HomeMy WebLinkAboutContract 28494 (2)PURC�ASE CONTRACT ���`� �E������� r`�
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THIS PURCHASE CONTRACT {"Coniract") is made and enkered into by and between
the CrTY OF FORT WORTH, TEXA.S, acting by and through its duly authorized City Manager
or Assistant City Manager {"Seller"} and F�RT WORTH SOUTH�IDE DEVELOPMENT
DISTRICT, INC. dba FORT WORTH SOUTH, INC., a Texas non-profit corporation
("Purchaser") as of the date on whicl� this Contrac� is executed by the Iast to sign of Seller and
Purchaser ("Effective Date").
RECITALS
Seller is the owner a� the appro�imately 4Q6,166.80 square foot tract of land described as
Lot lA, Block 6R, Mistletoe Heights Additian to the City of Fort Wort�t, Tarrant County,
Texas which is situated at ihe nartheast corner of Forest Park Boulevard and Rosedale
Street in Fort Worth, Texas, together with any easemenis, rights-of-way, licenses,
interests, and rights appurtenant thereto (collectively, the "Property"), as shown on the
attached Exhibit "A".
2. Purchaser is a non-profit corporation organized to promote the social welfat'e, within the
meaning of Intcrnal Revenue Code Section 501{c)(4), of the people and businesses in the
Southside Mec�ical Dislrict area of Fort Warth, Texas, by promoting and assisting in the
impravement of the economy, employment opportunities, and residential and business
quality of life in that area.
3, The Property is located in Tax Increment Reinv�stment Zone Number 4, Cit�r of Fort
�Vort1�, Te�as.
4. Seiler desires to sell the Properry for fair market value for development as a mixed use
praject that will benefit the surrounding residents and businesses in� particular and will
benefit the c�tizens of Fort Worth in general.
5. Purchaser desires to acquire the Property for developrnent as a mixed use project that wili
benefit the suzxounding residen�s and businesses and will further serve the mission and
goaIs af Puxchaser.
AGREEMENT
In consideratio� of the mutual cavenants in tk�is Contract, Seller and Purehaser agz�ee as
follows:
Section I. 5ale and Purchase.
(a) S��ler agrees to sall and conv�y the Property to Purchaser, and Purchaser agrees to
purchase and accept the Property from Seller, for the Purchasa Price (as de�ned belaw), subject
�o the terms and canditions set forth in tl�is Co�tract.
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(b) Seller shall convey the Property to Purchaser free and clear of all liens, claims,
easements, rights-of-way, r�servations, restriction.s, encroachments, tenancies, and any other
�ncumbrances (collectively, the "Encumbrances") except the Encumbrances appearing in the
Title Corr�cnitment (as defined below in Seciion 3} that are not cured and thai are subsequently
waived pursuant to 5ection 3 below ("Permitted Encumbrances").
Seetion 2. Purchase Price, Independent Ca�ntract Consideration, and Earnest Mnnev.
(a) The purchase price ("Purchase Price") for the Property, payable by Purchaser to
Seller in cash at Closing {def ned helow), is TVGTO MILLION THIRTY THOUSAND, EIGHT
HUNDRED TH�RTY-FQUR DOLLARS {$2,034,834.OQ), based upon the assuz�aptian that the
net square footage o� the Property is 406,166.80. "Net square footage" means all o� the land
within the surveyad boundaries of the Property, Le�s any portion of the Property lying within a
publicly dedicated roadway or a utxlity easement. If the Survey determines that the net square
footage of the Property is more or Iess than 406,166.80, the Purchase Price shalI be ac�justed to
equal $5.0� muliipliad by the net square footage. Seller h�as determined that th� Purchase Price
reflects the current fair market value of the Property.
(b} Contemporancously with the execution of this Co�txaet, Purchaser delivers to
Seller a check in the amount of Fifty Dollars {$50.00) ("Independent Contract Considexation"),
as independent consideration �or Seller's execution, delivery, and performance of this Contract.
Thi� Independent Contzact Consideration is in addition to and independent of any other
consideratian ar payment provided for in this Contract, is nonrefundabl�, and shall be retained by
Seller notwithstanding any other provision of this Contract.
