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HomeMy WebLinkAboutContract 44134 (2)CONTRACT "r SALE AND PURCHASE THIS CONTRACT OF SALE AND PURCHASE ("Contract") is made and entered into by and between the CITY OF FORT WORTH, TEXAS, a home rule Municipal Corporation of the State of Texas, acting by and through its duly authorized City Manager or Assistant City Manager ("Purchaser") and Diana Thomas and Jim L. Thomas, ("Seller") 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 a tzaet of land known as Block 6, Lot1R, Lakeland Addition, Fort Worth, Tarrant County, Texas, commonly known as 8545 Shelby Lane, Fort Worth, Texas, together with any easements, rights -of --way, licenses, interests, and rights appurtenant thereto (collectively, the "Property"). 2. Purchaser is a municipal corporation that desires to acquire the Property. 3. Seller desires to sell the Property for fair market value. 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 and the survey (as defined below) that are not cured and that are subsequently waived pursuant to Section 3 ("Permitted Encumbrances"). (e) Seller shall retain all rights of title and interest in any mineral rights in the Property. (d) Purchaser agrees that Seller may remove from the Property all window coverings, on or before the last day of the lease described in Section 11. In removing such items, Seller warrants that it will not unreasonably damage the Property. Any items remain' e Property after the termination of the lease shall become the property of P ii�f6lAL RECORD CITY SECRETARY FT. WORTH, TX Section A. Independent Contract Consideration, Earnest Money and Purchase Price. (a) Contemporaneously with the execution of this Contract, Purchaser will deliver to Seller a check in the amount of Fifty Dollars and 00/100 Dollars ($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 non- refundable, and shall be retained by Seller notwithstanding any other provision of this Contract; however, upon Closing (as hereinafter defined), the Independent Contract Consideration shall be applied as a credit toward the Purchase Price (as hereinafter defined). (b) The purchase price ("Purchase Price"j for the Property, payable by Purchaser to Seller at closing (as defined below), is ONE HUNDRED SIXTY-SEVENTHOUSAND and 00/100 DOLLARS ($167,000.00). Seller has determined that the Purchase Price reflects the current fair market value of the Property. (c) Within 10 days of the Effective Date, Purchaser shall deliver to Lavonne S. Keith, Alamo Title Company, 2900 South Hulen, Ste. 30, Fort Worth, TX, 76109, Direct (817) 921- 1215 ("Title Company") a check or wire in the amount of One Thousand Dollars and 00/100 Dollars ($1,000.00) ("Earnest Money"). At Closing, the Earnest Money shall be applied as a credit toward the Purchase Price. 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) a Commitment for Title Insurance ("Title Commitment") from the 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) If Seller does not have a survey of the property satisfactory to the Purchaser, in Purchaser's sole discretion, then within thirty (30) days after the Effective Date of this Contract, Seller shall provide to Purchaser a survey of the Property (the "Survey") at Buyer's sole cost and expense. The Survey shall consist 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 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 legal description of the Property. 2 (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) 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 fifteen (15) day period following receipt of the notice of Objections from Purchaser ("Cure Period'), Purchaser shall have the right either (i) to terminate this Contract by giving written notice thereof to Seller at any time after the expiration of such Cure Period but prior to the expiration of the option period (as defined below in Section 6) 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 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 and all environmental or engineering reports and studies in Seller's possession concerning the Property ("Reports"). Section 5. 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 analysis, and other tests, studies and surveys, including without limitation, environmental and engineering tests, borings, analysis, and studies ("Tests"). Any Tests shall be conducted at Purchaser's sole risk and expense. The Property will be restored by Purchaser to as close to its original condition as possible at Purchaser's sole expense following any site work. If this transaction does not close for any reason whatsoever, the Purchaser shall release to Seller any and all independent studies or results of Tests obtained during the option period (as defined )elow). Section 6. Option Period. (a) Notwithstanding anything to the contrary contained in this Contract, until fifteen (15) 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 Property is suitable for Purchaser's intended uses, absolute discretion that the (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, neither parry shall have any further rights or obligations under this Contract. (e) If Purchaser gives notice of Contract termination to Seller under this Section, any Earnest Money shall be returned to Purchaser. (d) The provisions of this Section 6 control all other provisions of this Contract. (e) The parties agree that the Option Period will not be extended upon expiration without a written amendment signed by both parties. Section 7. 