachments,
tenancies, oil, gas or mineral leases, and any other encumbrances (collectively
called the "Encumbrances") except the Encumbrances appearing in the Title
Commitment (as defined below) that are not cured and that are subsequently
waived in accordance with Section 3 below ("Permitted Encumbrances"). The
Land and all improvements, easements, rights-of-way, licenses, interests,
rights, and appurtenances, if any, appertaining to the Land, subject to the
Permitted Encumbrances, are collectively called the "Property."
Section 2. Purchase Price,. Independent Contract Consideration, anei
Earnest Money.
(a) The purchase price ("Purchase Price") to be paid by Purchaser to
Seller for the Property is ONE HUNDRED FIFTEEN THOUSAND DOLLARS
($115,000).
(b) The Purchase Price is payable in cash at the Closing.
(c) Contemporaneously with the execution of this Contract, Purchaser
delivers to Sel9er a check for One Hundred Dollars ($100) (`�Independent
Contract Consideration") as consideration for Seller's execution, delivery, and
performance of this Contract. This Independent Contract Consideration is in
addition to and independent of any other consideration or payment provided in
this Contract, is nonrefundable, and will be retained by Seller notwithstanding
any other provision of this Contract.
(d) Within three (3) days following the execution of this
Purchaser and Seller, Purchaser shall deliver to Title Company
EARNEST MONEY CONTRACT, VERSION 2
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Section 3(a) below) a copy of this Contract and a check payable to the order of
the Title Company for Seven Thousand Five Hundred Dollars ($7,500.00)
("Earnest Money"). The Title Company shall hold the Earnest Money in escrow
in an interest-bearing account accruing to the benefit of the party entitled to
the Earnest Money under this Contract. The term "Earnest Money" will include
all interest earned thereon. If the purchase and sale of the Property is closed
in accordance with this Contract, the Title Company shall apply the Earnest
Money to the Purchase Price at the Closing. If the transaction is not closed,
the Title Company shall deliver the Earnest Money as provided below.
Section 3. Title Commitment and Survey.
(a) Within twenty (20) days after the Effective Date, Seller shall
deliver to Purchaser an Owner's Commitment for Title Insurance ("Title
Commitment") from Rattikin Title Company, 201 Main Street, Suite 800, Fort
Worth, Texas 76102, Attention: Larry Townsend (telephone 817-332-1171)
("Title Company"), setting forth the status of the title of the Property and
showing all Encumbrances and other matters, if any, relating to the Property,
together with copies of al! documents creating Encumbrances n the Pro�e�y
and copies of the tax statements covering the Property. ��� ��� v��' � � �i
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(b) Within twent (20) days after the , 4��� shall, at its �NIT AL
ex ense deliver to �� a surve "Surve „
P , y( y) consisting of a plat and field
notes descri6ing the Property. The Survey must comply with the Category 1A,
Condition II survey requirements established by the Texas Society of
Professional Surveyors. The description of the Property prepared as a part of
the Survey will be used in all of the documents set forth in thi$ Contract that
require a description of the Property. �}� �-I�S�^g S�-II�-� Sha-►1 r�i m�urse
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(c) If the Title Commitment or Survey fails to show indefeasible fee
simple title to the Property to be in Seller, free and clear of all Encumbrances,
then Purchaser shall give Seller written notice thereof within ten (10) business
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 must cure the Objections
and must give Purchaser a written response within ten (10) days a�Cer
receiving Purchaser's notice of Objections. Moreover, at Closing, Seller will
provide releases for any deed-of-trust liens, judgrnent liens, mechanics' liens,
delinquent taxes, or any other monetary liens, if any, encumbering the
Property regardless of whether Purchaser has included such liens within the
Objections.
(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 tf3ereof =--_
within ten (10) days after receipt of the notice from Purchaser, Purc a�ej-;i;ta��;� �;;�:�'�:�
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EAfiNESTMONEYCONTRACT, VERSION 2 2 �VI�u^�� �����%,���'�'�Ui°
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either (i) terminate this Contract.by giving written notice of termination to
Seller and Title Company at any time before Closing, and, upon such
termination, Title Company shall return the Earnest Money to Purchaser, and
neither party will have any further rights or obligations under this Contract; or
(ii) waive the Objections and close the purchase of the Property subject to the
Objections, which will be deemed Permitted Encumbrances. Notwithstanding
the foregoing sentence, if Seller has commenced curing the Objections and is
diligently prosecuting the cure, then Purchaser in Purchaser's sole discretion
may extend the cure period for an amount of time Purchaser deems necessary
for Seller to complete the cure.
