HomeMy WebLinkAboutContract 33766 CITY SECRETARY `
CONTRACT NO. �1 LL_
PURCHASE CONTRACT
THIS PURCHASE CONTRACT ("Contract") is made and entered into by and between
the CITY OF FORT WORTH, TEXAS, acting by and through its duly authorized City Manager
or Assistant City Manager ("Seller") and Pennsylvania Avenue, L.P., a Texas Corporation
("Purchaser") as of the date on which this Contract is executed by the last to sign of Seller and
Purchaser("Effective Date").
RECITALS
1. Seller is the owner of the approximately 20,766 square foot tract of land described as Lot
40-R Park's Subdivision of Block 4 Field's Welch Addition according to Plat recorded in
Volume 388 160 Page 69 save & except a portion of said lot conveyed to the Texas
Department of Transportation, which is situated at the southeast corner of Rosedale Street
in Fort Worth, Texas, together with any easements, rights-of-way, licenses, interests, and
rights appurtenant thereto (collectively, the "Property"), as shown on the attached Exhibit
"A„
2. Purchaser is Pennsylvania Avenue, L.P. or its related assigns as defined in Section 15.
3. Seller desires to sell the Property for fair market value for development as a mixed-use
commercial/retail development in accordance with the City's Comprehensive Plan and
Fort Worth South Inc. development guidelines in a manner that will benefit the citizens
of Fort Worth in general.
4. Purchaser desires to acquire the Property for development as a mixed-use commercial or
retail development.
5. Seller will convey this property through direct sale in accordance with Section
272.001(b)(6) of the Texas Local Government Code.
AGREEMENT
In consideration of the mutual covenants in this Contract, Seller and Purchaser agree as
follows:
Section 1. Sale and Purchase.
(a) Seller agrees to sell and convey the Property to Purchaser, and Purchaser agrees to
purchase and accept the Property from Seller, for the Purchase Price (as defined below), subject
to the terms and conditions set forth in this Contract.
(b) Seller shall convey the Property to Purchaser free and clear of all liens, claims,
easements, rights-of-way, reservations, restrictions, encroachments, t ter
encumbrances (collectively, the "Encumbrances") except the Encum a e
Title Commitment (as defined below in Section 3) and the survey that are not cured and that are
subsequently waived pursuant to Section 3 below ("Permitted Encumbrances").
(c) Seller shall retain all mineral interests in the Property.
Section 2. Purchase Price,Independent Contract Consideration, and Earnest Money.
(a) The purchase price ("Purchase Price") for the Property, payable by Purchaser to
Seller in cash at Closing (defined below), is Two Hundred Ninety Thousand and Eight Hundred
Sixty-Four and 00/Dollars ($290,864), based upon the assumption that the net square footage of
the Property is approximately 20,776. "Net square footage" means all of the land within the
surveyed boundaries of the Property, less any portion of the Property lying within a publicly
dedicated roadway or a utility easement. If the Survey determines that the net square footage of
the Property is more or less than 20,776, the Purchase Price shall be adjusted to equal $14.00
multiplied by the net square footage. Seller has determined that the Purchase Price reflects the
current fair market value of the Property.
(b) Contemporaneously with the execution of this Contract, Purchaser delivers to
Seller a check in the amount of$50.00 ("Independent Contract Consideration"), as independent
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 for in this Contract, is nonrefundable, and shall be retained by Seller
notwithstanding any other provision of this Contract.
(c) Within five days after the execution and delivery of this Contract by Seller to
Purchaser, Purchaser shall deliver to Title Company (as defined below in Section 3) a check
payable to the order of Title Company or other means of funding reasonably satisfactory to
Seller in the amount of$14,543.20 as ("Earnest Money"). Title Company shall hold the Earnest
Money in escrow and deliver it in accordance with the provisions of this Contract. The Title
Company shall invest the Earnest Money in an interest bearing account through a bank or other
financial institution selected by Purchaser (hereafter, all references in this Contract to Earnest
Money include the amount deposited by Purchaser with the Title Company pursuant to this
Section 2(c) together with all interest accrued thereon).
Section 3. Title Commitment and Survey.
