HomeMy WebLinkAboutContract 44858 (2)�
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PURCHAS� AND SAL� AGREEMENT
This Purchase and Sale Agreeinent ("Agreement") is made and entered into on the day
hereinafter written by and between the City of Fort Worth, a home rule municipal corporation
of the State of Texas ("Seller") and Columbia Plaza Medical Center of Foi-t Worth
Subsidiary, L.P., a Texas limited partnership ("Purchaser"):
WITN�SSETH:
1. The Agreement. For good and valuable consideration set forth below, Sellei•
agrees to sell and convey to Purchaser and Purchaser agrees to purchase and accept conveyance
of the Property, as herein defined, under the terms and conditions herein set forth.
2. Property. The property which is the subject inatter of this Agreement consists of
the following ("Property"):
2.345 acres of land, composed of a 0.799 acre tract, a 0.739 acre tract and a 1.538
acre tract located in the George Shields Survey, Abstract No. 1402, Tarrant
County, Texas
as shown on Exhibit "A" attached hereto and all unprovements thereon, and all rights and
appui�tenances pertaining thereto including, all right, title and interest, if any, of Seller in and to
any land in the bed of any street, road or highway, open or proposed, in fi•ont of or adjoining the
Propei-ty across or adjacent to the Property or abandoned, any unpaid award or damage to the
Property by reason of changes of grade on any street, road or highway and any reversionaiy right
attributable thereto. Provided, however, that Seller shall retain a water line easeinent for Seller's
facilities.
3. Consideration. The consideration for the sale of the Property to Purchaser is
Purchaser's sale to Seller of a 1.927 acre tract of land out of the George Shields Survey, Abstract
No. 1402, Tarrant County, Texas ("Exchange Property") pursuant to a Purchase and Sale
Purchase a1�d Sale Agt•eement — COFW to Colu�nbia Plaza Medical
Page 1 of 14
(�;CCEI���D S�P 2� �di�
a
Agreement of even date herewith between Seller and Purchaser ("Exchange Contract"). A
default under the Exchange Contract will be deemed a default under this Agreement.
4. Seller's Title and Survey
Within twenty (20) days after the effective date of
this Agreement, Purchaser will obtain:
(a) A commitment for title insurance ("Commitment") issued by Rattikin Title
Company, 201 Main Street, Suite 800, Fort Worth, Texas 76102, Attention: Lan�y
Townsend ("Title Company") pursuant to which the Title Company agrees to
issue and owner policy of title insurance ("Policy"} to purchaser on the Texas
standard form insuring good and indefeasible title to the Property in Purchaser, in
the amount of $1,468,952.10 subject only to those matters approved by Purchaser
pursuant to this paragraph and such other matters waived by Purchaser in writing;
(b) A cui�rent swvey plat ("Survey) of the Property based upon an on the ground
survey made by Weir & Associates, Inc. ("Surveyor") showing all streets, roads,
flood plains, rights of way, any encroachments, all improvements and a
sutveyor's certificate, all in form acceptable to Purchaser and the Title Company,
and otherwise conforming to a Category 1 A: Land Title Survey as adopted by the
Texas Society of Professional Surveyors.
Within twenty (20) days after receipt of the Commitment and Survey, Purchaser will
notify Seller, in writing, of any objections to title to the Property revealed thereby, all other
matters set forth therein being deemed approved by Purchaser. Provided Seller is not required to
incur any cost, Seller will endeavor to remove or cure said objections within ten (10) days after
receipt of said notice and have them deleted from the Commitment or Survey, or otherwise to
Purchaser's satisfaction. If on or before the expiration of said ten (10) day period Selier has not
removed or cured said objections, Purchaser may elect: (i) to cancel this Agreement and the
Exchange Contract; or (ii) waive said objections and accept conveyance of the Property and
issuance of the Policy subject thereto.