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 satisfaction of the following contingencies to Closing ("Closing Contingencies"), but not later than February 15, 2013. The Closing Contingencies are as follows: (1) The transaction must be approved by the Fort Worth City Council at a City council meeting. (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 any Closing Contingencies are not satisfied to Purchaser's satisfaction so that Purchaser is prepared to close on or before February 15, 2013 then the Closing will be extended for thirty days. If the Closing Contingencies are not satisfied in Purchaser's satisfaction so that Purchaser is prepared to close on or before March 15, 2013, Purchaser may terminate this Contract and the Earnest Money shall be returned to Purchaser and neither party will have any further rights or obligations hereunder. Section 8. Closing Subject to Section (d) below, Closing shall occur no later than March 15, 2013. (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 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 n amount equal to the Purchase Price, adjusted for closing costs and prorations. (3) Title Company shall issue to Purchaser, at Buyer'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 and any other closing costs as set forth by the Title Company. (6) Purchaser shall pay all closing costs. (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, 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. ((1) If Purchaser is not prepared to close on or before June 29, 2012, the Closing may be extended if agreed to in writing by the parties. Section 9. Agents. Seller and Purchaser each represent and warrant to the other that neither has engaged the services of any agent, broker, or other similar party in connection with this transaction. Seller and Purchaser acknowledge that Seller is a realtor, but agree that she is not entitled to any fees in connection with this transaction. Section 10. Closins Documents. No later than two (2) days prior to the Closing, Seller shall deliver to Purchaser a copy of the Special Warranty Deed, which is subject to Purchaser's reasonable right of approval. Section 11. Leaseback. Purchaser agrees to lease Property back to Seller on the terms outlined in the lease agreement attached as Exhibit A, so long as Seller executes such lease agreement at Closing. 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 parry is present at the Closing), (iii) placed in the United States mail, return receipt requested, addressed to such party at the address specified below, or (iv) deposited into the custody of Federal Express Corporation to be sent by FedEx Overnight Delivery or other reputable overnight carrier for next day delivery, addressed to the parry at the address specified below. (b) The address of Buyer under this Contract is: City of Fort Worth Housing and Economic Development 1000 Throckmorton Street Fort Worth, Texas 76102 Attention: Cynthia Garcia 1000 Throckmorton (c) The address of Seller- under- this Contract is Diana and Jim Thomas 8545 Shelby Lane Fort Worth Texas With a copy to: Leann D. Guzman City Attorneys Office City of Fort Worth Fort Worth, Texas 76102 0 (d) From time to time either party may designate another address 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. (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 and neither party hereto shall have any further rights or obligations hereunder. 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. 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 written consent of the other party. Section 16. Talang Prior to Closing. If, prior to Closing, the P-roperty 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 17. Governing Law. This Contract shall be governed by and construed in accordance with the laws of the State of Texas. Section 18. 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 19. Venue. Venue of any action brought under this Contract shall be in Tarrant County, Texas if venue is legally proper in that County. ill Section 20, 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 21. Business Days. If the Closing or the day for performance of any act required under this Contract falls on a Saturday, Sunday, or legal holiday, then the Closing or the day for such performance, as the case may be, shall be the next following regular business day. Section 22. 