(a) Within thirty (30) days after the Effective Date, Purchaser shall obtain, at
Purchaser's sole cost and expense (i) an Owner's Commitment for Title Insurance ("Title
Commitment") from Cleta Teehee with First Land Title, 1852 Norwood Plaza, Suite 101, Hurst
Texas 76054, Telephone Number 817-268-1559; Fax Number 817-285-0502 ("Title Company"),
setting forth the status of the title of the Property and showing all Encumbrances and other
matters, if any, relating to the Property; and (ii) a legible copy of all documents referred to in the
Title Commitment, including but not limited to, plats, reservations, restrictions, and easements.
(b) Within three (3) days after the Effective Date of this Contract, Si a v
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to Purchaser a copy of any survey of the Property in Seller's possession. Wit i �i Yf:
days after the Effective Date, Purchaser shall obtain, at Purchaser's sole c sti
updated survey ("Survey") consisting of a plat and field notes describirig th Pr ed
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pursuant to a current on-the-ground staked survey performed by a registered public surveyor or
engineer satisfactory to Purchaser and Title Company. The Survey shall (i) be certified to
Purchaser, its successors and assigns, and Title Company, (ii) reflect the actual dimensions of
and the total number of square feet within the Property, net of any portion thereof lying within a
publicly dedicated roadway or a utility easement, (iii) identify any rights-of-way, easements, or
other Encumbrances by reference to applicable recording data, and (iv) include the Surveyor's
registered number and seal, and the date of the Survey.
The description of the Property prepared as a part of the Survey will be used in all of the
documents set forth in this Contract that require a description of the Property.
(c) If the Title Commitment or Survey discloses any Encumbrances or other matters
that are not acceptable to Purchaser in Purchaser's sole discretion, then Purchaser shall give
Seller written notice thereof within seven (7) days after receipt of the Title Commitment, Survey
and all documents referred to in the Title Commitment, specifying Purchaser's objections
("Objections"), if any. If Purchaser gives such notice to Seller, Seller shall use its best efforts to
cure the Objections,but shall be under no obligation to do so.
(d) If Purchaser gives notice of Objections and Seller does not cure the Objections,
cause the Title Commitment and Survey to be amended to give effect to matters that are cured,
and give Purchaser written notice thereof within the seven(7) day period following receipt of the
notice from Purchaser ("Cure Period"), Purchaser shall have the right either (i) to terminate this
Contract by giving written notice thereof to Seller at any time after the expiration of such Cure
Period but prior to the expiration of the Option Period, and, upon such termination, Purchaser
shall be entitled to the return of the Earnest Money, and 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 Purchaser'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.
Section 4. Review Reports. Within five (5) days after the Effective Date, Seller shall
deliver to Purchaser for Purchaser's review any environmental reports and studies in Seller's
possession concerning the Property ("Reports") that were conducted during or after the
demolition of the former improvements on the Property.
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 KIND OR CHARACTER WHATSOEVER, WHETHER
EXPRESS OR IMPLIED, ORAL OR WRITTEN, PAST, PRESENT OR FUTURE, OF,
AS, TO CONCERNING OR WITH RESPECT TO (A) THE33 ,
QUALITY OR CONDITION OF THE PROPERTY INCLU >[ vw
LIMITATION, THE WATER, SOIL AND GEOLOGY, (B) THE IVRWIMVE
DERIVED FROM THE PROPERTY, (C) THE SUITABILITY OF T ; ��PF"Y
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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 ANY,
INCORPORATED INTO THE PROPERTY, (G) THE MANNER, QUALITY, STATE OF
REPAIR OR LACK OF REPAIR 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 WASTE, 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 TAKING 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 DOCUMENTS). PROVISIONS OF THIS
SECTION SHALL SURVIVE THE CLOSING. IT IS UNDERSTOOD AND AGREED
THAT THE PURCHASE PRICE HAS 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.
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Section 6. Option Period.
(a) Notwithstanding anything to the contrary contained in this Contract, until forty-
five (45) days after the Effective Date ("Option Period"), the following is a condition precedent
to Purchaser's obligations under this Contract:
Purchaser being satisfied in Purchaser's sole and absolute discretion that the
Property is suitable for Purchaser's intended uses, including, without limitation,
Purchaser being satisfied with the results of the Tests (defined in Section 6
below).