5. Seller Disclaimers. The Property is being sold by Seller to Purchaser on an "AS
IS, WHERE IS" BASIS ONLY, WITHOUT REPRESENTATIONS OR WARRANTIES,
EXPRESS OR IMPLIED, OR DISCLOSURES REQUIRED BY LAW, ALL OF WHICH
Purchase and Sale Agreement — COFW to Columbia Plaza Medical
Page 2 of I4
BEING HEREBY WAIVED, AS TO THE CONDITION, FITNESS, MERCHANTABILITY
OR HABITABILITY THEREOF OR AS TO USE FOR A PARTICULAR PURPOSE OR
COMPLIANCE WITH ANY LOCAL, STATE OR FEDERAL ORDINANCES,
REGULATIONS, STATUTES OR OTHER LAWS, INCLUDING, WITHOUT LIMITATION,
ENVIRONMENTAL LAWS AND REGULATIONS OR ANY RESTRICTNE COVENANTS,
and for purposes of evaluating these aspects of the Property not warranted by Seller, Purchaser is
relying solely upon its right to inspect the Property, including, without limitation, the condition
of the surface and subsurface. Seller will have no liability to Purchaser with respect to the
condition of the Propei-ty and PURCHASER WAIVES ANY AND ALL CLAIMS OR
CAUSES OF ACTiON AGAINST SELLER arising therefrom the future. Seller and
Purchaser acknowledge that this basis upon which Property is being sold was a material factor in
their agreement on the tet�rns and conditions of the Exchange Contract. Purchaser agrees to
reconfirm the provisions of this paragraph in the special warranty deed from Seller to Purchaser
delivered at Closing as provided below.
6. Closing. The "Closing" under this Agreement will taice place in the offices of the
f�
Title Company on a date agreed upon by the parties, but in no event later than ��� ` 20�3," ����
At the Closing and subject to the other terms and provisions of this Agreement:
(a) Seller �vill execute and deliver a Special Warranty Deed in the form attached
hereto as Exhibit "B" conveying to Purchaser good and indefeasible fee simple
title (or such lesser estate owned by Seller) to the Property free and clear of any
and all liens, restrictions, easements and other encumbrances and title exceptions,
except those approved by Purchaser pursuant to Paragraph 4 above, a water line
easement and sanitary sewer easement for Seller's existing facilities on the
Property, and such other matters waived by Purchaser in writing; and
.
(b) Purchaser will cause the Title Company to issue the Policy, containing no
exceptions for liens, restrictive covenants, easements, encumbrances or other title
exceptions, except those matters approved by Purchaser pursuant to Paragraph 4
Purchase and Sale Agreement - COFW to Columbia Plaza Medzcal
Page 3 of 14
above, the necessary easements for Seller's facilities on the Property, and such
other matters waived by Purchaser in writing.
(c) Purchaser will execute and deliver to Seller (i) a Permanent Slope Easement in the
form attached hereto as Exhibit "C," and (ii) a Right-of-Way "Slip" Easement in
the form attached hereto as Exhibit "D."
Simultaneously, with the Closing Seller and Purchaser will close on the sale of the
Exchange Property under the Exchange Contract which closing will be a condition precedent to
Seller and Purchaser closing under this Agreement
7. Prorations. All taxes, general and special, and all assessments, inciuding school,
municipal and all other taxes whatsoever will be adjusted (or prorated) in connection with the
Property at the Closing with an effective adjustment (or proration) date being as of the date of
such Closing. In the event taxes for the cun•ent year are computed and prorated at the Closing on
the basis of an estimate using taxes for the immediately preceding year, and taxes for the current
year are different, final adjustments between the parties will be made when tax statements
become available.:
8. Closing Costs. Seller agrees to pay for:
(a). All charges for t� certificates;
(b) All charges for the preparation of the recording of any instruments required to
clear Seller's title for conveyance of the Property in accordance with the
provisions of this Agreement;
(c) Seller's attorneys' fees; and
(d) One-half (1/2) of the escrow fees charged by Title Company.
Purchaser agrees to pay for:
(a) The cost of the Policy and Survey;
(b) Purchaser's attorneys' fees; and
(c) One-half (1/2) of the escrow fees charged by Title Company.
Puf�chase and Sale Agt�eement — COFW to Colurnbia Plaza Medical
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AlI other costs, charges and expenses in connection with the Closing will be allocated
between Purchaser and Seller in accardance with the customaty practices in the county in which
the Title Company is located.
