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HomeMy WebLinkAboutContract 59687CSC No. 59687 CONTRACT OF 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 M.L. TIERCE III AND LYNDA L. TIERCE ("Seller"), as of the date on which this Contract is executed by the last to sign of Seller and Purchaser ("Effective Date"). 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 to Purchaser and Purchaser agrees to purchase and accept from Seller, on and subject to the terms and conditions set forth in this Contract approximately 0.8752 acres of land in the Chamberlain Arlington Heights, First Filing, an Addition to the City of Fort Worth, Block 167, Lots A & B and Lots 5, 6, 7, 8, 9, 10, 11, 39 and 40, also known as 5701, 5709, 5717, 5719 and 5721 Lovell Avenue and 5700 Curzon Avenue, Fort Worth, Tarrant County, Texas (the "Land"), as more particularly described on the attached Exhibit "A". which is attached hereto and incorporated herein by reference for all purposes, together with (i) all buildings, fixtures, structures and improvements thereon; (ii) any strips or gores between the Land and all abutting properties; (iii) all roads, alleys, rights - of -way, easements, streets and ways adjacent to or serving the Land and rights of ingress and egress thereto, whether surface, subsurface or otherwise; (iv) any land lying in the bed of any street, road or access way, opened or proposed, in front of, at a side of or adjoining the Land, to the centerline of such street, road or access way; (v) all of Seller's rights, titles and interest, if any, in and to all water rights or any kind or character pertaining to the Land; and (vi) all licenses, interests, and rights appurtenant to the Land. The Land and Items (i)-(vi) are collectively referred to as the "Property". (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 (hereinafter defined) that are not cured and that are subsequently waived pursuant to Section 3 ("Permitted Encumbrances"). (c) Notwithstanding anything to the contrary, Seller hereby retains and reserves from this conveyance (and the Property does not include) for itself, and its successors and assigns, any and all interest in any and all oil, gas and other minerals in, on, or under the Land; provided, however, Seller hereby waives and relinquishes access to any use of the surface of the Property. (d) All or Nothing Sale. The sale of the Property shall be on an "all or nothing" basis and Purchaser shall not be entitled to consummate the sale of the Property as is contemplated in this Agreement unless Purchaser purchases each lot included in the Land. Section 2. Earnest Monev and Purchase Price. (a) Within five (5) calendar days after the Effective Date, Purchaser must deliver to the Title Company's escrow agent an Earnest Money deposit of Twenty Thousand Dollars and 00/100 ($20,000.00) in Cash Funds (the "Earnest Money"); however, upon Closing (as hereinafter defined), the Earnest Money shall be applied as a credit toward the Purchase Price (hereinafter defined). All Earnest Money will be (i) refunded to Purchaser if Purchaser terminated the Contract prior to expiration of the Contract of Sale and Purchase — FS 16 — Tierce OFFICIAL RECORD page 1 of 14 CITY SECRETARY FT. WORTH, TX Contract's Option Period or (ii) forfeited to Seller if Purchaser does not terminate but defaults in its obligation to close. (b) The purchase price ("Purchase Price") for the Property, payable by Purchaser to Seller at Closing (as hereinafter defined), is TWO MILLION, TWO HUNDRED FIFTY THOUSAND DOLLARS AND 00/100 ($2,250,000.00). Section 3. Title Commitment and Survev. (a) Within ten (10) calendar days after the Effective Date, Seller will cause the Title Company to issue to Purchaser, at Purchaser's sole cost and expense, a Commitment for Title Insurance ("Title Commitment") from Alamo Title Company, 2900 S. Hulen, Suite 30, Fort Worth, Texas 76109, Telephone: 817-921-1215, Attention: LaVonne Keith (the "Title Company"). The Title Commitment shall be effective as of a date which is on or after the Effective Date, showing Seller as the record title owner of the Land, and shall show all Encumbrances and other matters, if any, relating to the Property. The Title Company shall also deliver contemporaneously with the Title Commitment legible copies of all documents referred to in the Title Commitment, including but not limited to, plats, reservations, restrictions, and easements. (b) Seller will provide any existing surveys to Purchaser and to the Title Company. In the event the existing survey provided is not acceptable to the Title Company or to Purchaser, Purchaser may obtain a new or updated survey of the Property ("Survey"), and Seller will reimburse to the Purchaser 50% of the expense of the new or updated survey at Closing. 