(b) If Purchaser is not satisfied in Purchaser's sole and absolute discretion as to the
condition precedent described in Section 5(a) above, Purchaser may give written notice thereof
to Seller on or before the end of the Option Period, whereupon this Contract shall terminate.
Upon such termination, Purchaser shall be entitled to the return of the Earnest Money, and
neither party shall have any further rights or obligations under this Contract.
(c) If Purchaser does not terminate this Contract prior to the expiration of the Option
Period, then the Earnest Money shall become non-refundable to Purchaser except in the event of
Seller's default in the performance of Seller's obligations under this Contract, and Title
Company shall release the Earnest Money to Seller at any time thereafter upon request by Seller.
(d) The provisions of this Section 6 control all other provisions of this Contract.
(e) The parties agree that the forty-five day option period will not be extended upon
expiration unless provided for in an amendment agreed to in writing by Seller and
Purchaser.
Section 7. Tests. Purchaser, at Purchaser's sole cost and risk, shall have the right to
go on to the Property, including the Improvements, to make inspections, surveys, test borings,
soil analyses, and other tests, studies and surveys, including without limitation, environmental
tests, borings, analyses, and studies ("Tests). Any engineering and feasibility tests shall be
conducted at Purchaser's sole risk and expense, and Purchaser agrees to indemnify and defend
Seller and the Property from any liens and claims resulting from such tests. Purchaser shall be
solely responsible for all costs of any environmental site assessments Purchaser deems
necessary. The Property will be restored by Purchaser to its original condition at Purchaser' sole
expense following any site work. In the event this transaction does not close for any reason
whatsoever, the Purchaser shall release to Seller any and all independent test studies or tests
results obtained during this inspection period.
Section 8. Closing Contingencies.
(a) The closing ("Closing") of the sale of the Property by Seller to Purchaser shall
occur through the office of the Title Company in no more than (15) days after the satistaeW n of
the following contingencies to Closing ("Closing Contingencies"), but not dtr, ls 31,
2006. The ClosingContingencies are as follows: f j �' y
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(1) Purchaser has been notified that the City of Fort Worth Water Department
has determined that a 10' sanitary sewer easement for (Lateral 391) is located on
the property and therefore must agree to the conveyance of the easement to be
conveyed to Seller at closing.
(2)Purchaser replatting the property to show access and all easements.
(b) Purchaser agrees to pursue the approvals and agreements described in the Closing
Contingencies above with reasonable diligence. Seller agrees to cooperate fully with Purchaser
in connection with Purchaser's pursuit of the above approvals.
(c) If these Closing Contingencies are not satisfied to Purchaser's satisfaction so that
Purchaser is prepared to close on or before August 31, 2006, then Purchaser must terminate this
Contract, and upon the termination, Seller shall retain the Earnest Money and any interest earned
and neither party will have any further rights or obligations hereunder.
Section 9. Closing.
(a) At the Closing, all of the following shall occur, all of which are deemed
concurrent conditions:
(1) Seller, at Seller's sole cost and expense, shall deliver or cause to be
delivered to Purchaser the following:
(i) A Special Warranty Deed ("Deed"), fully executed and
acknowledged by Seller, conveying to Purchaser good and indefeasible fee
simple title to the Property subject only to the Permitted Encumbrances,
with the precise form of the Deed to be determined pursuant to Section 10
below;
(ii) Any other instrument or document necessary for Title Company to
issue the Owner Policy in accordance with Section 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 federally wired funds or a
certified or cashier's check or such other means of funding acceptable to Seller, in
an amount equal to the Purchase Price, adjusted for closing costs and prorations.