Section 4. Termination, Default, and Remedies.
(a) Purchaser will be in default under this Contract if (i) it fails or
refuses to puGchase the Property at the Closing, or (ii) it fails to perform any of
its other obligations either before or at the Closing. Purchaser will not be in
default, however, if it terminates this Contract when it has an express right to
terminate or when Seller fails to perform its obligations under this Contract. If
Purchaser is in default, then Seller, as its exclusive remedy, is entitled to
terminate this Contract by giving written notice to Purchaser before or at the
Closing. Following the termination notice, neither party will have any further
rights or obligations under this Contract. Title Company will then deliver the
Earnest Money to Seller as liquidated damages, free of any claims by any
person, including Purchaser. The Earnest Money to which Seller may be
entitled is the parties' reasonable forecast of just compensation for the harm
that Purchaser's breach would cause, which is otherwise impossible or very
difficult to estimate accurately.
(b) Seller will be in default under this Contract if (i) it fails or refuses
to sell the Property at the Closing, or (ii) it fails to perform any of its other
obligations either before or at the Closing. Seller will not be in default,
however, if it terminates this Contract when it has an express right to
terminate or when Purchaser fails to perform its obligations under this
Contract. If Seller is in default, then Purchaser is entitled either (i) to enforce
specific performance of Seller's obligations under this Contract with respect to
1NITIAL the Property; (ii) to terminate this Contract by giving written notice to Seller
before or at the Closing, whereupon neither party will have. any further rights
�� �/ or obligations under this Contract and Title Company will then deliver the
Earnest Money to Purchaser, free of any claims of any person, including Seller;
equity becau , u not limited to the recovery of
(c) If either Seller or Purchaser becomes entitled to the Earnest Money
upon termination of this Contract, Purchaser and Seller shal�=d�e�Fi�� ��r-,:�,,-;,-
instruction letter to the Title Company directing disbursement o�;��s ������'��'J�:�
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EARNEST MONEY CONTRACT, VERSION 2 ' � ����� �� J`��'" ��"'���'
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Money to the entitled party. If
such an instruction letter, then
attorney's fees and court costs
Money.
Section 5. I in .
either party fails or refuses to sign or deliver
the refusing party shali pay all reasonabie
incurred by the party entitled to the Earnest
(a) The Closing (��Closing") of the sale of the Property by Seller to
Purchaser will occur in the office of the Title Company, on or before two
hundred ten (210) days after the Review Period (defined in Section 6 below)
expires, unless Seller and Purchaser agree to an earlier or later date ("Closing
Date"). In addition, Purchaser is entitled to notify Seller if Purchaser desires
the Closing Date to occur at an earlier date by giving Seller at least ten (10)
days' advance written notice of such earlier date.
(b) At the Closing, the following must occur, all of which are
concurrent conditions:
(1) Seller, at its expense, shall deliver to Purchaser the
following:
(i) A Special Warranty Deed, substantially in the form
attached to this Contract as Exhibit '�B"; fully executed and
acknowledged by Seller, conveying to Purchaser good and
indefeasible fee simple title to the Property subject only to the
Permitted Encumbrances.
�(ii) An Owner Policy of Title Insurance ("Owner Policy")
issued by Title Company to Purchaser for the Purchase Price
insuring that, upon Closing, �urchaser 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 ofi Title Insurance; provided,
however; the printed form survey exception (at Seller's expense)
must be limited to "shortages in area"; the printed form exception
for restrictive covenants must be deleted except for any restrictive
covenants that are Permitted Encumbrances; there must be no
exception for rights of parties in possession; and the standard
exception for taxes must read: '�Standby fees and taxes for [the
year of Closing] and subsequent years, and subsequent taxes and
assessments by any taxing authority for prior years due to change
in land usage or ownership."
EARNEST MONEY CONTRACT, VERSION 2 4
(iii) Evidence reasonably satisfactory to Purchaser and the
Title Company that the person executing the Closing documents on
behalf of Seller has full right, power, and authority to do so.
(iv) Seller's afFidavit setting forth its U.S. Taxpayer
Identification Number, its office address, and its statement that it
is not a"foreign person" as defined in Internal Revenue Code
§1445, as amended.