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. (c) Purchaser shall have a period of time ("Title Review Period") commencing on the Effective Date and ending thirty (30) calendar days after the later to occur of (i) Purchaser's receipt of the Title Commitment or (ii) Purchaser's receipt of the Survey in which to notify Seller in writing of any objections ("Objections") Purchaser has to any matters shown on the Title Commitment or the Survey. (d) Seller shall have the option, but not the obligation, to remedy or remove all Objections (or agree irrevocably in writing to remedy or remove all such Objections at or prior to Closing) during the period of time (the "Cure Period") ending on the tenth business day after Seller's receipt of Purchaser's notice of such Objections. Except to the extent that Seller cures, or agrees in writing to cure, such Objections during the Cure Period, Seller shall be deemed to have elected not to cure such matters. If Seller is, or is deemed to be, unable or unwilling to remedy or cause the removal of any Objections (or agree irrevocably to do so at or prior to Closing) within the Cure Period, then either (i) this Agreement may be terminated in its entirety by Purchaser by giving Seller written notice to such effect during the period of time (the "Termination Period") ending on the fifth business day following the end of the Cure Period, and the parties shall be released of further obligations under this Agreement; or (ii) any such Objections may be waived by or on behalf of Purchaser, with Purchaser to be deemed to have waived such Objections if notice of termination is not given within the Termination Period. Any title encumbrances or exceptions which are set forth in the Title Commitment or the Survey and to which Contract of Sale and Purchase — FS 16 — Tierce Page 2 of 14 Purchaser does not object within Title Review Period (or which are thereafter waived or deemed to be waived by Purchaser) shall be deemed to be permitted exceptions (the "Permitted Exceptions") to the status of Seller's title to the Property. (e) Any other provision herein to the contrary notwithstanding, (i) all exceptions disclosed in the Title Commitment (or any subsequent commitment) which arise on or after the Effective Date of this Agreement and are not attributable to actions by Purchaser and (ii) all Objections that Seller agrees in writing to cure at or prior to Closing (collectively, the "Mandatory Cure Items") shall be satisfied, cured or removed by Seller, at Seller's sole cost and expense, at or prior to Closing. Section 4. Due Diligence Documents. Seller has no pertinent materials currently in Seller's possession relative to the Property such as aerials, surveys, topographic information, mineral rights, soil reports, as -built plans, property condition report, inspection reports, existing commercial leases, existing service contracts, tangible personal property inventory, or any other such items. Purchaser is responsible for obtaining any materials necessary to perform its due diligence of the Property. 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 expense. At the conclusion of the Tests, the Property will be restored by Purchaser, at Purchaser's sole expense, to at least a similar condition as before the Tests were conducted. In the event 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 below). Section 6. Option Period. (a) Notwithstanding anything to the contrary contained in this Contract, until sixty (60) calendar 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 5 above). (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, the Contract will terminate, 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. (d) The parties agree that the Option Period will not be extended upon expiration without a written amendment signed by both parties. Section 7. Closing Deadline. The closing ("Closing") of the sale of the Property by Seller to Purchaser shall occur through the office of the Title Company on or before thirty-one (31) calendar days after the expiration of the Option Period. Contract of Sale and Purchase FS 16 Tierce Page 3 of 14 Section 8. ClosinLy. (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; (ii) A Non -Foreign Person Affidavit, in form and substance reasonably satisfactory to Purchaser, fully executed and acknowledged by Seller, confirming that Seller is not a foreign person or entity within the meaning of Section 1445 of the Internal Revenue Code of 1986, as amended; (iii) Evidence of authority