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(3) First Land Title of Fort Worth shall issue to Purchaser, at Purchaser's sole
cost and expense, an Owner Policy of Title Insurance ("Owner Policy") issued by
Title Company in the amount of the Purchase Price insuring that, after the
completion of the Closing, Purchaser is the owner of indefeasible fee simple title
to the Property, subject only to the Permitted Encumbrances, and the standard
printed exceptions included in a Texas Standard Form Owner Policy of Title
Insurance; provided, however, the printed form survey exception shall be limited
to "shortages in area," the printed form exception for restrictive covenants shall be
deleted except for those restrictive covenants that are Permitted Encumbrances,
there shall be no exception for rights of parties in possession, and the standard
exception for taxes shall read: "Standby Fees and Taxes for [the year of Closing]
and subsequent years, and subsequent assessments for prior years due to change
in land usage or ownership";
(4) The Earnest Money (including any Additional Earnest Money) shall be
applied to the Purchase Price at Closing.
(5) Purchaser shall convey an easement to Seller for the 10 inch water line, on
the metes and bounds of the location will be determined ten days before
closing.
(5) Seller and Purchaser shall each pay their respective attorneys' fees and
Purchaser shall be responsible for all of the escrow and recording fees.
(b) Ad valorem and similar taxes and assessments, if any, relating to the Property
shall be prorated between Seller and Purchaser as of the Closing Date, based on estimates of the
amount of taxes that will be due and payable on the Property during the calendar year in which
the Closing occurs. As soon as the amount of taxes and assessments on the Property for that year
is known, Seller and Purchaser shall readjust the amount of taxes to be paid by each party with
the result that Seller shall pay for any taxes and assessments applicable to the Property up to and
including the date of Closing, and Purchaser shall pay for those taxes and assessments applicable
to the Property after the Closing. The provisions of this Section 8(b) survive the Closing.
(c) Upon completion of the Closing, Seller shall deliver possession of the Property to
Purchaser, free and clear of all tenancies of every kind.
Section 10. Agents. Seller and Purchaser each represent and warrant to the other that it
has not engaged the services of any agent, broker, or other similar party in connection with this
transaction except Purchaser's representative Tom Palmer and Wm. C Jennings Co. Purchaser
say be solely responsible for pay any brokerage fees or commissions.
Section 11. Closing Documents. No later than fifteen (15) days prior to the Closing
Date, Seller shall deliver to Purchaser a copy of the Deed, which is subject to Purchaser's
reasonable right of approval.
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Section 12. Notices.
(a) Any notice under this Contract shall be in writing and shall be deemed to have
been served if (i) delivered in person to the address set forth below for the party to whom the
notice is given, (ii) delivered in person at the Closing (if that party is present at the Closing), (iii)
placed in the United States mail, return receipt requested, addressed to such party at the address
specified below, (iv) deposited into the custody of Federal Express Corporation to be sent by
FedEx Overnight Delivery or other reputable overnight carrier for next day delivery, addressed
to the party at the address specified below, or (v) telecopied to the party at the telecopy number
listed below, provided that the transmission is confirmed by telephone on the date of the
transmission.
(b) The address of Seller under this Contract is:
City of Fort Worth
1000 Throckmorton Street
Fort Worth, Texas 76102
Attention: Tom Higgins
Telephone: 817-392-6192
(c) The address of Purchaser under this Contract is:
Jim Eagle
100 E. 15`h Street, Suite 115
Fort Worth, Texas 76102
(d) From time to time either party may designate another address or telecopy number
under this Contract by giving the other party advance written notice of the change.
Section 13. Termination,Default, and Remedies.
(a) If Purchaser fails or refuses to consummate the purchase of the Property pursuant
to this Contract at the Closing for any reason other than termination of this Contract by Purchaser
pursuant to a right so to terminate expressly set forth in this Contract or Seller's failure to
perform Seller's obligations under this Contract, then Seller, as Seller's sole and exclusive
remedy, shall have the right to terminate this Contract by giving written notice thereof to
Purchaser prior to or at the Closing, whereupon neither party hereto shall have any further rights
or obligations hereunder, and Title Company shall deliver the Earnest Money, the Additional
Earnest Money, and the interest accrued on the Purchase Price (as set forth in Section 7(c)
above) to Seller as liquidated damages, free of any claims by Purchaser or any other person with
respect thereto. It is agreed that the Earnest Money, Additional Earnest Money, and the interest
on the Purchase Price to which the Seller is entitled hereunder is a reasonable forecast of just
compensation for the harm that would be caused by Purchaser's breach and that the harm that
would be caused by such breach is one that is incapable or very difficult of accurate estimation,
and that the payment of these sums upon such breach shall constitute full satisfaction of
Purchaser's obligations hereunder.