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 Conh act is EXECUTED as of the Effective Date. SELLER: i sy0 Date: PURCHASER: CITY OF FORT WORTH, TEXAS 3y: Fernando Costa, Assistant City Manager Date 3 /3 Attest 'D' � 0.0 °pOOQ efty"f /Jpa� *�cp Secretary VA 0/, M&C �_�I J /V �� °°Qd000�� Dater G AS TO LEGALITY AND FORM Assistant City ��� 0 4jun) Gail H O cr Icy its execution belov✓q Iitle Company agrees to penturm its other duties pursuant to the irovisions of this Confivneto By: Name Lei ! coeuz I %.� .�. � idea ' SGr�iJ Date: 10 Exhibit A SELLER'S TEMPORARY RESIDENTIAL LEASE 1. PARTIES: The parties to this Lease are The City of Fort Worth, a municipal corporation of the State of Texas, acting by and through its duly authorized representative, Fernando Costa, Assistant City Manager (Landlord) and (Tenant).acm JIM, 2. LEASE: Landlord leases to Tenant the Property described in the Contract between Landlord as Buyer and Tenant as Seller known as 8545 Shelby, Fort Worth, Texas ("Property"). 3. TERM: The Term of this Lease commences on the Closing date as defined in the Contract between Landlord as Buyer and Tenant as Seller. Landlord and Tenant hereby agree that the Closing date is R byuti vtj I j Zi�, 1,3 The Term of the Lease terminates at midnight on the 90"' day thereafter, unless terminated earlier by reason of other provisions. Tenant may renew the Lease for up to two additional successive 90-day terms by giving Landlord written notice prior to the expiration of the current term. Notwithstanding the above, if any portion of the Property has been damaged by fire, earthquake, wind, flood, or by any other cause, to such an extent that the structural strength or stability thereof is materially less than it was before such catastrophe and is less than the minimum requirements of the building code for a newly constructed building or structure of like area, height, and occupancy, this lease shall automatically terminate. 4. RENTAL: Tenant shall pay no rent to Landlord. 5. UTILITIES: Tenant shall pay all utility charges. 6. USE OF PROPERTY: Tenant may use the Property only for residential purposes. Tenant may not assign this Lease or sublet any part of the Property. 7. CONDITION OF PROPERTY: Tenant accepts the Property in its present condition and state of repair at the commencement of the Lease. Upon termination, Tenant shall surrender the Property to Landlord in the condition required under the Contract, except normal wear and tear and any casualty loss. 9. ALTERNATIONS: Tenant may not alter the Property or install improvements or fixtures without the prior written consent of the Landlord. Any improvements or fixtures placed on the Property during the Lease become the Property of Landlord. 10. INSPECTIONS: Landlord may enter at reasonable times to inspect the Properly. Tenant shall provide Landlord door keys and access codes to allow access to the Property during the Term of the Lease. ll. LAWS: Tenant shall comply with all applicable laws, restrictions, ordinances, rules and 11 regulations with respect to the Property. 12. REPAIRS AND MAINTENANCE: Landlord shall pay a maximum of $1,000 for repairs and maintenance during the Lease term and all renewals.. Any maintenance or repairs required that exceed this threshold shall be the responsibility of Tenant. Notwithstanding the foregoing, Tenant shall be responsible for all maintenance of the yard, trees, shrubs, and other landscaping. Tenant shall promptlyrepair at Tenant's expense an�dama�e to the Property caused directly or indirectly by any act or omission of the Tenant or M person other than the Landlord, Landlord's agents or invitees. TURD PARTIES FOR INJURY OR DAMAGE TO THE PERSON OR PROPERTY OF SUCH THIRD PARTY ARISING FROM THE USE OR OCCUPANCY OF TIHE PROPERTY BY TENANT. TE[[S INDEMNIFICATION INCLUDES ATTORNEY'S FEES, COSTS AND EXPENSES INCURRED BY LANDLORD. 14. INSURANCE: Tenant shall maintain such insurance on the contents and Property as Landlord may deem appropriate during the Term of this Lease. NOTE: CONSULT YOUR INSURANCE AGENT; POSSESSION OF THE PROPERTY BY SELLER AS TENANT MAY CHANGE INSURANCE POLICY COVERAGE, 15. DEFAULT: If Tenant fails to perform or observe any provision of this Lease and fails, within 24 hours after notice by Landlord, to commence and diligently pursue to remedy such failure, Tenant will be in default. 16. TERMINATION: This Lease terminates upon expiration of the Term specified in Paragraph 3 or upon Tenant's default under this Lease. 17. HOLDING OVER Tenant shall surrender possession of the Property upon termination of this Lease. Any possession by Tenant after termination creates a tenancy at sufferance and will not operate to renew or extend this Lease. Tenant shall pay One Hundred and No/100 Dollars ($100.00) per day during the period of any possession after termination as damages, in addition to any other remedies to which Landlord is entitled. 