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HomeMy WebLinkAboutContract 37411PURCHASE CONTRACT CONT CT NO a 6?'t THIS PURCHASE CONTRACT ("Contract") is made and entered into by and between the CITY OF FORT WORTH, TEXAS, acting by and through its duly authorized City Manager or Assistant City Manager ("Purchaser") and Aaron &-Mar-iola Lopez. ("Seller") as of the date on which this Contract is executed by the last to sign of Sellerland Purchaser ("Effective Date"). m; te\t1 RECITALS 1. Seller is the owner of Lot 5, Block 6, Shoe and Leather Company's Addition to the City of Fort Worth, Tarrant County, Texas, according to the plat recorded in Vol. 63, Page 37, Plat Records, Tarrant County, Texas and with a street address of Decatur Ave, Fort Worth, Texas 76106 together with any easements, rights -of -way, licenses, interests, and rights appurtenant thereto (collectively, the "Property"), except that the seller Aaron & Mariela Lopez. will retain their minerals rights. 2. Purchaser is a municipal corporation that desires to acquire the purchase of the Property for public use for drainage improvements to Lebow Channel. 3. Seller desires to sell the Property for fair market value for drainage improvements to Lebow Channel (Project Improvements) and will benefit the citizens of Fort Worth in general. AGREEMENT In consideration of the mutual covenants in this Contract, Seller and Purchaser agree as follows: Section 1. Sale and Purchase. (a) Seller agrees to sell and convey the Property to Purchaser, and Purchaser agrees to purchase and accept the Property from Seller, for the Purchase Price (as defined below), subject to the terms and conditions set forth in this Contract. (b) Seller shall convey the Property to Purchaser free and clear of all liens, claims, easements, rights -of --way, reservations, restrictions, encroachments, tenancies, and any other encumbrances (collectively, the "Encumbrances") except the Encumbrances appearing in the Title Commitment (as defined below in Section 3) and the survey that are not cured and that are subsequently waived pursuant to Section 3 below ("Permitted Encumbrances"). Section 2. Purchase Price (a) The purchase price ("Purchase Price") for the Property, payable by Purchaser to Seller in cash at Closing ($3,500.00), Three Thousand Five Hundred Dollars. OFFICIAL RECORD CITY SECRETARY FT. WORTH TX -1- Section 3. Title Commitment and Survey. (a) Within thirty (30) days after the Effective Date, Purchaser shall obtain, at Purchaser's sole cost and expense (i) an Owner's Commitment for Title Insurance ("Title Commitment") from Alamo Title Company, Attn: Wilson Martin, 3500 Hulen Street, Fort Worth, Texas 76107, Telephone Number 817-731-8715 and Fax Number 817-377-2292 ("Title Company"), setting forth the status of the title of the Property and showing all Encumbrances and other matters, if any, relating to the Property; and (ii) a legible copy of all documents referred to in the Title Commitment, including but not limited to, plats, reservations, restrictions, and easements. (b) Within ten (10) days after the Effective Date of this Contract, Seller shall provide y to Purchaser a copy of any survey of the Property in Seller's possession. Within forty-five (45) days after the Effective Date, Purchaser may obtain, at Purchaser's sole cost and expense, an updated survey ("Survey") consisting of a plat and field notes describing the Property, prepared pursuant to a current on -the -ground staked survey performed by a registered public surveyor or engineer satisfactory to Purchaser and Title Company. The Survey shall (i) be certified to Purchaser, its successors and assigns, and Title Company, (ii) reflect the actual dimensions of and the total number of square feet within the Property, net of any portion thereof lying within a publicly dedicated roadway or a utility easement, (iii) identify any rights -of -way, easements, or other Encumbrances by reference to applicable recording data, and (iv) include the Surveyor's registered number and seal, the date of the Survey. The description of the Property prepared as a part of the Survey will be used in all of the documents set forth in this Contract that require a description of the Property. (c) If the Title Commitment or Survey discloses any Encumbrances or other matters which are not acceptable to Purchaser in Purchaser's sole discretion, then Purchaser shall give Seller written notice thereof within fifteen (15) days after receipt of the Title Commitment, Survey and all documents referred to in the Title Commitment, specifying Purchaser's objections ("Objections"), if any. If Purchaser gives such notice to Seller, Seller shall use its best efforts to cure the Objections, but shall be under no obligation to do so. (d) TPDurchaser gives notice of Objections and Seller does not cure the Objections, cause the Title Commitment and Survey to be amended to give effect to matters that are cured, and give Purchaser written notice thereof within the fifteen (15) day period following receipt of the notice from Purchaser ("Cure Period"), Purchaser shall have the right either (i) to terminate this Contract by giving written notice thereof to Seller at any time after the expiration of such Cure Period but prior to the expiration