9. Possession. Possession of the Property will be delivered to Yurchaser at the
Ciosing in its present condition.
10. Defaults. If at the time of the Closing, Purchaser performs or tenders full
performance of all of Purchaser's covenants and agreements herein set forth and Seller then
refuses to consummate this Agreement or the Exchange Contract for any reason other than
Seller's inability to meet the title requireinents, then Purchaser, as Purchaser's sole remedies, at
Purchaser's option, may (i) terminate this Agreement and the Exchange Contract; or (ii) enforce
specific perfotmance of Seller's obligations under this Agreement and the Exchange Contract. If, at the
time of Closing, Seller has perfonned or tendered full performance of all of Seller's covenants
and agreements herein set forth and Purchaser then fails or refuses to consummate this
Agreement far any reason then Seiler, as Seller's sole remedies, at Seller's option, may (i)
terminate this Agreement and the Exchange Contract; or (ii) enforce specific performance of
Purchaser's obligations under this Agreement or the Exchange Agreement.
11. Real Estate Commission; Release. Seller and Purchaser represent and warrant,
one unto the other, that they have not engaged a real estate broker in connection with the
purchase and sale contemplated under this Agreement hereby agree that they will, at all times,
hereafter release one another and their successors and assigns, from and against any and all
claims, losses, costs, expenses, liabilities and/or damages, including reasonable attorneys' fees,
which the other, its successors or assigns, may hereafter incur, suffer or be required to pay to any
Purchase and Sale Agreement — COFW to Colurnbia Plaza Medical
Page 5 of 14
individual or entity by reason of a real estate commission due by the indemnifying party in
connection herewith.
12. Assignment. Purchaser may assign Purchaser's interest under this Agreement
with the prior written consent of Seller, to an entity owned by or under common control with
Purchaser.
13. Exhibits. All exhibits refen•ed to herein are attached hereto and are fully
incorporated herein by reference and made a part hereof for all purposes.
14. Binding Effect. This Agreement will be binding upon and imue to the benefit of
the successors and assigns of the parties hereto and contains all of the agreements of the parties
hereto and may be altered and amended only by an instrument in writing signed by each of the
parties. There are no other agreements, oral or written, in existence which affect the transaction
and which are prior in time to this Agreement.
15. Notices. A11 notices required or permitted to be given to either Purchaser or
Seller under the tertns of this Agreement will be sufficient if they are in writing and mailed,
including email as follows:
(a) To Seller:
City of Fort Woi�th
Attn: Fernando Costa
1000 Tluockmorton
Fort Worth, Texas 76102
Email: Fernando.costa@fortworthtexas.gov
Copy to: City Attorney's Office
Attn: Leann Guzman
1000 Throckmorton
Fort Worth, Texas 76102
Emaii: leann.guzman@fortworthtexas. gov
Purchase and Sale Agreement — COFYV to Colutr�bia Plaza Medical
Page 6 of 14
(b)
To Purchaser: Columbia Plaza Medical Center of
Fort Worth Subsidiary, L,P.
c/o Gavin Maloy
One Park Plaza, Bldg. 2
Nashville, Tennessee 37203
Email: gavin.maloy@hcahealthcare.com
Copy to: Pollard Rogers
Cantey Hanger LLP
600 W. 6t'' Street, Suite 300
Fort Worth, Texas 76102
Email: progers@canteyhanger.com
Mailed notices will be deemed delivered and effective when hand delivered, placed in the
United States Mail, certified, return receipt requested, postage prepaid, and addressed to such
party at such party's address hereinabove set forth or to such other address as either party may
designate by notice similarly sent. Emailed notices will be deemed delivered and effective when
received.
16. Conhnuing Liability. Any covenant or agreement herein which contemplates
performance after the time of the Closing will not be deemed to be merged into or waived by the
instruments of Closing, but will expressly survive and be binding upon the parties obligated
thereby.