to consummate the sale of the Property as is contemplated in this Agreement or as Purchaser or the escrow agent may reasonably request; and (iv) 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, document fees, and any other closing costs as set forth by the Title Company. (b) Purchaser will qualify for exemption from ad valorem taxation for the Property, and no ad valorem taxation shall accrue after the date of Closing. Therefore, any ad valorem taxes assessed Contract of Sale and Purchase — FS 16 — Tierce Page 4 of 14 against the property for the current year shall be for the period of time the Property was owned by Seller, and based on estimates of the amount of taxes that will be due and payable on the Property during the current year, Seller shall pay for any taxes and assessments applicable to the Property up to and including the date of Closing. As soon as the amount of taxes and assessments on the Property for the current year is known, Seller shall pay any additional amount of taxes to be paid for any taxes and assessments applicable to the Property up to and including the date of 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 and title encumbrances of every kind except those disclosed in the Permitted Encumbrances. Section 9. Seller's Representations. Seller hereby represents and warrants to Purchaser, as of the Effective Date and as of the Closing Date, except as otherwise disclosed in written notice from Seller to Purchaser at or prior to Closing, that: (a) Seller's Authority. This Contract has been duly authorized by requisite action and is enforceable against Seller in accordance with its terms; neither the execution and delivery of this Agreement nor the consummation of the sale provided for herein will constitute a violation or breach by Seller of any provision of any agreement or other instrument to which Seller is a party or to which Seller may be subject although not a party, or will result in or constitute a violation or breach of any judgment, order, writ, junction or decree issued against or binding upon Seller or the Property; (b) No Pending Proceedings. There is no action, suit, proceeding or claim affecting the Property or any portion thereof, or affecting Seller and relating to the ownership, operation, use or occupancy of the Property, pending or being prosecuted in any court or by or before any federal, state, county or municipal department, commission, board, bureau or agency or other governmental entity and no such action, suit, proceeding or claim is threatened or asserted; (c) Seller is Not a Foreign Person. Seller is not a foreign person or entity as defined in Section 1445 of the Internal Revenue Code of 1986, as amended, and Purchaser is not obligated to withhold any portion of the Sales Price for the benefit of the Internal Revenue Service; (d) No Insolvency Proceedings. No attachment, execution, assignment for the benefit of creditors, receivership, conservatorship or voluntary or involuntary proceedings in bankruptcy or pursuant to any other debtor relief laws is contemplated or has been filed by or against Seller or the Property, nor is any such action pending by or against Seller or the Property; (e) Contract Obligations. Except as otherwise disclosed in the Title Commitment, no lease, contract or agreement exists relating to the Property or any portion thereof which is not terminable at will or upon not more than 30 days' prior notice except tenant leases; (f) No Competing Rights. No person, firm or entity, other than Purchaser, has any right to purchase, lease or otherwise acquire or possess the Property or any part thereof, (g) No Regulatory Violations. The Property is not in breach of any law, ordinance or regulation, or any order of any court or any federal, state, municipal or other governmental department, commission, board, bureau, agency or instrumentality wherever located, including, without limitation, those relating to environmental matters and hazardous waste, and no claim, action, suit or proceeding is pending or, to the best of Seller's knowledge and belief and after due Contract of Sale and Purchase — FS 16 — Tierce Page 5 of 14 inquiry, threatened against or affecting Seller or affecting the Property, at law or in equity, or before or by any federal, state, municipal or other governmental department, commission, board, bureau, agency or entity wherever located, with respect to the Property or the Seller's present use and operation of the Property; and (h) No Hazardous Materials. To the best of Seller's knowledge, (i) all required federal, state and local permits concerning or related to environmental protection and