of the Option Period, and, upon such termination, neither party hereto shall have any further rights or obligations, or (ii) to waive the Objections and consummate the purchase of the Property subject to the Objections which shall be deemed to be Permitted Encumbrances. Notwithstanding the foregoing sentence, if Seller has commenced curing the Objections and is diligently prosecuting the same, as determined by Purchaser in Purchaser's sole discretion, then Purchaser in Purchaser's sole discretion may extend the Cure Period for an amount of time Buyer deems necessary for Seller to cure the same. Section 4. Review Reports. Within twenty (20) days after the Effective Date, Seller shall deliver to Purchaser for Purchaser's review any environmental reports and studies in Sel er s possession c ncerning the Property ("Reports"). OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX - 2 - Section 5. Inspection of the Property (a) Purchaser may enter the Property before closing to inspect the Property and conduct a Phase I Environmental. (b) Purchaser must notify Seller in advance of Purchaser's plans to inspect the Property and conduct and tests so that Seller may be present during such inspections or tests. Section 6. Option Period. (a) Notwithstanding anything to the contrary contained in this Contract, until ninety (90) days after the Effective Date ("Option Period"), the following is a condition precedent to Buyer's obligations under this Contract: Purchaser being satisfied in Purchaser's sole and absolute discretion that the Property is suitable for Buyer's intended uses, including, without limitation, Purchaser being satisfied with the results of the Tests (defined in Section 7 below). (b) If Purchaser is not satisfied in Purchaser's sole and absolute discretion as to the condition precedent described in Section 6(a) above, Purchaser may give written notice thereof to Seller on or before the end of the Option Period, whereupon this Contract shall terminate. Upon such termination, and neither party shall have any further rights or obligations under this Contract. (c) The provisions of this Section 6 control all other provisions of this Contract. Section 7. Tests. Purchaser, at Purchaser's sole cost and risk, shall have the right to go on to the Property, including the Improvements, to make inspections, surveys, test borings, soil analyses, and other tests, studies and surveys, including without limitation, environmental tests, borings, analyses, and studies ("Tests). Any engineering and feasibility tests shall be conducted at Purchaser's sole risk and expense, and Purchaser agrees to indemnify and defend Seller and the Property from any liens and claims resulting from such tests. Purchaser shall be solely responsible for all costs of any environmental site assessments Purchaser deems necessary. The Property will be restored by Purchaser to its original condition at Purchaser' sole expense following any site work. In the event this transaction does not close for any reason whatsoever, the Purchaser shall release to Seller any and all independent test studies or tests results obtained during this inspection period. Section 8. Closing. (a) At the Closing, all of the following shall occur, all of which are deemed concurrent conditions: OFFICIAL RECORD CITY SECRETARY (1) Seller, at Seller's sole cost and expense, shall deliver or cause to be delivered to Purchaser the following: (i) a General Warranty Deed ("Deed"), fully executed and acknowledged by Seller, conveying to Purchaser good and indefeasible fee simple title to the Property subject only to the Permitted Encumbrances, FT. WORTH, TX with the precise form of the Deed to be determined pursuant to Section 10 below; (ii) Any other instrument or document necessary for Title Company to issue the Owner Policy in accordance with Section 8(a) (3) below. (2) Purchaser, at Purchaser's sole cost and expense, shall deliver or cause to be delivered to Seller through the Title Company federally wired funds or a certified or cashier's check or such other means of funding acceptable to Seller, in an amount equal to the Purchase Price, adjusted for closing costs and prorations. (3) Title Company shall issue to Purchaser, at Purchaser's sole cost and expense, an Owner Policy of Title Insurance ("Owner Policy") issued by Title Company in the amount of the Purchase Price insuring that, after the completion of the Closing, Purchaser is the owner of indefeasible fee simple title to the Property, subject only to the Permitted Encumbrances, and the standard printed exceptions included in a Texas Standard Form Owner Policy of Title Insurance; provided, however, the printed form survey exception shall be limited to "shortages in area," the printed form exception for restrictive covenants shall be deleted except for those restrictive covenants that are Permitted Encumbrances, there shall be no exception for rights of parties in possession, and the standard exception for taxes shall read: "Standby Fees and Taxes for [the year of Closing] and subsequent years, and subsequent assessments for prior years due to change in land usage or ownership"; (4) Seller and Purchaser shall each pay their respective attorneys' fees. (5) Purchaser shall pay all recording fees. (6) The