17. Modification of This Agreeinent. This Agreement may not be modified or
amended except by a subsequent agreement in writing signed by the Seller and Purchaser. The
Purchaser and Seller may waive any of the conditions contained herein or any of the obligations
of the other party hereunder, but any such waiver will be effective only if in writing and signed
by the party waiving such condition or obligation.
18. Multiple Counterparts. This Agreement may be executed in any number of
counterparts, each of which, when executed and delivered, will be an original, but such
counteiparts will together constitute one and the same insirument.
Purchase and Sale Agreefnent — COFW to Colurnbia Plaza Medical
Page 7 of 14
19. Governing Law. This Agreement shall be construed and interpreted under the
laws of the State of Texas and all legal proceedings relating to this Agreement or the transaction
contemplated hereunder shall be brought in the appropriate court located in Tarrant County,
Texas.
20
Agreement.
21.
Time of Essence. Time is of the essence in the compliance with the terms of this
Headings. The headings of the sections contained in this Agreement are for
convenience only and will not be taken into account in determining the meaning of any provision
hereof.
22. Gender and Number. Words of any gender used in this Agreement shall be
construed to include any other gender, and words in the singular number shall be construed to
include the plural, and vice versa, as the context may require.
23. Construction. The parties acknowledge that each party and its counsel have
reviewed and revised this Agreement, and the pai-ties hereby agree that the normal rule of
construction to the effect that any ambiguities are to be resolved against the drafting party shall
not be employed to the inteipretation of this Agreement or any amendments or exhibits hereto.
24. Attorneys' Fees. Should either party employ an attorney or attorneys to enforce
any of the provisions hereto, or to recover damages for the breach of this Agreement, the non-
prevailing party in any final judgment agrees to pay the other party all reasonable costs, charges
and expenses, including attorneys' fees, expended or incurred in connection therewith.
EXECUTED on the dates set forth below each signature, but EFFECTNE for all
purposes as of ���yy��_� , 2013.
Parr�chase and Sale Agreement — COFW to Colurrzbia Plaza Medical
Page 8 of 14
PURCHASER:
Columbia Plaza Medical Center of
Fort Worth Subsidiary, L.P., a Texas limited partnership
By: Columbia North Te�as Subsidiary GP, LLC,
a Texas limited liability company, General Partner
gy. ` �., ��r �G%���_
Name• 111';�hal`s L. �a���
Title: Member
Date: �S I 2 z �/'J
Purchase afzd Sale Agreement — COFW to Colurnbicz Plaza Medical
Page 9 of 14
SELLER:
City of Fort Worth
.
.
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ATTEST:
Ci
APPROVED AS TO FORM AND LEGALITY
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BY ';�s b ; i,� �� �' ��. _ l;i,�;��1 "b ��;;.�L,..
� Assistant City Atto�ey
Date: '���� J�
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Purchase cmd Sale Agreement — COFW to Colurnfiia Plaza Medical
Page 10 of 14
EXHIBIT "A"
(ATTACHED TO PURCHASE AND SALE AGREEMENT)
PROPERTY
Purchase and Sale Agreefraent — COFW to Colut�abia Plcrza Medical
Page 11 of 14
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EXHIBIT `B"
(ATTACHED TO PURCHASE AND.SALE AGREEMENT)
SPECIAL WA12ItANTY DEED
Purchase and Sale Agreement — COFW to Colzrmbia Plaza Medical
Page 12 of 14
Ai'ter recording return to:
SPECIAL WARRANTY DEED
TI3E STAT� OF TEXAS
KNOW ALL MEN BY THESE PRESENTS:
COUNTY OF TA�RRANT
THAT THE UNDERSIGNED, City of Fort Worth, Texas hereinafter refei�red to as "Grantor",
whether one or more, for and in consideration of the sum of T`EN DOLLARS ($10.00) cash, and
other good and valuable consideratiou in hand paid by the Grantee, herein named, the receipt and
sufficieney of which is hereby fully acknowledged and confessed, has GRANTED, SOLD and
CONVEYED, and by these presents does hereby GRANT, SELL and CONVEY all Grantor's
interest UNTO Columbia Plaza Medical Center of Fort Worth, Subsidiary, L.P., a Texas
limited partnership, herein referred to as"Grantee", whether one or more, whose mailing address
is One Park Plaza, Bldg. 2, Nashville, Tennessee 37203, c/o Gavin Maloy, in and to the real
property described in attached E�iibit "A" ("Property").