18. SMOKE DETECTORS: The Texas Property Code requires Landlord to install smoke detectors in certain locations within the Property at Landlord's expense. Tenant expressly waives Landlord's dgV to inspect and repair smoke detectors. 19. NOTICES: All notices from one party to the other must be in writing and are effective when mailed to, hand -delivered at, or transmitted by facsimile or electronic transmission as follows. fl►� The address of Buyer under this Contract is: City of Fort Worth 1000 Throckmorton Street Fort Worth, Texas 76102 Attention: Robin Bentley Real Property Services Division The address of Seller under this Contract is: Diana Thomas and Jim L. Thomas 8545 Shelby Lane Fort Worth, TX CITY OF FORT WORTH By: Fernando Costa, Assistant City Manager Approved as to Form and Legality: Lunn D. Guzman, Assistant City Attorney Tenant ana Thomas L. Thomas With a copy to: Leann D. Guzman City Attorney's Office City of Fort Worth 1000 Throckmorton Fort Worth, Texas 76102 13 • City of Fort Worth, Texas Mayor and Council Communication M �� _ T � � __�_ � _ _ �. DATE: Tuesday, January 29, 2013 LOG NAME: 178545SHELBY REFERENCE NO.: **L-15510 SUBJECT: Authorize Purchase of Property Located at 8545 Shelby Lane from Jim L. Thomas and Diana Thomas in the Amount of $167,000.00 Plus Approximately $5,000.00 in Closing Costs, Dedicate the Property as Parkland and Adopt Appropriation Ordinance (COUNCIL DISTRICT 7) RECOMMENDATION: It is recommended that the City Council: 1. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations in the Park Dedication Fees Fund in the amount of $172,000.00 from available funds; 2. Approve the purchase of the property located at 8545 Shelby Lane from Jim L. Thomas and Diana Thomas in the amount of $167,000.00 plus closing costs estimated at $5,000.00; 3. Authorize the execution of the appropriate closing documents to complete the purchase; and 4. Accept the property and dedicate the property as parkland upon acceptance. DISCUSSION: The Lakeland Addition is a small residential neighborhood surrounded by the Fort Worth Nature Center and Refuge. There are currently 43 privately owned properties within this neighborhood area. Over the past several years, the City has been acquiring properties in the Lakeland subdivision as they have become available. As the City has acquired the properties, they have been integrated into the Fort Worth Nature Center and Refuge as endorsed in the Nature Center Master Plan approved by City Council on June 17, 2003 (M&C G-13998). The City has acquired 10 of the privately owned properties in the area to date. Staff has recently identified another property in the Lakeland Addition that is for sale. This property is an improved residential lot. Integration of this property is essential for the future development of the Fort Worth Nature Center and Refuge. The property is further described as follows: Purchase Closing Owner Address price Costs Total Jim L. and 8545 Diana Shelby $167,000.00 $5,000.00 $172,000.00 Thomas Logname: 178545SHELBY Page 1 of 2 This property vas appraised by an independent appraiser. Staff considers the cost to be fair and reasonable and recommends the purchase of this property. In order to advance the Fort Worth Nature Center Master Plan, this purchase will be paid for from Park Dedication Fees interest funds with the intention that upon the leasing of the minerals contained within the Fort Worth Nature Center property and distributed per the current Financial Management Policy, the funds will be reimbursed to the Park Dedication Fees Fund. Terms of the Sale Include: Seller will retain mineral rights, but will grant City a surface waiver; City to lease property back to Seller at no cost for 90 days after closing with two 90-day renewals; and During the leaseback period, City's repairs and maintenance costs are capped at $1,000.00. The property is located in COUNCIL DISTRICT 7, Mapsco 45E. FISCAL INFORMATION /CERTIFICATION: The Financial Management Services Director certifies that upon approval of the above recommendations and adoption of the attached appropriation ordinance, funds will be available in the current capital budget, as appropriated of the Park Dedication Fees Fund. FUND CENTERS: TO Fund/Account/Centers C281 541200 801909990100 C281 441012 801909990100 CERTIFICATIONS: FROM Fund/Account/Centers $172,000.00 C281 541100 801410027141 $172,000.00 $172,000.00 Submitted for City Manager's Office by: Originating Department Head: Additional Information Contact: ATTACHMENTS 1. 178545SHELBY AO13.doc (Public) 2. 8545SHELBY.pdf (Public) 3. C281 441012 99901.pdf (CFW Internal) Fernando Costa (6122) Jay Chapa (5804) Cynthia Garcia (8187) Kathy Davenport (7923) Logname: 178545SHELBY Page 2 of 2