(c) Within five days after the execution and delivery of this Contxact by Seller to
Purchaser, Purchaser shall deliver to Title Company {as defined below in Section 3) a check
payable to the order of Title Company or other means of funding r�asonably satisfactory to
Seller in the amount of 1% of the Purchase Price ("Earnest Money"). Title Company shall hold
the Eaz-raest Maney in escrow and deliver it in accordance with the provisions of this Cantract.
The Title Company shall invest the Earnest Money in an interest bearing account through a bank
or other financial institutian selected by Purchaser (hereaft�r, all r�ferences in this Co�tract to
Earnest Mon�y include the amvunt deposited by Purchaser with the Titte Company pursuant t�
fhis Section 2(c} tog�ther with all interest accrued thereon).
Section 3. Title Commitment and Surv�v'.
(a) Wl��llil thirty (30) days after the Effective Date, Purchaser shail obtain, at
Purchaser's sole cost an.d expense (i) an Ov�mer's Commitrnent for Title Insurance ("Title
Commitment") from Alarno Title Company, 350Q Hulen 5treet, Fort Worih, TX 76107'-6898
("Title Company"), setting forth the status of the titie af the Property and showing all
Encumbrancas and o�her matters, if any, reiatzng t� tke Property; and (ii) a legible copy of all
documents referred to in the Title Commitment, including but not limifed to, plats, reser�vations,
restrictions, and easements.
(b) Within ten (10) days after the Effective Date of this Contract, Seller shall pro�ide
to Purchaser a copy of any survey of the Praperty in Seller's passession. V�ithin forty-fivc (4S)
days after the Effective Date, Purchaser rnay obtain, at Purchaser's sole cost and expense, an
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updaied survey ("Survey") cansistxng of a piat and iield notes descz'ibing t�ie Property, prepared
pursuant to a current on-the-ground staked survey perfarmed by a registered publie surveyor or
engineer satisfactory to Purchase� and Title Company. The Suzvey sha�l (i) be certified to
Purchaser, its successors and assigns, and Title Company, {ii} reflect �he actual dimensions of
and �he total numb�r of square feet within the Property, net of any portion thereof Iying within a
publicly dedicated raadway or a utility easement, (iii} identify any rights-of-way, easements, or
other Encumbrances by rafcrer�ce to applicable recording data, and (iv) include the Surveyor's
registered numher and seal, the date of the 5urvey, and tk�e �ollowing narrative certificate:
The undersigned certi�'ies to Fort Worth S�uth, Inc. and ta Alamo Title Company
that (x) this Survey was made upon the grow�.d o� the property reflected hereon on
[date of survev�, (xx) the description contained hereot� and the location of all
rights-of-way, easez�r�ents, set-back lines, improvements and encroachments which
are either visible o:r are of recard in. Tarrant County, Texas are accurateiy reflected
hereon (inciuding, without Iimitation, aIl matters set farth in title cornmit�nent
#Q2-1012022 issued by Alamo Title Company dated S�ptember 19, 2002, (xxx)
the property reflected hereon has acce5s to and fram a publicly dedicated roadway
as shown hereon, (xxxx) no part of the property lies within a la0 year flood plain
as deiined by the U.S. Depa�ment of Hausing and Urban Development pursuant
to the Flood Disaster Act of 1973, as amended, or by any other governmental
agency or authority, (xxxxx) excapt as shown hereon there are nn easements,
set-back lines, encroaehments, or irnprovements and (xxxxxx) this suzvey was
conducted in accardance with the standards %r a Category lA, Urk�an, Condition
II survey as specified by tbe latest edition of the Manual of Praetice for Land
Surveying in Texas.
Tbe description of the Property prepared as a part of tl�e Survey will be used in all of the
docurnents set forth in this Contract that require a descripiian af the Property.