(v) Copies of any permits and licenses issued by a
governmental authority relating to the Property.
(vi) Any other document or instrument that may be
necessary or reasonably required by Purchaser or the Title
Company to complete the Closing. l
(2) Purchaser, at its expense, shall deliver to the Title Company
immediately available funds via certified or cashier's check or wire
transfer in an amount equal to the Purchase Price less the Earnest
Money, for payment to Seller upon Closing.
(3) Seller and Purchaser shall
attorneys' fees, and one-half (1/2) of all
each pay . their respective
escrow and recording fees.
(c) Ad valorem and similar taxes and assessments relating to the
Property will 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 Date occurs. As soon as
the amount of taxes and assessments on the Property for such year is known,
Seller and Purchaser will readjust the amount of taxes to be paid by each party
with the result that Seller will be responsible for those taxes and assessments
applicable to the Property up to and including the Closing Date, and Purchaser
will be responsible for those taxes and assessments applicable to the Property
after the Closing Date. All prior years'taxes and assessments will be Seller's
obligation. This Section 5(c) will survive the Closing.
(d) Upon completion of the Closing, Seller shall defiver to Purchaser
actual possession of the Property, free and clear of all tenancies of every kind
and parties in possession. Seller shall also have removed all its personal
property and business fixtures (if any} from the Property as of the Closing
Date, but otherwise all parts of the�Property must be in substantially the same
condition as on the Effective Date of this Contract.
EARNEST MONEY CONTRAG7, VERSfON 2 S
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Section 6. Review Period.
(a) As used in this Contract, "Review Period" means the period
beginning on the Effective Date and ending at 5:00 p.m., Fort Worth, Texas
time, on the date that is sixty (60) days after the EfFective Date.
(b) Purchaser may terminate its obligation to purchase the Property at
any time�during the Review Period if Purchaser, in its sole discretion, concludes
that the Property is not suitable for its contemplated use. Purchaser must
exercise its termination rights under this Section 6(b) by delivering written
notice to Seller at any time during the Review Period. Upon Seller's receipt of
such a notice during the Review Period, Seller will instruct the Title Company
to deliver the Earnest Money to Purchaser, and neither party will have any
further rights or obligations under this Cor�tract. If Purchaser does not send
such a notice during the Review Period, it will be deemed to have elected to
proceed with purchasing the Property, and the Earnest Money will become non-
refundable to Purchaser (except for Seller's default under Section 4(b) above).
(c) Seller will permit Purchaser and its contractors and agents to go
onto the Property to inspect and test the Property (including engineering
inspections, soil borings, and environmental tests) as Purchaser deems
necessary or desirable. Seller will cooperate with Purchaser in arranging the
inspections and tests. Purchaser must repair any damage to the Property
resulting from any inspection or testing conducted by it or at its direction to as
near as practicable to the condition existing before Purchaser's entry.
(d) Within five (5) days following the Effective Date, Seller shall
provide Purchaser with all written information that Seller possesses (other than
privileged communications or attorney work-product) with regard to the
Property, including but not limited to the following:
(1) Environmental studies and reports.
(2) Copies of all governmental licenses, permits, or approvals
relating to any portion of the Property.
(3) _ Engineering studies or soil tests.
(4). Surveys.
The items listed above are collectiv�ly called the "Information." If this
Contract is terminated before Closing, Purchaser will return the Information to
Seller.
(e) The provisions of this Section 6 control all other provisions of this
Contract. � � � �. -� �
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EARNEST MONEY CONTRAGT, VERSION 2 � �V J U L� �5�;,,1 L��ti� u
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Section 7. Brokers.
(a) Seller and Purchaser acknowledge that Michael Ball Realty
Corporation, representing the Purchaser, and Ellis & Tinsley, representing the
Seller (collectively, "Brokers"), are acting as Brokers in this transaction.
(b) If the Closing is consummated and the Purchase Price is funded,
Seller shall pay to Brokers as a commission for their services with respect to
the transaction a sum equal to six percent (6%) of the Purchase Price to be
divided equally between them.
(c) Purchaser is advised that Purchaser should have the abstract
covering the Property examined by an attorney of Purchaser's selection orthat
Purchaser should be furnished with a policy of title insurance. By Purchaser's
execution of this Contract, Purchaser acknowledges that Purchaser has been so
advised in compliance with the Texas Real Estate License Act.