regulation for the Property have been secured and are current; (ii) Seller is and has been in full compliance with such environmental permits and other requirements regarding environmental protection under applicable federal, state or local laws, regulations or ordinances; (iii) there is no pending action against Seller under any environmental law, regulation or ordinance and Seller has not received written notice of any such action or possible action; (iv) there is not now, nor has there been in the past, any release of hazardous substances on, over, at, from, into or onto any facility at the Property, as such terms are understood under the Comprehensive Environmental Response, Compensation and Liability Act; and (v) Seller does not have actual knowledge of any environmental condition, situation or incident on, at or concerning the Property that could reasonably be expected to give rise to an action or to liability under any law, rule, ordinance or common law theory governing environmental protection. During the Option Period, Purchaser will perform an Environmental Site Assessment and, in the event that a Phase II Environmental Site Assessment is required as a result of an environmental hazard, the Option Period shall be extended an additional thirty (30) days. If the findings of the Phase II Environmental Site Assessment warrant remediation or clean-up action, Seller will reimburse Purchaser for up to one-half of such costs, but not to exceed Five Thousand Dollars and 00/100 ($5,000.00), at Closing. Seller acknowledges that Purchaser has relied and will rely on the representations and warranties of Seller in executing this Agreement and in closing the purchase and sale of the Property pursuant to this Agreement, and Seller, during the term of this Agreement, agrees to notify Purchaser promptly in the event that Seller obtains knowledge of any change affecting any of such representations and warranties, in which event Purchaser shall be entitled to exercise the remedies set forth in Section 14 hereof. Until and unless Seller's warranties and representations shall have been qualified and modified as appropriate by any such additional information provided by Seller to Purchaser, Purchaser shall continue to be entitled to rely on Seller's representations and warranties set forth in this Agreement, notwithstanding any contrary information resulting from any inspection or investigation made by or on behalf of Purchaser. All of Seller's representations and warranties, as so qualified and modified, shall survive Closing. Section 10. Seller's Covenants. (a) Updating of Information. Seller acknowledges that Purchaser will rely upon the Title Commitment, Survey, Due Diligence documents and other materials delivered by Seller to Purchaser hereunder to satisfy itself with respect to the condition and operation of the Property, and Seller agrees that, if Seller discovers that the information contained in any of the materials delivered to Purchaser hereunder is inaccurate or misleading in any respect, then Seller shall promptly notify Purchaser of such changes and supplement such materials. (b) Prohibited Activities. During the term of this Agreement, Seller shall not, without the prior written consent of Purchaser, which consent Purchaser shall have no obligation to grant and which consent, if granted, may be conditioned in such manner as Purchaser shall deem appropriate in the sole discretion of Purchaser: (i) grant any licenses, easements or other uses affecting any portions of the Property; (ii) permit any mechanic's or materialman's lien to attach to any portion of the Property; (iii) place or permit to be placed on, or remove or permit to be removed from, the Property any trees, Contract of Sale and Purchase — FS 16 — Tierce Page 6 of 14 buildings, structures or other improvements of any kind; (iv) excavate or permit the excavation of the Property or any portion thereof, or (v) enter into any written leases or verbal rental agreements for any duration affecting any portions of the Property. (c) Cooperation in Permitting Activities. During the term of this Agreement, Seller will cooperate with Purchaser in such manner and at such times as Purchaser may request in obtaining subdivision, zoning or rezoning, site plan development, building permit and other approvals required for Purchaser's proposed use, including without limitation, signing such applications for such approvals and other instruments as may be required or authorizing Purchaser to sign such applications or instruments as Seller's agent or both. Purchaser shall bear the costs and expenses of obtaining all such approvals except for