(c) If the Title Commitment or Survey discloses any Encurnbrances or other matters
which are not ace�ptable to Purchaser in Purchaser's sole discretion, ihen Purchaser shall give
5eller written notice thereof within fifteen (15) days after receipt o� the Title Carnmitment,
Survey and ail documents refezred to in the Titie Cominitm�t�i, specifying Purchaser's objections
("Objecrions"), if any. If Purchaser gives such na�ice to Seller, Se�ler sha11 use its best efforts to
cure the Ohjections, but shall be under no obliga#ion to do so.
(d} If Purchaser gives notice of Objections and Seller does not cure the Objections,
cause the Title Commi�men.t and Survey to be amended ta give effect to matters that are cured,
and give Purchaser written notice thereof within the fifteen (15} day period following receipt of
the notice from P�rcbaser ("Cure Period"), Purchaser sha11 have the right either (i) to terminate
this Contract by giving written notice thereo� ta Seller at any time after the expira�ion of such
Cure Period but prior to the expiration of the Option Period, and, upon such termination,
Purchaser shall be entitled to ti�e return of the Earnesk Mo�ey, and neither party hereto shall have
any further rights or obligations, or (ii) to waive the Objectians and consummate the purchase of
the Property subject to the Objections which �hall �e deemed to be Permitted Encumbrances.
Notwithstanding the foregoing sentence, if Seller has cornmenced curing ti�e Objections and is
diligently prosecuting the same, as deterrriined �y Furchaser in Purchaser's so�e discretion, fhen
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P�rchaser in Purchaser's sole discretion may extend the Cure P�riod for an amount of time
Purchaser deems necessary for �ell�r to cure the same.
Sec�ion 4. Review Reuorts. Wit�in twenty (2D) days a£ter the Effective Date, Se11er
shall deliver to Pu�rchaser for Purchaser's review any �nvironmental reports and studies in
Seller's possession concerning the Property {"Reports") that �,vere conducted during or after the
demolition o� tha former i�pravements on the Property.
Sectinn �. Outiou Period.
(a) Notwithstanding anything to the contt'ary contained in this �onfxact, until ninety
(90) days after the Effect�ve Date ("Option Period"), the foilowing is a condition precedent to
Purchaser's abligations under this Contract:
Purchaser being satisfied in Purchaser's �ale and absolute discretion that the
Property is suitable for Purchaser's intended uses, including, without limitation,
Purchaser beizag satis�'ied with the results of the Tests {de�ned in Section 5
below).
(b) If Purchaser is not satisfied in Purchaser's sole and absolute discretion as to the
conditian precedent described in Section 5(a) above, Purchaser may give written notica thereof
to Seller on or before �he end of the �ption P�riod, whereupon thzs Cont�act shall terminate.
Upon such termination, Purchaser shall be entitled to th� raturn of the Earnest Money, and
neither par�-y shall have any furthar rights or ahligations under �his Contract.
(c) �f Purchaser does not terminate this Contz'act prior ta the expiration o� the Op�ion
Period, then the Ea�nest Money shall become non-refundable �o Purchaser except in the event of
Seller's default in the performance o� Seller's obli�ations under ihis Cantract, and Titie
Company sha11 release ihe Earnest Money to Seller at any time thereafier upon reque�t by Selier.
(d) The provisions of this Section 5 contraI all other provisions of this Contract.
Section 6. Tests. Purchaser, at Purchaser`s sole cast and risk, shail have the nigh� to
go on to the Property, including the Improvements, to maice inspections, surveys, test borings,
�oil analyses, and other tests, studies and surveys, including without limi�ation, environmental
tests, boring�, analyses, and studies ("Tests"}. Purchaser shall �rovide SelZer with a copy of any
written reports reIated to Tests af the physical candition of the Property that Puxchaser and its
consultan�s conduct on the Property. If the sa�e of the Praperty is not eonsummated pursuant to
this Contract, Purchaser shall restore the surface of the Property to as near as practicable the
condi.tion existing prior to any entry by Purchaser.
Section 7. Closin� Contin�encies.