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(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 Purchaser'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 whereupon the
Earnest Money shall be returned to Purchaser and neither party hereto shall have any further
rights or obligations hereunder.
(c) If either Seller or Purchaser becomes entitled to the Earnest Money upon
cancellation of this Contract in accordance with its terms, Purchaser and Seller covenant and
agree to deliver a letter of instruction to the Title Company directing disbursement of the Earnest
Money to the party entitled thereto.
Section 14. Entire Contract. This Contract (including the attached exhibits) contains the
entire contract between Seller and Purchaser, and no oral statements or prior written matter not
specifically incorporated herein is of any force and effect. No modifications are binding on
either party unless set forth in a document executed by that party.
Section 15. Assi ns. This Contract inures to the benefit of and is binding on the parties
and their respective legal representatives, successors, and assigns. Purchaser may assign,
transfer or otherwise convey any of its rights or obligations under this Agreement to any party
without the prior written consent of the City, so long as the proposed assignee or successor has
agreed in writing to assume all of the covenants and obligations of Purchaser under this
Agreement. Any other attempted assignment shall be void.
Section 16. Time for Execution. If Seller has not executed and returned a fully
executed copy of this Contract to Purchaser by 5:00 p.m., Fort Worth, Texas time on July 6
2006, this Contract shall be null and void.
Section 17. Time of the Essence. Time is of the essence under this Contract.
Section 18. Taking Prior to Closing. If, prior to Closing, the Property or any portion
thereof becomes subject to a taking by virtue of eminent domain, Purchaser may, in Purchaser's
sole discretion, either (i) terminate this Contract whereupon the Earnest Money shall be returned
to Purchaser, 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 19. Governing Law. This Contract shall be governed by and construed in
accordance with the laws of the State of Texas.
Section 20. Performance of Contract. The obligations under the terms of the
Contract are performable in Tarrant County, Texas, and any and all payments under the terms of
the Contract are to be made in Tarrant County, Texas.
Section 21. Venue. Venue of any action brought under this Cot Efl&� l t
County, Texas if venue is legally proper in that county. 'C'I ly E A ly
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Fyo 'W`ORTH, TEX.
Section 22. Severability. If any provision of this Contract is held to be invalid,
illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability will not
affect any other provision, and this Contract will be construed as if such invalid, illegal, or
unenforceable provision had never been contained herein.
Section 23. Business Days. If the Closing date or the day for performance of any act
required under this Contract falls on a Saturday, Sunday, or legal holiday, then the Closing date
or the day for such performance, as the case may be, shall be the next following regular business
day.
Section 24. Counterparts. This Contract may be executed in multiple counterparts,
each of which will be deemed an original, but which together will constitute one instrument.
This Contract is executed as of the Effective Date,
SELLER: CITY OF FORT WORTH
By: zw'?Ip
00.5,W Dale Fis 1 r
Date:
Assis t Cit Manager -
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Contract AuthorizatUO Attest
(Vl �3� __ 0(��
Date Marty Hendrix
City Secretary
Approved , to Legality and Form
Assistant ity Attorney
PURCHASER:
Pennsylvania Avenue L.P. acting by and through its
General Partner, Pennsylvania Management,LLC
By:
Name: awWT is lW ROD
Title: MAAA�Z.- �
Dater/?/OfcR. WORK1EX.
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By its execution below, Title Company acknowledges receipt of the Earnest Money described in
this Contract and agrees to hold and deliver the same and perform its other duties pursuant to the
provisions of this Contract.