City will conduct an environmental review of the Property and if an environmental hazard is found the City has the right to cancel this contract. (7) Purchaser of the property agrees to pay up to $3,AAA .00 maximum closing fees and costs as allowed by my Council. Seller (s) agrees to pay closing fees and costs exceeding $3,000.00 if applicable. (b) Ad valorem and similar taxes and assessments, if any, relating to the Property shall be prorated between Seller and Purchaser as of the Closing Date, based on estimates of the amount of taxes that will be due and payable on the Property during the calendar year in which the Closing occurs. As soon as the amount of taxes and assessments on the Property for that year is known, Seller and Purchaser shall readjust the amount of taxes to be paid by each party with the result that Seller shall pay for any taxes and assessments applicable to the Property up to and 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. OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX -4- Section 9. Agents. Seller and Purchaser each represent and warrant to the other that it has not engaged the services of any agent, broker, or other similar party in connection with this transaction. Section 10. Closing Documents. No later than fifteen (15) days prior to the Closing Date, Seller shall deliver to Purchaser a copy of the General Warranty Deed, which is subject to Purchaser's reasonable right of approval. Section 11. Notices. (a) Any notice under this Contract shall be in writing and shall be deemed to have been served if (i) delivered in person to the address set forth below for the party to whom the notice is given, (ii) delivered in person at the Closing (if that party is present at the Closing), (iii) placed in the United States mail, return receipt requested, addressed to such party at the address specified below, (iv) deposited into the custody of Federal Express Corporation to be sent by FedEx Overnight Delivery or other reputable overnight carrier for next day delivery, addressed to the party at the address specified below, or (v) telecopied to the party at the telecopy number listed below, provided that the transmission is confirmed by telephone on the date of the transmission. (b) The address of Purchaser under this Contract is: City of Fort Worth Real Property Services 900 Monroe Street Suite 302 Fort Worth, Texas 76102 Attention: Theresa Khammash Telephone: 817-3 92-6349 (c) The address of Seller under this Contract is: Aaron & Mariela Lopez 8316 Arroyo Benbrook, TX 76126 (d) From time to time either party may designate another address or telecopy number under this Contract by gg the other party advance written notice of the change. Section 12. Termination, Default, and Remedies. (a) If Purchaser fails or refuses to consummate the purchase of the Property pursuant to this Contract at the Closing for -any reason other than termination of this Contract by Purchaser pursuant to a right so to terminate expressly set forth in this Contract or Seller's failure to perform Seller's obligations under this Contract, then Seller, as Seller's sole and exclusive 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. filer fails or refuses to consummate the sale of the Property pursuant to this or fails to perform any of Seller's other obligations hereunder either prior to FT. WORTH, TX - 5 - or at the Closing for any reason other than the termination of this Contract by Seller pursuant to a right so to terminate expressly set forth in this Contract or Buyer's failure to perform Purchaser's obligations under this Contract, then Purchaser shall have the right to terminate this Contract by giving written notice thereof to Seller prior to or at the Closing and neither party hereto shall have any further rights or obligations hereunder. Section 13. Entire Contract. This Contract (including the attached exhibits) contains the entire contract between Seller and Purchaser, and no oral statements or prior written matter not specifically incorporated herein is of any force and effect. No modifications are binding on either party unless set forth in a document executed by that party. Section 14. Assigns. This Contract inures to the benefit of and is binding on the parties and their respective legal representatives, successors, and assigns. Neither party may assign its interest under this Contract without the prior consent of the other party. Section 15. Time for Execution. If Seller has not executed and returned a fully executed copy of this Contract to Purchaser by 5:00 p.m., Fort Worth, Texas time on April 12, 2008, this Contract shall be null and void. Section 16. Time of the Essence. Time is of the essence under this Contract. Section 17. Taking Prior to Closing. If, prior to Closing, the Property or any portion thereof becomes subject to a taking by virtue of eminent domain, Purchaser may, in Purchaser's sole discretion, either (i) terminate this Contract and neither party shall have any further rights or obligations hereunder, or (ii) proceed with the Closing of the transaction with an adjustment in the Purchase Price to reflect the net square footage of the Property after the taking. Section 18. Governing. Law. This Contract shall be governed by and construed in accordance