(a) The closing ("Closing") of tl�e sale pf the Property by Seller to Purchaser shall
occur through the office af the Title Company on or before thirty (30) days after th� satisfaction
of the following contingencies �o Closing {"Closing Contingencies"), but not later than March
31, 2004. The Closing Cantingencies are as follows:
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(1) Purchaser ha�ing obtained all necessary mun.icipal approvals for rezoning
of the Property to Planned Development Speciai Use - Mixed Use —2 with site
plan {PDSU - MU-�);
(2) Purchaser ha�i�g obtained all necessary appravals �'or the Pt'operty to be
designated as a Neighborhood Empowerment Zone by the City of Fort Worth;
(3) Purck�aser having obtained all necessary approvals of a rep�at af the
Property, together with the adjacent praperty owned by Valentin Graci�, MD
(Lots 2A, 2�, and 4A, Block 1, McAnu�ty & Nesbitt Subdivisian to the City af
Fort Worth, Tarran� County, Texas), to include the possii�le vacation of publzc
strreets and rights-of-way within the perimeter of the Property;
(4) Purchaser and Seller having agreed upan the location of a sanitary sewer
easem�nt to be dedicated to Seller, at no cost to Seller, located on or adjacent to
the Property;
(5) 1'urchaser and Seller ha�ing agreed upon either a slope easeznent along the
northwest boundary af the Property or a retaining wall system in Iieu of a
slope easernent;
(6) Purchaser having obtained suifiei�nt comrnitments from projected users o�the
Property so as to make the mixed use project plan feasible; and
(7) In compliance wi�h Section 272_Qpl of the Texas Local Government Code,
Purchaser shall include t�e development of the Praperty under a project plan
adopted by the Seller for tha reinvestment zone.
{b} Purchaser agrees to pursue the apprvvals and agreerr�ents 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 appravals. If Purcl�aser determines that
construction, improvement, or extension of Jerome Street or any other public stree� within the
Property is required for Purchaser's d�velopment, Purchaser agre�s that Pwrchaser will not
request an. enhanced Community Facilities Agreement from Seiler; however, Purchaser may
pursu� a standard Community Facilities Agreement with Selter.
(c) If these Closing Contingencies ar� not satisfied to Purchas�r's satisfaction so that
Purchaser ss prepared to close on or befare September 30, 2003, then Purchaser must either (I)
tezrninate this Contract, and upon the termination, Seller shall retain t1�e Earr�est Maney and any
interest earned and neither paz�y will have any further rights or obligations hereunder, or (2)
extend the period for Closing until an or before March 31, 2004. Ta ext�nd the period for
Closing, Purchaser must give Seller wxitten notice of the extension on or before Septeml�er 3fl,
20Q3 and must deposit with Title Company an addirional 1% of the Purchasa Price ("Additional
Earnest Money") which shall become non-refundable to Purchaser except in the event of Seller's
default in th� performance of �eller's obligations under this Contrac�. At S�11er's request, Title
Campany shall release the Additional Earnest Money to Seller. Furthermare, beginning October
1, 2�03 and continuing until the date of Clasing, the Purchase Priee shall accrue interest at an
an.nual rate of 10%, with this accrued interest ta be added to the Purchase Price at Closing. If'the
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Closing occurs, the Earnest Money and the Additional Earnest Money will he applied to the
Purchase Price. Tf the Closing does not occ�r for any reason other than an event of Seller's
default in the performa�ce of S�Ller's obligations under this Contract, than Seller shall retain the
initial Earnest Money, the Additional Earnest Money, and a�l interest accrued an Earnest Money
from October 1, 2003 until the date this Contract is terminated.
Section S. Closing.
(a) At the Closing, all of the following shall occ�r, all of which are deemed
concurrent conditipns;
(1) Seller, at Seller's sa�e cost and expense, s�all daliver or cause to be
dclivered to Purchaser the following:
(i} a Speciat Warranty Deed {"Deed"), fully executed and
acknowledged by Seller, conveying to Purchaser good and indefeasible fee
simple title to the Property subject only tp the Permitted Encumbrances,
with the precise form of the Deed to be determined pursuan� to Section 10
below;
(ii} Any otlier instrument or document necessary for Titie Company to
issue the Owner �olicy in accordance with Section S(a){3) be�ow.