This conveyance, howaver, is made and accepted subject to any and all validly existing
encumbrances, condiiions, restrictions and reservations, relating to the Properiy set forth in this
Deed and as now reflected by the recot•ds of the County Clerk of TARRANT County, Texas.
Grantor expc•essly reseives out of the Property conveyed in this instrument an exclusive,
peipetual 30' easement for the operation, maintenance, replacement, upgrade, grading and repair
of the existing 36" water line under the Properly, 15' on either side of the centerline of the 36'
water line, as more particuIarly described on the attached E�ibit "B" ("Water Line Easement").
_Grantor hereby reserves unto itself, its successors and assigns, the use and passage on, over,
across, below, and along fi•om any adjacent public right of way the easement area, at any and all
times, for the operation, maintenance, upgrade and repair of said water line.
Grantor expressly reserves out of the Property conveyed in this instrument an exciusive,
perpetual easement in the fifteen foot easement area depicted on the attached E�ibit "C"
("Sanitary Sewer Easement Area"), for the operation, maintenance, replacement, upgrade,
grading and repair of the existing sanita�y sewer line. Grantor hereby reserves unto itself, its
successors and assigns, the use and passage on, over, across, below, and along from any adjacent
public right of way the easement area at any and all times, for the operation, maintenance,
upgrade and repair of said sanitaiy sewer line.
In no event shall Grantee (i) use the Property in any manner which interferes in any material way
or is inconsistent �vith the rights reserved hereunder, or (ii) erect or permit to be erected within
the easement property a pennanent structure or building, including, but not Iunited to, monument
sign, pole sign, billboard, brick or masonry fences or walls or other structures that require a
building permit. However, Grantee shall be permitted to consh•uct and maintain a concrete
parking lot or streets on the Property. Grantar shall be obligated to restore the surface of the
Propei�y at Grantee's sole cost and expense, including the restoration of any sidewallcs,
drive�vays, or similat• surface improvements located upon or adjacent to the Property which may
have been removed, relocated, altered, damaged, or destroyed as a result of the Grantor's use of
the easements granted hereunder. Provided, however, that Grantor shall not be obligated to
restore or replace irrigation systems or other improvements installed in violation of tlie
provisions and intended use of the easements,
TO HAVE AND TO HOLD the Property, together with alI and singular the rights and
appurtenances thereto in anywise belonging unto the said Grantee, Grantee`s heirs, executors,
administrators, successors and/or assigns forever; and Grantor does hereby bind Grantor, Grantor's
heirs, executors, administi•ators, successors and/or assigns to WARRANT AND FOREVER
DEFEND all and singular the Property unto the said Grantee, Grantee's heirs, executors,
administrators, successors and/or assigns, against eveiy person whomsoever claiming or to claim
the same or any part thereof, by, through or under Grantor, but not otherwise.
EXECUTED this day of August, 2013.
City of Fort Worth
By;
Fernando Costa
Assistant City Manager
ATTEST:
City Secretaiy
APPROVED AS TO FORM AND LEGALITY
By:
Assistant City Attorney
Date:
ACKNOWLEDGMENT
STATE OF TEXAS §
§
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, a Notary Public in and for the State of
Texas, on this day personally appeared Fernando Costa, Assistant City Manager of the
City of Fort Worth, lcnown to me to be the same person whose name is subscribed to the
foregoing instrument, and acknowledged to me that the same was the act of the City of
Fort Worth and that he/she executed the same as the act of the City of Fort Worth for the
purposes and consideration therein expressed and in the capacity therein stated
Notary Public, State of TeYas
Printed Name of Notary
Commission expires:
EX�IIBIT "C"
(ATTACHED TO PURCHASE AND SALE AGREEMENT)
PERMANENT SLOPE �ASEMENT
Pzrrchase and Sale Agf�ee�rrer�t — COF�'to Colurnbia Plaza Medical
Page 13 of 14
PARCEL NO. 3
PERMANENT SLOPE EASEMENT
PROJECT No. 01742
LOT 2-A, BLOCK 2, MEDICAL CENTRE
CITY OF FORT WORTH, TARRANT COUNTY, TEXAS
STATE OF TEXAS
§
§
§
KNOW ALL MEN BY THESE PRESENTS
COUNTY OF TARRANT
DATE: August 19, 2013
CITY OF FORT WORTH
PERMANENT SLOPE EASEMENT
GRANTOR: COLUMB(A PLAZA MEDICAL CENTER OF FORT WORTH SUBSIDIARY, L.P.