attorneys' fees that Seller may consider necessary in connection with reviewing such applications and instruments, which shall be borne solely by Seller. Section 11. Agents. Purchaser represents and warrants to Seller that it has not engaged the services of any agent, broker, or other similar party in connection with this transaction, and no commissions will be paid to Purchaser or any representative acting on its behalf. The Title Company, at Closing, shall make disbursement of the commissions out of the Seller's proceeds of the sale. Purchaser will not pay any commission. Section 12. Closing Documents. No later than 3 business days prior to the Closing, Seller shall deliver to Purchaser copies of the closing documents (including but not limited to the Deed) for Purchaser's reasonable right of approval. Section 13. 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, 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 party at the address specified below. (b) The address of Buyer under this Contract is: City of Fort Worth Property Management Department 200 Texas Street, Fort Worth, Texas 76102 Attn: Niels Brown Telephone: 817-392-5166 Email: Niels.Brown@fortworthtexas.gov With a copy to: Matthew A. Murray City Attorney's Office 200 Texas Street, Fort Worth, Texas 76102 Telephone: 817-392-7600 Email: Matthew.Murray@fortworthtexas.gov Contract of Sale and Purchase FS 16 Tierce Page 7 of 14 (c) The address of Seller under this Contract is: M.L. Tierce III and Lynda L. Tierce 22 Mont Del Drive Fort Worth, TX 76132-1029 Email: Ltierce@aol.com With a copy to: Dana Quisenberry Telephone: 817-919-3212 Fax: 214-292-9338 Email: dana@townshipere.com (d) From time to time either party may designate another address or fax number under this Contract by giving the other party advance written notice of the change. Section 14. 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: (i) terminate this Contract by giving written notice thereof to Purchaser prior to or at the Closing and neither party hereto shall have any further rights or obligations hereunder; or (ii) enforce specific performance of Purchaser's obligations under this Agreement; or (iii) institute an action for damages against Purchaser. (b) If (1) Seller fails or refuses to timely consummate the sale of the Property pursuant to this Contract at Closing, (2) at the Closing any of Seller's representations, warranties or covenants contained herein is not true or has been breached or modified, or (3) Seller 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: (i) 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; (ii) waive, prior to or at the Closing, the applicable objection or condition and proceed to close the transaction contemplated hereby in accordance with the remaining terms hereof; (iii) enforce specific performance of Seller's obligations under this Agreement; or (iv) institute an action for damages against Seller. Contract of Sale and Purchase FS 16 Tierce Page 8 of 14 (c) Notwithstanding any other provision of this Contract, any agreement contemplated by this Contract, or any rights which Seller or Purchaser might otherwise have at law, equity or by statute, whether based on contract or some other claim, Seller and Purchaser agree that the maximum liability of Purchaser to Seller or Seller to Purchaser shall be limited to ten (10) percent of the Purchase Price ("Damages Cap"). For clarity, Seller and Purchaser agree that the Earnest Money shall in no event be credited toward the Damages Cap. Section 15. Survival of Obligations. To the extent necessary to carry out the terms and provisions hereof, the terms, conditions, warranties, representations, obligations and rights set forth herein shall not be deemed terminated at the time of the Closing, nor shall they merge into the various documents executed and delivered at the time of the Closing. All representations and warranties by Seller in this Agreement (i) will expire two years after the Closing as to matters for which Purchaser has not provided written notice to Seller within such period of time; and (ii) will expire as to all matters specified in any such written notice to the extent that such matters are not resolved or made the subject of litigation instituted prior to the expiration of three years after the Closing. Section 16. 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 17. 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 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 by a party other than Purchaser, 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 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 Contract shall be in Tarrant County, Texas if venue is legally proper in that County. 