(d) Seller acknowledges that Michael Ball Realty Corporation is an
affiliate of Purchaser and is a licensed Texas Real Estate Broker. Purchaser
acknowledges that Ellis & Tinsley is an affiliate of Seller and is a licensed
Texas Real Estate Broker.
Section 8. N ice .
(a) Any notice required or permitted to be given under this Contract by
one party to the other must be in writing. Notices must be either (i) delivered
in person to the address set forth below. for the party to whom the notice is
given; (ii) placed in the United States mail, return receipt requested,
addressed to such party at the address speci�ed below; (iii) deposited with an
overnight delivery service, addressed to such party at the address specified
below; or (iv) sent by facsimile transmission to the party at the telecopy
number shown below. Any mailed notice is effective upon deposit with the
U.S. Postal Service or the overnight delivery service, as applicable; all other
notices are effective upon receipt.
(b) The address of Seller for all purposes under this Contract is:
Anglin 20 Joint Venture
c/o Ellis & Tinsley
6421 Camp Bowie Blvd., Suite 302
Fort Worth, Texas 76116
Attention: Bill Ellis
Telephone: 817-737-5000
Telecopy: 817-732-3913
EARNEST MONEY CONTRACT, VERSION 2 7
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(c) The address of Purchaser for all purposes under this Contract is:
Michael Ball, Trustee
510 Main Street, Suite 201
Fort Worth, Texas 76102
Telephone: 817-877-5243
Telecopy: 817-338-0126
(d) Frorn time to time either party may designate another address for
this Contract by giving the other party not less than five (5) days' advance
written notice of such change.
Section 9. Entire Ae�reement. This Contract (including any exhibits hereto)
contains�the entire agreement between Seller and Purchaser, and no oral
statements or prior written matter is of any force or effect. � No variation,
modification, or change to this Contract binds either party unless set forth in a
document executed by such parties or their duly authorized agent, officer, or
representative.
Section 10.. R�presentations and Covenants of Seller.
(a) Seller makes the following representations and warranties as of the
Effective Date of this Contract and as of the Closing Date:
(1) Seller is a general partnership, duly organized, validly
existing, and in good standing under Texas law.
(2) Seller has all requisite power and authority to own the
Property, enter into this Contract, and consummate the transaction
contemplated in this Contract. Seller has duly authorized the execution
and delivery of this Contract such that all documents to be executed by
Seller are its valid, legally binding obligations and are enforceable
against it in accordance with their terms.
(3) The persons executing this Contract and any and all
documents on behalf of Seller have the legal power, right, and actual
authority to bind Seller.
(4) There is no existing or pending litigation or claims with
respect to the Property, and, to the best of.Seller's knowledge, there are
no such actions, suits, proceedings, or claims threatened or asserted.
(5) Seller has not entered int
Property other than agreements that
Closing Date. "
EARNEST MONEY CONTRACf, VERSION 2 �
o any agreement affecting the
will be terminated before the
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(6) Sel�er has not received any notice of any violation of any
ordinance, regulation, law, or statute of any governmental agency
pertaining to the Property.
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(7)(i) No material amount of Hazardous Substances is present in,
on, or under the Property, or has been disposed of, released, or
identi�ed in, on, under, or in the vicinity of the Property. Neither the
Property nor any occupant using it is in violation of any Environmental
Laws relating to the Property. There are no underground stbrage tanks,
above-ground storage tanks, or other containers of Hazardous
Substances located on the Property. The Property has not been used as
a landfill. -
(ii) (A) "Environmental Laws" means all applicable laws
(including regulations, by-laws, codes, international treaties, and
agreements) with respect to thE Property, now or hereafter in
existence, relating to tF�e environment, health and safety matters,
Hazardous Substances, pollution, or protection of the environment.
(B) "Hazardous Substances" mean any substance which is -
or is deemed under Environmental Laws to be, alone or in any
combination - hazardous, hazardous waste, toxic, radioactive, a
pollutant, a deleterious substance, a contaminant, a dangerous
good, or a source of pollution or contamination, or which, when
released into the environment, is likely to cause, _ at some
immediate or future time, material harm or degradation to the
environment or material risk to human health, whether or not such
substance is defined as "hazardous" under Environmental Laws.