GRANTOR'S MAILING ADDRESS (including County):
One Park Plaza, Bidg. 2, Nashville, Davidson County, Tennessee 37203
GRANTEE: CITY OF FORT WORTH
GRANTEE'S MAILING ADDRESS (including County):
1000 THROCKMORTON ST.
FORT WORTH, TARRANT COUNTY, TX 76102
CONSIDERATION: Ten Dollars ($10.00) and other good and valuabie consideration, the
receipt and sufficiency of which is hereby acknowledged.
PROPERTY: Being a permanent slope easement situated in the George Shields Survey,
Abstract No. 1402, City of Fort Worth, Tarrant County, Texas, and being a portion of Lot 2-A,
Block of 2 of Medical Centre, an addition to the City of Fort Worth, Tarrant County, Texas, said
Lot 2-A being deeded to Fort Worth Medical Plaza, Inc. (now known as Columbia Plaza Medical
Center of Fort Worth Subsidiary, L.P. by merger) as recorded in Volume 11760, Page 1374 of
the Deed Records of Tarrant County, Texas, said permanent slope easement being more
particularly described by Exhibit "A", attached hereto and made aparf hereof for all purposes.
Grantor, for the consideration paid to Grantor and other good and valuable consideration,
hereby grants, sells, and conveys to Grantee, its successors and assigns, the use and passage
on, over, across, below and along the easement situated in Tarrant County, Texas, for the
construction, operation, maintenance, upgrade and repair of a Permanent Slope Easement on
the property.
PERMANENT SLOPE EASEMENT
Rev. 06/2008
lt is further agreed and understood that Grantee will be permitted the use of said easement for
the purpose of slope maintenance. Grantor shail agree not to modify or alter the properfy in any
manner, which would jeopardize the integrity of the slope without Grantee's written consent.
Any alterafion or damage to the slope shali be repaired at Grantor's sole cost and expense.
TO HAVE AND TO HOLD the above described easement, together with all and singular, the
rights and appurtenances thereto in anyway belonging unto Grantee, and Grantee's successors
and assigns forever; and Grantor does hereby bind itself and its successor and assigns to
warrant and forever defend all and singular the easement unto Grantee, its successors and
assigns, against every person whomsoever lawfully ciaiming ar to claim the same, or any part
thereof.
When the context requires, singular nouns and pronouns include the plural.
GRANTOR:
Columbia Plaza Medical Center of
Fort Worth Subsidiary, L.P., a Texas limited partnership
By: Columbia North Texas Subsidiary GP, LLC,
a Texas limited liability company, General Partner
By:
Name:
Title: Member
PERMANENT SLOPE EASEMENT
Rev. 06/2Doe
ACKNOWLEDGEMENT
STATE OF
COUNTY OF
�
`�
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas,
on this day personally appeared , Member of Columbia North Texas
Subsidiary GP, LLC, General Partner of Columbia Plaza Medical Center of Fort Worth
Subsidiary, L.P. known to me to be the same person whose name is subscribed to the foregoing
instrument, and acknowledged to me that the same was the act of
and that he/she executed the same as the act of said
limited fiability company for the purposes and consideration therein expressed and in the
capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of
, 20_
Notary Public in and for the State of
PERMANENT SLOPE EASEMENT
Rev. 06/2008
EXHIBIT "D"
(ATTACHED TO PURCHASE AND SALE AG12��MENT)
RIGHT-OF-WAY ��SLIP" EASEMENT
Purchase and Sale Agreement — COFW to ColZ�nzbia Plaza Medical
Page 14 of 14
NOTICE OF CONFIDENTIALITY RIGHT�: IF YOU ARE A NATURAL PERSON, YOU
MAI' REM�VE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION
FROM THIS INSTRUMENT BEFORE IT IS FILED FOR RECORD IN THE PUBLIC
RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE
NUMSER.