(2) Puxchaser, at Purchaser's sole cost and expense, shall deliver or cause to
be delivezed to Seller tiirough the Title Company fed�rally wired funds or a
certified or cashier's check or such other means oi funding accaptable to Seller, in
an amount eyual to the Purchase Price, adjusted for closmg costs and proratians.
(3} TitJe Campany shall issue to Purchaser, at Purchasar's sole cost and
expense, an Owner Policy of Title Insurance ("Own.er Policy"} issued by Title
Company in the arnount of the Purchase Price insuring tnat, afte� the completion
of the Closing, Purchaser is iha owner of indafeasil�le fee simple title to the
Property, suhject nnly to the Permitted En.cumbrances, and t�e standard printad
exception.s included in a Texas Staa�dard Fozm Owner Palicy of Title Insurance;
provided, however, the printed form survey exception shall be limzked to
"shortages in area," the printed form exception for restrictive cavenants shall be
deleted except for thase rest;rietive covenants xhat are Permitted Encumbrances,
there sha11 be no exception for rig��s of parties in possession, and the standard
exception for taxes shall read; "Standby Fees and Taxes for [the year of ClosingJ
and subsequent years, and subsequent assessments for priar years due to change
in Iand �xsage or ownership";
{4} The Earnest Money (including any Additional Earnest Money) slaall be
applied to t�e Furchase Price at Closing.
(5) Seller and Purc�aser shall each pay their respectiv� attorneys' fees and
Purchaser shall be responsible for all af the escrow and recording fees.
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(b} Ad vaiorer�n and sirnilar taxes and assessments, if a�y, relating to the Property
shall be prorated betvc+een Seller and Purchaser as of the Clos�iz�g Date, based on estimates of the
amount o� taxes that will be due and payable on the Property c�uring the calendax year in which
the Ciosing occurs. As sonn as the amount af taxes and assessments an 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 5eller 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 applieable
to the Praperty after the Closing. The provisians of this Section $(b} survive the Closing.
{c} Upon completion of the Closing, Seller shall deli�er possessian of the Properry to
Purchaser, free and clear of all tenancies o� every kind.
Section 9. A�e�ts. Seller and Purchaser each regresent and warrant to the other that it
has not engaged the services of any agent, broker, or other similar party in connection with this
transactian.
Section 1Q. Closin� Docu�ents. No later than fifteen (15} days priar to the Clasing
Date, Seller shall deliver ta Purchaser a copy af the Deed, which is subject to Purchaser's
reasonable right of approval.
rS�CtI011 �1. No#ices.
(a) Any notice under this Contract shall be in writing and shall be deemed ta have
been served if (i} deliver�d in person to the address set forth below for the party to whom the
notice is given, {ii) delivered in person at the Clasing {if that party is present at the Closing}, (iii)
placed in the United States mail, return receip� requested, addressed to such party at the address
specified below, (iv) deposited into the cus�ody of Federal Express Corporation to be sent by
FedEx Overnight Delivery or other reputiable overnight carrier for next day d�livery, addressed
ta �he party at the address specified below, or {v) telecopied to �he party at t�e telecopy number
Iisted below, provid�d thafi the transmission is confirmed by telep�one on the date of �he
transmission.
(b} The address of Seller under this Contract is:
City of Fort Worth
1000 Throckmortan Street
Fort Worth, Texas 76102
Attention: Tom Higgins
Telephone: 817-871-6192
(c) The ac�dress of Purchaser under this Contract is:
Fort Worth Sauthside Developme�t District, Inc.
1606 Mistletae Boulevard
Fort Worth, Texas 76104
Attention: Donald W. Scott, President
Telephone: (S 17) 923-1649
Telecopy: (817) 923-I658
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(d) From time to time �ither party may designate a.nother address or telecopy number
under this Contract by givizxg the other party ad�ance written notice af the change.
Section 12. Termination. Default, and Remedies.