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/Effective Date. 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. The Effective Date of this Contract is the date on which this Contract is executed by the last to sign of Seller and Purchaser. Contract of Sale and Purchase — FS 16 — Tierce Page 9 of 14 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. Section 25. Terminoloev. The captions beside the section numbers of this Contract are for reference only and do not modify or affect this Contract in any manner. Wherever required by the context, any gender includes any other gender, the singular includes the plural, and the plural includes the singular. Section 26. Construction. The parties acknowledge that each party and its counsel have reviewed and revised this Contract and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party is not to be employed in the interpretation of this Contract or any amendments or exhibits to it. Section 27. Attornev's Fees. If any action at law or in equity is necessary to enforce or interpret the terms of this Contract, the prevailing party or parties are entitled to reasonable attorneys' fees, costs and necessary disbursements in addition to any other relief to which such party or parties may be entitled. [SIGNATURES APPEAR ON THE FOLLOWING PAGE] Contract of Sale and Purchase — FS 16 — Tierce Page 10 of 14 This Contract is EXECUTED as of the Effective Date. SELLER: Lynda L. Tierce on behalf of M.L. Tierce III as Attorney -in -Fact Ltnt,Ya L. 7-eYce By: Lydda L. Tierce (Jun 28, 2023 13:40 CDT) Lynda L. Tierce, Attorney -in -Fact Date:. u n 28, 2023 Lynda L. Tierce L�nrrala L Tierce By: Ly daLT1111 --un28,202313:40CDT) •7 Lynda L. Tierce Date: Jun 28, 2023 PURCHASER: CITY OF FORT WORTH, TEXAS By: Dana Burghdoff (J 3��0, 20iad-i:30 CDT) Dana Burghdoff, Assistant City Manager Date: J u n 30, 2023 o4voUpb '00 Attest: o'o oIS o /j ' . % p�P a oT00000000 EXASoa�d ll p �nLR46a4 City Secretary M&C: 23-0573 Date: June 27, 2023 APPROVED AS TO LEGALITY AND FORM Matthew A. Murray Assistant City Attorney OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Contract of Sale and Purchase — FS 16 — Tierce Page 11 of 14 Contract Compliance Manager: By signing I acknowledge that I am the person responsible for the monitoring and administration of this contract, including ensuring all performance and reporting requirements. -/Z'� �k� XirJf BS*mpReal PWW9bMUIWtor Property Management Department — Real Estate Division Contract of Sale and Purchase — FS 16 — Tierce Page 12 of 14 By its execution below, Title Company agrees to perform its other duties pursuant to the provisions of this Contract. TITLE COMPANY: Alamo Title Company By: Name: Title: Date: Contract of Sale and Purchase — FS 16 — Tierce Page 13 of 14 EXHIBIT "A" Approximately 0.8752 acres of land in the Chamberlain Arlington Heights, First Filing, an Addition to the City of Fort Worth, Block 167, Lots A & B and Lots 5, 6, 7, 8, 9, 10, 11, 39, and 40 and being a portion of those tracts of land conveyed by deed on January 8, 2008, February 11, 2008, January 28, 1994, and November 21, 1983, and recorded in Instrument Nos. D208007613 and D208047008 and in Volume 11431, Pages 2254 and 2287, Volume 11454, Page 1180, Volume 11435, Page 1256, and Volume 7671, Page 831 of the Official Public Records of Tarrant County, Texas. To be confirmed by survey. Contract of Sale and Purchase — FS 16 — Tierce Page 14 of 14 City of rO ft `n o fth Fort Texas Street ` I r �/ V Fort Worth, Texas Legislation Details File M M&C 23-0573 Version: 1 Name: Type: Land Consent Status: Passed File created: 6/21/2023 In control: CITY COUNCIL On agenda: 6/27/2023 Final action: 6/27/2023 Title: (CD 3 and CD 6) Authorize Acquisition of a Fee Simple Interest in Approximately 0.8752 Acres Located in the Chamberlain Arlington Heights, First Filing, an Addition to the City of Fort Worth, Block 167, Lots A & B and Lots 5, 6, 7, 8, 9, 10, 11, 39 and 40, also Known as 5701, 5709, 5717, 5719 and 5721 Lovell Avenue and 5700 Curzon Avenue, Fort Worth, Tarrant County, Texas from M.L. Tierce, III and Lynda L. Tierce in the Amount of $2,250,000.00 and Pay Estimated Closing Costs in an Amount Up to $20,000.00 for a Total Cost of $2,270,000.00 for Fire Station No. 16 (2022 Bond Program) Sponsors: Indexes: Code sections: Attachments: 1. M&C 23-0573, 2. 