PARCEL NO. 2
RIGHT-OF-WAY EASEMENT
PROJECT No. 01742
LOT 2-A, BLOCK 2, MEDICA� CENTRE
CITY OF FORT WORTH, TARRANT COUNTY, TEXAS
THE STATE OF TEXAS §
�
COUNTY OF TARRANT §
RIGHT-OF-WAY EASEMENT
THAT COLUMBIA PLAZA MEDICAL CENTER OF FORT WORTH SUBSIDIARY, L.P.,
hereinafter refer�ed to as "Grantor", far and in consideration of Ten Doliars ($10.00) and other
valuable consideration paid by the City of Fort Worth, a municipal corporation of Tarrant County,
Texas, receipt of which is hereby acicnowledged, does Grant, Bargain, and Convey to said City, its
successors and assigns, the use, passage in and along the Property ("Property") situated in Tarrant
County, Texas, hereinafter described in the attached Exhibits "A" and `B". Grantor does het•eby
acicnowledge and agree that this conveyance to City includes the right of the City to permit the
public to use the Property as a public right-of way. Grantor also hereby acknowledges and agrees
that this conveyance to City includes the right of the City to permit utilities to be situated within the
Property as required by the City or by law. "Utilities" includes but are not limited to: water
facilities, sewer facilities, gas facilities electric facilities, teleconmlunication facilities, drainage
facilities and other utilities as defined by law.
It is intended by these presents to convey a right-of-way to the said City of Fort Worth to maintain
and construct the right-of-way improvements, with the usual rights of ingress and egress in the
necessary use of such right-of-way, in and along said Property.
TO HAVE AND TO HOLD the above described Property, together with, all and singular, the
rights and appurtenances thereto in anywise belonging, unto the said City of Fort Woi�th, its
successors and assigns, forever. Grantor does hereby bind itself, it's heirs, successors and assigns,
to warrant and forever defend, all and singular, the said premises unto the said City of Fort Worth,
its successors and assigns, against every person whomsoever lawfully claiming or to claim the same
or any part thereof,
[SIGNATURES APPEAR ON THE FOLLOWING PAGE]
RIGHT-OF-WAY EASEMENT I
Rev. 06/2005
HE�2ET0 WITNESS MI' HAND this the day of , 20 ,
GRANTOR
Columbia Plaza Medical Center of
Fort Worth, Subsidiary, L.P., a Texas limited partnership
By: Columbia Nor-th Texas Subsidiary GP, LLC,
a Texas limited liability company, General Partner
By:
Name:
Title: Member
RIGHT-OF-WAY EASEivtENT
Rev. 06/2008
2
ACKNOWLEDGMENT
STATE OF TEXAS
COUNTY OF TARRANT
§
§
§
THIS instrument was acicnowledged before me on this day of
� bY , Melnber of Columbia North Texas
Subsidiary GP, LLC, General Partner of Columbia Plaza Medical Celiter of Fort Worth, Subsidiary,
L.P., a Texas limited partnership, on behalf of said partnership.
Notary Public, State of Texas
Commission expn•es:
RIGHT-OF-WAY EASEMENT
Rev. 06/2008
Printed Name of Notary
3
APPROVED AS TO FORM AND
LEG�ALIT�':
Assistant City Attiorney
THE STATE OF TEXAS
COUNTY OF TAItRANT
CITY OF FORT WORTH
Fernando Costa
Assistant City Manager
ACKNOWLEDGMENT
BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on
this day personally appeared Fernando Costa, Assistant City Manager for the City of City of Foi�t
Woi-th known to me io be the person whose name is subscribed to the foregoing instrument and
acknowledged io me ihat he executed the same as the act of the City of Fort Worth for the purpose
and consideration therein expressed and in the capacity therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this the
20
day of
Notary Public in and for the State of Texas
:
RIGHT-OP-WAY EASEMENT 4
Rev. 06/2008
.,��.���- � �i_ . y��..��-� _� _ -��.�w� .,� ,:������ �:.