(a) If Purchaser fails or refizs�s to consummate the purchase af the Property pursuant
to this Contract at the Closing for any reason other than ternai.nation of this Can1�'act by Purchaser
pursuant to a right so to terminate expressly set forth in this Contract or Seller's failur� to
per�'orm Seller's obligations under this Contract, then Seller, as Seller's sole and exclusive
remedy, shall have the right to terminate this Contract by gi�ing written notzce thereof to
Purchaser prior to or at the Closing, whereupon neither party hereto shall have any furkhex rights
or obiigations hereunder, and Tiile Coinpany shall deliver the Earnest Money, the Additional
Earnest Money, and khe interes� accrued on the Purchase Pr�ce (as set farth in ��ction 7(c}
above) to Seller as liquidated damages, free of az�y claims by Purchaser or any other person with
respect there�o. It is agreed that the Earnest Money, Additional Earnest Money, and the interest
on the Purchase Price to �srhich the �ell�r is entitled hereunder is a reasonable £orecast of just
compensation for the harm that would be caused by Purchaser's breach and �at the harm that
would be caused by such breach is one tha� is incapable or very difficult of accurate estimation,
and that the payment of these sums upon sucb breach shall constitute full satisfaction af
Purchaser's obIigations hereunder.
(b) If Seller fails or re#'uses to consummate the sale of the Property pursuant to t�is
Contract at Closing or fails �o perfo:rm any af Se�ler's other obligations hereunder either prior to
or aY t�.e Closing for any reason other than the termination of tk�is Contract by S�II�r pursuant to a
right so �o terminate expressly set forth in this Contract or Puz'chaser's failure to perfarm
Purchaser's obliga�ions under this Contract, then Purchaser shall have the right (i) ka en�oree
specific performance of Seller's obligations under this Contract, (ii} to terininate this Contr'act by
giving written notice fhereaf ta Seller prior to or at the Closing whereupan the Earnest Money
shall be returned to Purchaser and neither party hereto shall ha�e any further rights or obiigations
hereunder, or (iii) to exercise any other right or remedy Purchaser may have at law or in equity
by reason of such de�autt, including but not limited to, the recovety of attorneys' fees incurred by
Purchaser in connection therewith.
(c) If either Seller or Purchaser becomes entitled to the Earnest Money upor�
cancellatian of this Con�raet in accordance with its terms, Purchaser and Seller covenant and
agree to deliver a letter of instruction to the Title Company directing disbursement of the Earnest
Money to the party entitled thereto.
Section 13. Entire Con#ract. This Contract (including the attached e�cYizbits) contains the
entire contract between Seller and Purchaser, and no oral statements or prior written matter not
specif cally incorporated herein is of any force and effect. 1�To modifications are binding on
either party unless set forth in a document executed by thxt party.
Section 14. Assi �s. This Cantract inures to the benefit a� and is binding on the parties
and their respective legal representatives, successors, and assigns. Neither party may assign its
interest under this Contract withou� the prior consent of the other party.
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Section 1�. Time for Execution. If Seller has not executed and returned a fully
executed copy of this Conixact to Purchaser by 5:00 p.m., Fort Warth, Texas time an March 31,
2403, this Contract shall be null and void,
Section lb. Time of the Essence. Time is of the essenc� under this Contract.
Seet7ian 17. T� Prior to Closin�. If, prior to Closing, the Property or any por�ion
thexeof becomes subject to a talcing by virtue of emin�nt domain, Purc�aser may, in Purchaser's
sole discretion, eit�ier (i} terminate this Contract whereupon the Earnest Money shall be returned
to Purchaser, and neit4�er party shall have any further rights or obligatians hareunder, or (ii)
pzaceed witih the Closing of the �ransacfion witla an adjustrnent in the Purchase Price to reflect
the net square �ootage of the Property after the taking.
Sectiun 18. Governing Law. This Contrac� shall be governed by and construed in
accordance with the laws of the 5ta.te of Texas.
Section 14. Performance of Cantract. The obligations under ih� term� o�' the
Cont�act are perforrnable in Ta�rant County, Texas, and any and all payrnents under the tezms of
th� Contract are to be made in Tarrant County, Texas.
Section 20. Venue. Ven�e af any action brought under this Contract sk�all he in Tazrant
Conniy, Texas ii'venue is legally proper in that county.