with the laws of the State of Texas. Section 19. Performance of Contract. The obligations under the terms of the Contract are performable in Tarrant County, Texas, and any and all payments under the terms of the Contract are to be made in Tarrant County, Texas. . Section 20. Venue. Venue of any action brought under this Contract shall be in Tarrant County, Texas if venue is legally proper in that County. Section 21. Severability. If any provision of this Contract is held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability will not affect any other provision, and this Contract will be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. Section 22. Business Days. If the Closing date or the day for performance of any act required under this Contract falls on a Saturday, Sunday, or legal holiday, then the Closing date or the day for such performance, as the case may be, shall be the next following regular business day. Section 23. Counterparts. This Contract may be executed in multiple counterparts, each of �d-a original, but which together will constitute one instrument. OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX -6- This Contract is executed as of the Effective Date. PURCHASER: CITY OF FORT WORTH By: Fernando Costa flag Assistant City Manager Date• 8AA08 Swonjjpe;n,t(m n the Notary Publ' My commis Attest Marty Hendrix City Secretary day of , 2008 Approved as to Legality and Form SEl By: Name: Aaron Lopez Date: S WOrrl Notary Public My commissi� By:_ Nami )ate: Notary Publ �FFI(�Lcl� CITY SECRETA FT. WORTH, TX Lopez the day of , 2008 day of �n / -7- ' HETTIE LANE MY COMMISSION EXPIRES July 26, 2011 �. CorecL- au`thorizRt.os 1t,e TERRI L. HOFER MY COMMISSION EXPIRES May 20, 2011 TERRI L. HOFER MY COMMISSION EXPIRES May 20, 2011 By its execution below, Title Company agrees to perform its other duties pursuant to the provisions of this Contract. TITLE COMPANY: By: Name Title: Date: �r'FICYAL RECORD CITY SECRETARY FT WORTH, TX -8- EXHIBIT "A" Description of Property Lot 5, Block 6, Shoe and Leather Company's Addition to the City of Fort Worth, Tarrant County, Texas, according to the plat recorded in Vol. 63, Page 37, Plat Records, Tarrant County, Texas and with a street address of Decatur Ave, Fort Worth, Texas 76106 II Pill iiiiiiiii III III • �; • - DATE: Tuesday, June 10, 2008 LOG NAME: 30LOPEZ DECATUR REFERENCE NO.:*L-14569 SUBJECT: Authorize the Acquisition of One Vacant Residential Lot for a Cost of $5,000.00 Located at 3102 Decatur Avenue, Lot 5, Block 6, Shoe and Leather Company, an Addition to the City of Fort Worth, Tarrant County, Texas, Find the Purchase Price Just Compensation; Authorize Execution and Recording of Appropriate Documentation (DOE No. 4623; Project No. 0084) RECOMMENDATION: It is recommended that the City Council. 1. Authorize the acquisition of one vacant lot more specifically described in the attached map, and known as 3102 Decatur Avenue, Lot 5, Block 6, Shoe and Leather Company, an addition to the City of Fort Worth, Tarrant County, Texas, according to the plat recorded Instrument No D205019189, Plat Records, Tarrant County, Texas (Property Parcel No. 522); 2. Find that the price agreed upon in the amount of $3,500.00, plus estimated closing costs of $1,500.00 is just compensation; and 3. Authorize the City Attorney to execute and record the appropriate documentation to acquire fee simple interest in the surface estate, but not the mineral estate, of the property. DISCUSSION: In the 2004 Capital Improvement Program, the Council allocated funds for the LeBow Channel Drainage Improvement Project to alleviate flooding in multiple neighborhoods on the north side of Fort Worth. The property located at 3102 Decatur Avenue, Lot 5, Block 6, Shoe and Leather Company Addition, is a vacant residential lot that lies within the LeBow Channel floodway. The Department of Transportation and Public Works identified this property as needed for the LeBow Channel Drainage Improvement Project. An appraisal was performed by an independent appraiser with the value estimated at $2,530.00. The final negotiated selling price was established at $3,500.00 plus closing costs. The real estate taxes on this property will be pro -rated to the date of closing with the seller being responsible for any taxes due until the closing date. The City will pay closing costs and recording fees. In addition to paying the just compensation amount, as listed above, staff recommends that any weed liens filed by the City on the property be released, up to a maximum of $2,000.00. Estimated closing costs will be $1,500.00. This Property is located in COUNCIL DISTRICT 2, Mapsco 62D. Project Parcel No. 522 Address 3102 Decatur Avenue Legal Description Lot 5, Block 6 ape of Property Residential Vacant Lot FISCAL INFORMATION/CERTIFICATION: The Finance Director certifies that funds will be available in the current Capital Budget, as appropriated, of the Street Improvements Fund and the Storm Water Capital Proiects Revenue Bonds 2007 fund. TO Fund/Account/Centers Submitted for City Manager's Office by: Originating Department Head: Additional Information Contact: FROM Fund/Account/Centers P229 541100 202280008441 $5,000mOO Fernando Costa (8467) A. Douglas RadVilla ker (6157) Terry Khammash (6349)