Without limiting the foregoing, asbestos-containing materials are
deemed to be "Hazardous Substances."
(b) Seller covenants and agrees with Purchaser that, at all times
before Closing:
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(2) Seller will keep in full force and effect any licenses and
permits afFecting all or part of the Property. The Property will be
maintained and operated in compliance with all applicable laws,
regulations, insurance requirements, contracts, permits, licenses,
ordinances, restrictions, and easements.
(3) Seller shall maintain the Property in as good a condition and
- repair as exists on the Effective Date, except for normal wear rr��� --� .�,�_
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Seller shall advise Purchaser of any significant repair or improvement it
makes to keep the Property in such condition.
(4) Seller may not materially alter the Property without
Purchaser's prior written consent.
(5) Seller may not create - or voluntarily permit to be created -
any liens, easements, or other conditions affecting all or part of the
Property without Purchaser's prior written consent.
(c) Seller's representations, warranties and covenants in this Contract
are subject to the following terms and conditions: ,
(1) Seller's representations, warranties, and covenants are
continying, made both as of the Effective Date and as�of the Closing
Date, except to the extent that Seller otherwise notifies Purchaser in
writing before Closing. If Seller so notifies Purchaser in writing before
Closing - or if Purchaser independently discovers - that any
representation, warranty, or covenant is no longer true, Purchaser may
either (i) terminate this Contract by written notice to Seller, and neither
party will have any further rights or obligations under it, and the Title
Company will deliver the Earnest Money to Purchaser, or (ii) waive the
representation, warranty, or covenant and close the purchase of the
Property.
(2) Seller's representations, .warranties, and covenants will
survive the Closing. -
Section 11. Assiqns. This Contract inures to the benefit of and binds
Seller and Purchaser and their respective heirs, legal representatives,
successors, and assigns. Purchaser may assign its rights under this Contract at
any time at or before Closing to any other person or entity.
Section 12. Time for Execution and Effective Date. If Seller has not
executed and returned an executed copy of this Contract to Purchaser by 5:00
p.m.�on day of July, 2004, then Purchaser's offer will be automatically
withdrawn. The date on which this Contract is executed by the last to sign of
the Seller and Purchaser is the "Effective Date" of this Contract.
Section 13. Time of the Essence. Time is of the essence of this
Contract.
Section 14. Destruction or Damage Before Closinq. Before Closing,
risk of loss with regard to the Property is borne by Seller. If, before the
Closing, the Property or any substantial portion of it is destroyed or damaged, ,,_
or becomes subject to a taking by eminent domain, Purchaser ma .�;ith�r.'(���v�:�
�� �'7j',�i '=':o; ��'�, ,a ; - .
��� � � ��`?'� l.; �S � IL,! ��
EARNEST MONEY CONTRACT, VERSION 2 1� ._
��� �`:'��'��'����W, ����,
terminate this Contract and receive back the Earnest Money, and neither party
will have any further rights or obligations under.this Contract; or (b) proceed
with the Closing of the Property, and Seller will assign to Purchaser all-
insurance or condemnation proceeds available as a result of such damage,
destruction, or taking.
Section 15. - Terminology. The captions beside the section numbers of
this Contract are for reference only and do not modify this Contract. Wherever
required by the context, any gender includes any other gender, the singular
includes the plural, and the plural includes the singular.
Section 16. Governin Law. This Contract is governed by and
construed in accordance with the laws of the State of Texas.
Section 17._ Performance of Contract. The obligations under this
Contract are performable in Tarrant County, Texas, and all payments under
this Contract are to be made in Tarrant County, Texas.
Section 18. Venue. Venue of any action brought under this Contract is
in Tarrant County, Texas, if venue of such action is legally proper in Tarrant
County, Texas.
Section 19. Construction. Each party and its counsel have reviewed
this Contract. Consequently, the normal rule of construction that any
ambiguities are to be resolved against the drafting party must not be
employed in the interpretation of this Contract.
Section 20. Foreign Person Status. If Seller is not a"foreign person,"
as defined in Internal Revenue Code §1445 ("Federal Tax Law"), then at the
Closing Seller shall deliver to Purchaser a certificate so stating, in a form
complying with the Federal Tax Law.
EARNEST MONEY CONTRACT, VERSION 2 1 1
Section 21. Severabilitv. If any provision in this Contract is found to be
invalid, illegal, or unenforceable, its invalidity, illegality, or unenforceability
will not affect any other provision, and this Contract must be construed as if
the invalid, illegal, or unenforceable provision had never been contained in it.