Section �1. Severa�ilitv. If any provision of this Contract is held to be in�alid,
iliegal, or unenforceable in any respect, such invaIidity, illegalzty, or unenforceability will nat
affect any ather provision, and this Contract will be construed as if such invalid, illegal, or
unenforceable pravision had never been contained herein.
Sectian 22. Business Days. If the Closing date or the day for performance of any act
required under this Contract falls on a Saturday, Sunday, or Legal holiday, then the Closing date
or the day for sucb performanee, as the case may be, shall be the next followit�g regular business
day.
Section 23. Counterparts. This Contraci may be exeeuted in multiple counterparts,
each of which will be deemed an original, but which together will constitute one instrument.
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� This Contract is executed as of the Effecti�re Date.
SELLER:
CITY OF FORT WORTH
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Contra � l�uthorixs�tion
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Da��
By: i` ' �-�` �l� - �
Name: r r=i0 ��cT4�
Titie: ='� ., 5 r, C��,' i'�v T�c
Date: . - _�" ! '' .
At1��t
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Glor�a Pear� n
City Secrefiary
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Approved to Legality and Forzx�
Assist�City Attorney
PURCHASER:
FORT WORTH SOUTHSIDE DEVELOPIVIENT
DIST�ICT, INC. dba FORT WORTH SOUTH, INC.
• ,d ,I �_�-_
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By: � �„""� �-,- - - ...r �.�-'�
�onald W. 5cott, President
Date: , - ._� _ " , . `�
By its execution be�ow, Title Cornpany acknowladges receipt of the Earnest Money described in
this Cont�ract and agrees to hold and deliver the same and perform its other duties pursuant to the
provisions of ttus Cont�act.
T�TLE COMPAli1Y:
ALAMO TITLE COMPANY
By:
Name:
Title:
Date:
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EXHIBIT "A"
Descriptian of Property
Lot 1, BXock 5-R, Mistletoe Heights Addition to the City of Fort Worth, Tarrant County, Texas,
according ta the plat recorded �in Volume 388-i60, Page 42, Plat Records, Tarrant County,
Texas,
�AV� AND EXCEPT tha� portion conv�yed ta the State of Texas hy deed recorc�ed in Volume
14173, Page 409, Deed Records, Tarrant County, Texas.
FW 50CITH -- PUR...Ri'Y 3-25-63,DOC
�'ity of �'ort Y�o�th9 Texas
���r ��t� ��u��c�l ����uarn�c���a�
DATE REF�RENCE NUMBER LOG NAME PAGE
31� 8/03 **�o� 3�� � 17SOUTH I 1 af 2
SUBJECT AUTHORIZE THE SALE OF CITY�OWNED PROPERTY TO
INC. IN ACCORDANCE WITH SECTION 272 OF THE TEXAS
. CODE
RECOMMENDATION:
It is recommended that t�e City Cour�cil:
FORT WORTH SOUTH,
L4CAL GQVERNMENT
1. Authorize the City Manager ta exec�te ar� optior� agreement to sell property located at tE�e nartheast
corner of Forest Park Bo�le�ard a�d Rosedale 5treet to Fort Worth South, Irtc. in accordance with
Chapter 272 of �he Texas Lacal Government Cade; and �
2. Authorize the City Manager to execute an appropriat� deed cfln�eyir�g the property to Fort Worth
So�th, Inc. and record the d�ed, if�tF�e terms of the �ption agreement are satisfied_
DISCUSSION:
The City awns approximately 9.324 acres o# property ��Cated at #�e !iortheasf carner �f Farest �ark
Boulevard and Rasedale Street. In 9997, the 5outhside Tax Ir�crement Finance (TIF) District No. 4
approved a plan to redevelop the district. The plan includes the redevelopment of this proper�y as a
high priority for the 5o�thside TIF. Fart Warth, Inc., whase mission is to impiement the TIF project plan,
has submitted a develo�ment proposal for ths �roperty.
The proposal calls for a mixed-use de�elopment consisting of a hotel, retail, offic�, structu�ed parking,
residentia� an� a major anchor �otaling 337,000 square feei, with totai project costs oi over $27 million.