TITLE COMPANY:
By:
Name:
Title:
Date:
l ea ROD
CITY ff(-aR1TA1Y
FT, ORTH, 711
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EXHIBIT "A"
Description of Property
as Lot 40-R Park's Subdivision of Block 4 Field's Welch Addition according to Plat recorded in
Volume 388 160 Page 69 save & except a portion of said lot conveyed to the Texas Department
of Transportation, which is situated at the southeast corner of Rosedale Street in Fort Worth,
Texas, together with any easements, rights-of-way, licenses, interests, and rights appurtenant
thereto (collectively, the"Property"),
M
CFW700ROSEDALECONTRACT FINALLDOC
Page 1 of 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 6/13/2006
DATE: Tuesday, June 13, 2006
LOG NAME: 17700WROSEDALE REFERENCE NO.: L-14203
SUBJECT:
Authorize the Direct Sale of City-Owned Property at 700 West Rosedale Street to Pennsylvania
Avenue, L. P. in Accordance with Chapter 272 of the Texas Local Government Code
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the City Manager to execute an option agreement to sell City fee-owned surplus property
located at the northwest corner of Hemphill Street and Rosedale Street to Pennsylvania Avenue L. P. in
accordance with Chapter 272 of the Texas Local Government Code; and
2. Authorize the City Manager to execute an appropriate deed conveying the property to Pennsylvania
Avenue L.P. and record the deed, if the terms of the option are satisfied.
DISCUSSION:
The City owns approximately half an acre of property located at the northwest corner of Hemphill Street and
Rosedale Street. In 1990, the City originally acquired the property as a preemptive measure to prepare for
the widening of West Rosedale Street (M&C L-9996). The Texas Department of Transportation (TxDOT)
purchased a portion of the property in 2000, and the remaining surplus parcel is an attractive parcel for
development.
On March 1, 2005 Economic and Community Development staff received Council direction to pursue the
use of proceeds from the sale of certain parcels of surplus City-owned property to support the Fort Worth
Partnership for Community Development (Partnership). The Partnership is a funding collaboration that
supports community development initiatives and the sale of this parcel will fulfill the City's Year 1 funding
commitment of$250,000.
According to Chapter 272.001 of the Local Government Code, the City can conduct a direct sale in a
reinvestment zone if the project is part of the project plan for the zone. Since the property is located in Tax
Increment Reinvestment Zone Number 4, and is part of the Southside TIF project and finance plan, the City
can sell the property for fair market value. In September of 2005, staff issued a Request For Proposals to
solicit a purchaser for the property, and has since identified Pennsylvania Avenue L. P. as an appropriate
purchaser for the property.
The property is zoned MU-1 for mixed-use development that will complement the City's Comprehensive
Plan and Fort Worth South guidelines. Conditions of the sale are outlined as follows:
- Sale price at the appraised fair market value (FMV) is $14.00 a square foot. There are approximately
20,776 square feet, making the sale price $290,864.
- The term period includes a 45-day option period with the right to extend upon agreement of the parties,
and a 15-day closing period.
In complying with Council's direction, proceeds from this sale (except for a 2% management fee and cost of
http://www.cfwnet.org/council_packet/Reports/mc_print.asp 11/1/2006
Page 2 of 2
the appraisal) will be deposited into an escrow account for the Partnership, a deviation from the City's
financial policy of placing surplus property sale proceeds in the Demolition Fund. The funds will be
appropriated to the Partnership pursuant to an agreement that will subsequently be brought to Council. The
management fee and the cost of the appraisal of the sales price will be deposited with Real Property.
The City's intent to sell this property was advertised to the public by means of publication in the Commercial
Recorder once a week for four consecutive weeks, beginning on May 18 and ending on June 8, 2006.
The property is located in COUNCIL DISTRICT 9, in the Magnolia Village Neighborhood Empowerment
Zone, and in the Southside/Medical District Tax Increment Reinvestment Zone (TIF 4).
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that the Economic and Community Development Department is responsible
for the collection and deposit of funds from this sale.
TO Fund/Account/Centers FROM Fund/Account/C enters
GG01 240193 0000000 $0.00
Submitted for City Manager's Office by: Dale Fisseler (6266)
Originating Department Head: Tom Higgins (6192)
Additional Information Contact: Ossana O. Hermosillo (8618)
Christine Maguire (8187)
http://www.cfwnet.org/council_packet/Reports/mc_print.asp 11/1/2006