Date.
This Contract is executed by Seller and Purchaser as of the Effective
"Seller"
_ ANGLIN 20 JOINT VENTURE, a Texas
general partnership l
By: ��
Name: W� l� °..._ i ���:s
Title: � ,� � , � .r f •��l �, —
�
Date Executed: - ) , 2004
"Purchaser"
( U-
MIC AEL BALL, TRU TEE
Date Executed: � � � , 2004
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EARNEST MONEY CONTRACT, VERSION 2 12
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Jun 2i 04 1O:�Oa
JUN—I6—OQ lJED 05�05 Ati ELL(S A T(NSI_EY ?37-5000 FA}( N0. B17 732 3913
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EXHIBIT `�A"
Legal Description of Property
�
�. 02
P. 05
p.5
EXHIBIT "B"
Form of Speciai Warranty Deed
NQTICE OF CONFIDENTIALITY RIGHTS
IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OF
THE FOLLOWING INFORMATION FROM THIS INSTRUM�ENT BEFORE IT
IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL
SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER.
STAI'E O F TEXAS
• • •••,
.
KNOW AL.L PEOPLE BY THESE PRESENTS:
That ANGLIN 20 JOINT VENTURE., a Texas general partnership
("Grantor"), for and in consideration of the sum of Ten Dollars ($10.00) cash
and other good and valuable consideration paid by MICHAEL BALL, TRUSTEE
(��Grantee"), whose mailing address is 510 Main Street, Suite 201, Fort Worth,
Texas 76102, the receipt of whieh is hereby acknowledged, HAS GRANTED,
BARGAINED, SOLD and CONVEYED, and by these presents DOES GRANT,
BARGAIN, SELL and CONVEY_ unto Grantee all that certain land situated in
Tarrant County, Texas, and described on Exhibit "A" which is attached hereto
and incorporated herein by reference for all purposes, together with any
improvements and appurtenances thereon or in anywise appertaining thereto,
and together with all of Grantor's right, title, and interest in and to any
easements or rights-of-way appurtenant to the land, and any interest of
Grantor in any excess land, vacancies, strips, or gores between the land and
abutting properties, and any interest of Grahtor in any land lying in or under
any public road or the bed of any creek, stream, or river running through or
abutting or adjacent to the land (collectively "Property").
This conveyance is made subject to the matters affecting title to the
Property specified in Exhibit "B" attached hereto and made a part hereof
("Permitted Encumbrances").
TO HAVE AND HOLD the Property, together with all and singular the
rights and appurtenances thereunto belonging, unto Grantee, and Grantee's
successors and assigns forever, and Grantor binds Grantor, and Grantor's
successors and assigns to WARRANT and FDREVER DEFEND, all and singular
the Property unto Grantee and Grantee's successors and assigns, against every
person whomsoever lawfully claiming or to claim the same or any part thereof,
by, through, or under Grantor, but not otherwise, and further subject to the
Permitted Encumbrances.
EARNEST MONEY CONTRACT, VERSION 2 14
EXECUTED THIS
STATE OF TEXAS §
_ § SS
COUNTY OF TARRANT §
day of
GRANTOR:
2005.
ANGLIN 20 )OINT VENTURE,
a Texas general partnership
By:_
Name:
Title:
This instrument was acknowledged before me on the day of
, 2005, by , the general partner of ANGLIN
20 )OINT VENTURE, a Texas general partnership, on behalf of the partnership.
My Commission Expires:
[SEAL]
Notary Public in and for the State of Texas
Notary Printed Name
EARNEST MONEY CONTRACT, VERSION 2 1 5
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FIRST AMENDMENT TO EA�RNEST MONEY CONTRACT
�.
This First Amendment to Earnest Money Contract ("AmendmenY') is entered into
effective as of April 4, 2005, between ANGLIN 20 JOINT VENTURE, a Texas general
partnership ("Seller"), and MICHAEL BALL, TRUSTEE ("Purchaser").
RECITALS:
� A. Seller and Purchaser entered into that certain Earnest Money Contract dated
effective as of July 21, 200� ("Agreernent") for the purchase and sale of real property in Tarrant
County, Te�s as further descnbed in E�ibit "A" to the Agreement. . Capitalized terms not
defined 'm this Amendment have the meanings givan them in the Agreement.