The development will aiso accommodate a minimum 25 foot permanent sanitary sewer aasement, at no
cosi to the .City, fiar tF�e re[ocation of sanitary sewer main C�C4B at a location satisfactory to tne City.
To facilitate construciion of this line, the de�eloper will make avaiiable an addifional 25 foot wide
tem�orary construc#ian easement. �
Additional conditions af the sale are o�tGned in tfi�e option agreement as follows:
� Purchase price: If the de�efoper clases on or befora September 30, 2003, the de��loper wil[ pay
the City the fair market vaiue af $�.00 a square foat. There are approximatefy 406,166.8 square
feet; tnerefore, �tf�e purchase price would be $2,030,834. Should the de�eloper not c1os� on or
before September 30, 2003, the purchase price of the property s�all increase by an interest rate
�of 10% per anrrum calculated from Octaher 1, 2QD3, through the closing date. If clasing does
�tat occur before the expiration of the option agreement, the develop�r forteits the right to close
�nd shall pay the City an amaur�t equal to 10% interesi on the purchase price caiculated from
Octob�r 1, 2003, through March 31, 20Q4; and
o Option fee: The �eveloper shall pay the City an aptian fee of 1% of the purchase price
($20,308.3�4) due upon executian of the agreement. The 1% o�tion fee becomes nonrefundable 90
days after execution of the agreement. If tE�e de�eloper clases on o� before September 30, 2Q03,
the �°/Q aption f�� shafl be a�piied to the purchase price. If the �eveloper daes not close on or
befare 5eptember 3Q, 2fl03, the deveioper agrees to pay the City an additional 1% far a total
aption fee af 2% ofi the purchase pr9ce {$40,�16.68). The 2% optian fee is nanrefundabE�, bui wifl
be a�plied to the purchase price if ciosing occurs before the expiration of the option a�reemenf; and
C'ity of �'o�t �Vo�tli, T'exas
�r��� �r�� ���nc�I �,�����t�c�����
DATE R�FERENC� NLIMB�R LOG.NAME PAG�
. 3118/03 **�,_1 ��� �� 17SOUTH 2 of 2
SUBJECT AUTHORI�E THE SALE OF CITY-OWNED PROPERTY TO FORT WORTH S�UTH,
INC. iN ACCORDANCE VIl2TH SECTION 272 OF THE TEXAS LOCAL GOVERNMENT
CODE
0
0
�
Razoning the property to "Planned Developmentl5pecial Use-Mixed-Use 2 wi�h site plan"; and
Replat the praperty and vacate in#ernal pubfic streets and rights-af-way, as needed; and
if needed, imprave and extend Jerome Stre�t at no cost #o the City; and
� Dedicate right-o� way ar�d construct inter�a� stree#s, as needed, #o serve the development at na
cast to #h� Ci�y; and
� Convey a sanitary sewe� e�sement and a slope easement, or have one can�eyed that meets the
satisfaction of iF�e City, at no cost to th� Gity; and
� Amend, ar ha�e amended the Southsid� TiF praject and, if appropriate, finance plan ta include
t�?p qraiect. -
��he City wilf apply afl applicabie incenti►res as allowable under the Neighk�arhaod Empowerment Lone �
designation for ihe Magnolia Village area. �
�ne proceeds from this sale will be deposi�ed intc, the Capital Projects Reserve Fund.
Thi� ,�roperty is locaied in COUNCIL DISTRICT S, � Mapsco 76K, Magnolia Village Neighborhood
E�mpowermer�t Zone.
FISCAL INFORMATION/CERT[FICATION:
The Finance Drrector certifies that the Engineering Department, Rea! Property Servic�s Di�ision, is
responsible for the collectian and deposit of fiunds from this sale.
RR:k
Submitted for City Manager's
Offiee by:
Reid Rector
Originnting Department Head:
Tom Higgins
Additional TnforEn�tion Contaet:
Ardina Washington
� FUND
� {to)
� GC10
6140
��
6192 I {from)
I
�
8ao3 �
� ACCOUNT I CE�TTER I AMQUNT
444552 01301QOD1Q00
$2,030,834.00
. �
�
�
CITY SECR�'!'ARY
APPitOVED 3/181�3