21 CPN_104185_FS16_ACQ_MAP.pdf Date Ver. Action By Action Result 6/27/2023 1 CITY COUNCIL Approved City of Fort Worth Page 1 of 1 Printed on 6/28/2023 powered by LegistarTM City of Fort Worth, Texas Mayor and Council Communication DATE: 06/27/23 M&C FILE NUMBER: M&C 23-0573 LOG NAME: 21 FIRE STATION 16 LAND ACQUISITION SUBJECT (CD 3 and CD 6) Authorize Acquisition of a Fee Simple Interest in Approximately 0.8752 Acres Located in the Chamberlain Arlington Heights, First Filing, an Addition to the City of Fort Worth, Block 167, Lots A & B and Lots 5, 6, 7, 8, 9, 10, 11, 39 and 40, also Known as 5701, 5709, 5717, 5719 and 5721 Lovell Avenue and 5700 Curzon Avenue, Fort Worth, Tarrant County, Texas from M.L. Tierce, III and Lynda L. Tierce in the Amount of $2,250,000.00 and Pay Estimated Closing Costs in an Amount Up to $20,000.00 for a Total Cost of $2,270,000.00 for Fire Station No. 16 (2022 Bond Program) RECOMMENDATION: It is recommended that the City Council: 1. Authorize acquisition of a fee simple interest in approximately 0.8752 acres located in the Chamberlain Arlington Heights, First Filing, an addition to the City of Fort Worth, Block 167, Lots A & B and Lots 5, 6, 7, 8, 9, 10, 11, 39 and 40, also known as 5701, 5709, 5717, 5719 and 5721 Lovell Avenue and 5700 Curzon Avenue, Fort Worth, Tarrant County, Texas from M.L. Tierce, III and Lynda L. Tierce in the amount of $2,250,000.00 and pay estimated closing costs in an amount up to $20,000.00 for a total cost of $2,270,000.00 for Fire Station No. 16 (City Project No.104185); and 2. Authorize the City Manager or designee to execute the necessary contract of sale and purchase, to accept the conveyance, and to execute and record the appropriate instruments. DISCUSSION: The purpose of this Mayor and Council Communication is to seek approval to acquire land from M.L. Tierce, III and Lynda L. Tierce (Seller) for the construction of a new Fire Station No. 16 in Southwest Fort Worth. The Property Management Department, in collaboration with the Fire Department, has determined the site located at 5701, 5709, 5717, 5719 and 5721 Lovell Avenue and 5700 Curzon Avenue, Fort Worth, Tarrant County, Texas will meet the Fire Department's operational objectives for the Southwest Division and will provide sufficient land to develop and construct Fire Station No. 16. An appraisal of the property was prepared by an independent appraiser and a negotiated agreement has been reached with the Seller. The mineral estate will not be acquired and the deed will contain a surface waiver for the exploration of the mineral estate. The real estate taxes will be pro -rated with the Seller being responsible for taxes due up to the closing date. The City will pay the estimated closing costs in an amount up to $20,000.00. Upon City Council approval, Staff will proceed with acquiring the fee simple interest in the property excluding the mineral rights. Property Property Property Property Address / Amount Ownership Interest ISize Legal Description 5701, 5709, 5717, 5719 and 5721 Lovell Avenue and 5700 Curzon Avenue, Fort Worth, Tarrant County, M.L. Tierce +/ Texas III and Lynda L. Fee 0.8752 $2,250,000.00 Simple Chamberlain Arlington Tierce Acres Heights, First Filing, an Addition to the City of Fort Worth, Block 167, Lots A & B and Lots 5, 6, 7, 8, 9, 10, 11, 39 and 40 Total Estimated $20,000.00 Closing Costs ITOTAL $2,270,000.00 This project is included in the 2022 Bond Program. The City's Extendable Commercial Paper (ECP) (M&C 22-0607; Ordinance 25675-08-2022) provides liquidity to support the appropriation. Available resources will be used to actually make any interim progress payments until debt is issued. Once debt associated with a project is sold, debt proceeds will reimburse the interim financing source in accordance with the statement expressing official Intent to Reimburse that was adopted as part of the ordinance canvassing the bond election (Ordinance 25515-05-2022). Funding is budgeted in the Fire Department's 2022 Bond Program Fund for the purpose of funding the Fire Station 16 project, as appropriated. This project is located in COUNCIL DISTRICTS 3 AND 6. A Form 1295 is not required because: This M&C does not request approval of a contract with a business entity. FISCAL INFORMATION / CERTIFICATION: The Director of Finance certifies that funds are available in the current capital budget, as previously appropriated, in the 2022 Bond Program Fund for the Fire Station 16 project to support the approval of the above recommendations and execution of the acquisition. Prior to an expenditure being incurred, the Property Management and Fire Departments have the responsibility to validate the availability of funds. Submitted for Citv Manaaer's Office bv: Dana Burghdoff 8018 Oriainatina Business Unit Head: Steve Cooke 5134 Ricky Salazar 8379 Additional Information Contact: Niels Brown 5166 Austin DeGuire 2311