B. Seller and Purcl�aser desire to amend the Agreement as set forth below.
AGREEMENT:
In consideration of the mutua.l covenants and agreements contained in this Amendment
and in the Agreement, and for other good and valuable consideration, which the parties
acknowledge receiving, Seller and Purchaser agree as follows:
2. The Closing Date, as defined in Section 5{a) of the Agreement, is e�rtended for
thirty (30) days through May 18, 2005, unless Purchaser elects an earlier date by notifying Seller
in advance as is currently provided in Section 5(a).
2. This instrument may be executed by facsimile in multiple counterparts, each of
wluch will, for all purposes, be deemed an original, but which together will constitute one and
the same instrument.
3. Except as expressly modified herein, the Agreement, as amended, is ratified and
remains in full force and effect.
FIILST AM._ ANGLIN20 JV 1
Executed to be effective as of the date first set forth above.
"SELLER"
ANGLIN 20 JOINT VENTURE, a Texas general
partnership
By: � i1��� �
Name: t,u � t 1:. ._ � t�(.`s
Title: (o •.e �. ,� v � � r f� .- r � � —�
"PURCHASER"
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�msT �._ �+rrGLar zo rv 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 5/10/2005 - Ord. #16428-05-2005 & 16429-05-2005
DATE: Tuesday, May 10, 2005
LOG NAME: 12LANDFILLASSIG
REFERENCE NO.: C-20731
SUBJECT:
Adopt Supplemental Appropriation Ordinance and Authorization of Assignment of Three Earnest
Money Contracts and the Purchase of Certain Real Property Situated in Forest Hill, Tarrant County,
Texas for the Construction of a Road
RECOMMENDATION:
It is recommended that the City Council authorize the City Manager to:
1. Adopt the supplemental appropriation ordinance increasing appropriations in the Solid Waste Fund by
$294,132.27 and decreasing the unreserved retained earnings by the same amount;
2. Authorize the transfer of $194,132.27 from the Solid Waste Fund to the Solid Waste Capital
Improvements Fund;
3. Adopt the appropriation ordinance increasing estimated receipts and appropriations in the Solid Waste
Capital Improvements Fund by $194,132.27 from available funds;
4. Approve the assignment of an earnest money contract for the purchase of approximately 1.33 acres of
land in the City of Forest Hill, Texas, in fee and 1.33 acres of land as a slope easement and 0.67 of an acre
of land as a temporary construction easement (overlapped by the slope easement) from Northeast Service,
Inc. d/b/a Horton Tree Service;
5. Approve the assignment of an earnest money contract for the purchase of approximately 1.81 acres of
land in the City of Forest Hill, Texas in fee; 0.31 of an acre of land as a temporary construction easement;
and 0.63 of an acre of land as a slope easement from Tip Top Riding Club, Inc;
6. Approve the assignment of an earnest money contract for the purchase of approximately 3.055 acres of
land in the City of Forest Hill, Texas from Anglin 20 Joint Venture, c/o Ellis & Tinsley;
7. Authorize the City Manager to execute all necessary documents to purchase the above referenced
parcels of land for total purchase price of $188,173.59;
8. Authorize the payment of $5,958.68 to Michael Ball as commission for Trustee services rendered
pursuant to the Trust Agreement with the City;
9. Authorize the escrow of $100,000.00 for future attorney's fees and permit fees which may be incurred on
behalf of Northeast Service Inc., d/b/a Horton Tree Service, which may be necessary to acquire future state
or federal permits to continue operation of Northeast Service, Inc., d/b/a Horton Tree Service, until April 18,
2025; and
10. Authorize the City Manager to execute a letter to Northeast Service, Inc., d/b/a Horton Tree Service, to
be delivered at the time of closing on the earnest money contract, stating that the City does not object to
Logname: 12LANDFILLASSIG Pa�e 1 of 3
PE64 539120 0525001
P195 541200 052195005002
PE64 240001 0000000
Submitted for City Manager's Office b�
Originating Department Head:
Additional Information Contact:
Logname: 12LANDFILLAS SIG
$100,000.00 PE64 539120 0525001
$194,132.27
�, �� ��� ��
Libby Watson (6199)
David Yett (7600)
Christa Perez (8984)
$100,000.00
�,.��.� _.
Paae 3 of 3