Ct?UiVCtL. ACTtON.; Apprarredr on 1012312012 `
DATE:
CODE:
10/23/2012
�
REFERENCE NO.: **L-15450
TYPE:
CONSENT
LOG NAME:
PUBLIC
HEARING:
17PLAZAMEDICAL
m
SUBJECT: Authorize Sale of Surplus Right-of-Way in the 1900 Block of West Rosedale Between
Rosedale and Cooper and the Surplus Right-of-Way in the 1900 Block of Cooper
Between Cooper and the Railway Running Parallel to Interstate Highway 30 to Columbia
Plaza Medical Center of Fort Worth Subsidiary, L.P., and Authorize Purchase from
Columbia Plaza Medical Center of Fort Worth Subsidiary, L.P., by the City of Fort Worth
of 1.97 Acres Between Pennsylvania Avenue and Thirteenth Avenue (COUNCIL
DISTRICT 9)
����� _� �— _ � - � ��r, � �:�: M. � _ � -
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the sale of 2.35 acres of surplus right-of-way (abandoned rail line) in the 1900 Block of
West Rosedale between Rosedale and Cooper and the 1900 block of Cooper between Cooper and
the railway running parallel to Interstate Highway 30 to Columbia Plaza Medical Center of Fort Worth
Subsidiary, L.P., in consideration of the receipt of the 1.927 acres between Pennsylvania Avenue and
Thirteenth Avenue from Columbia Plaza Medical Center of Fort Worth Subsidiary, L.P.;
2. Authorize the purchase of 1.927 acres between Pennsylvania Avenue and Thirteenth Avenue from
Columbia Plaza Medical Center of Fort Worth Subsidiary, L.P., the payment for which is the
conveyance of the surplus right-of-way (abandoned rail line) from the City of Fort Worth;
3. Find that the compensation, which is the conveyance of the surplus right-of-way (abandoned rail
line) is just compensation; and
4. Authorize the execution and recording of the appropriate instruments conveying the properties to
complete the sale and purchase.
DISCUSSION:
The City of Fort Worth (City) desires to construct a connector road between Pennsylvania Avenue
and Thirteenth Street. The proposed location of the connector road is owned by Columbia Plaza
Medical Center of Fort Worth Subsidiary, L.P. (Columbia). Staff approached Columbia to purchase
the 1.927 acres between Pennsylvania Avenue and Thirteenth Avenue to build the connector road.
Columbia will sell the land in exchange for abandoned railroad right-of-way adjacent to and near
Columbia's property. The City acquired the abandoned right-of-way in 1998 from Fort Worth &
Western Railroad for the expansion of Rosedale. Both properties have been appraised at $17.50 a
foot, therefore the City's property is valued at $1,788,937.50 and Columbia's land is valued at
$1,468,952.10. Staff recommends an even exchange of properties with no exchange of funds even
though the City's property is larger than Columbia's because the City has no need for the surplus
right-of-way. If the property acquisition proceeded to condemnation, the potential for payment of
remainder damages, legal fees and condemnation costs creates equitable consideration. In addition,
the recommendation is being made because the City will be receiving easements necessary for the
connector road on property owned by Columbia at no additional cost.
FISCAL INFORMATION/CERTIFICATION:
The Financial Management Services Director certifies that this action has no material effect on City
funds.
Page 1 of 2
TO Fund/Account/Centers FROM FundlAccount/Centers
Submitted for Citv Manager's Office bv:
Fernando Costa (6122)
Oriqinatinq Department Head:
Additional Information Contact:
ATTACHMENTS
Map 17Piazamedical.pdf
Jay Chapa (5804)
Cynthia Garcia (8187)
Sarah Odle (7316)
Page 2 of 2
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