HomeMy WebLinkAboutContract 61922CSC # 61922
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 ("Purchaser"), acting by and through its duly authorized City Manager or Assistant City Manager,
and PEDRO AGUAYO ("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, a tract of land
known as Lot 11, Block 4 of Lakeland Addition, an Addition to the City of Fort Worth, Tarrant County,
Texas, according to the Plat thereof recorded in Volume 388-3, Page 60, of the Official Real Property
Records of Tarrant County, Texas and, also known as 8513 Marks Lane, Fort Worth, Texas 76135
(Tarrant Appraisal District Account No. 01549073) (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) Purchaser agrees that Seller shall be allowed to remove the following items from the
structure on the Land before the expiration of the Option Period (hereinafter defined): windows, kitchen
appliances, plumbing and light fixtures, interior doors and hardware, toilets and sinks, and cabinets.
(c) 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").
Section 2. Earnest Monev and Purchase Price.
(a) Within ten (10) days after the Effective Date, Purchaser must deliver to the Title
Company's escrow agent an Earnest Money deposit of One Thousand Dollars and 00/100 ($1,000.00)
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 (as hereinafter defined). All Earnest Money
will be (i) refunded to Purchaser if Purchaser terminates the Contract prior to expiration of the
Contract's Option Period or (ii) forfeited to Seller if Purchaser does not terminate but defaults in its
obligation to close.
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Contract of Sale and Purchase
8513 Marks Lane
Page 1 of 18
(b) The purchase price ("Purchase Price") for the Property, payable by Purchaser to Seller
at Closing (as hereinafter defined), is TWO HUNDRED NINETY THOUSAND DOLLARS AND
00/100 ($290,000.00).
(c) Contemporaneously with the execution of this Contract, Purchaser hereby delivers to
Seller the amount of One Hundred Dollars and 00/100 ($100.00) ("Independent Contract
Consideration"), which amount the parties bargained for and agreed to as consideration for Seller's
execution and delivery of this Contract. This Independent Contract Consideration is in addition to and
independent of any other consideration or payment provided for in this Contract, is nonrefundable, and
shall be retained by Seller notwithstanding any other provision of this Contract. In the event Purchaser
purchases the Property, the Independent Contract Consideration shall be credited to the Purchase Price
(as hereinafter defined) of the Property.
Section 3. Title Commitment and Survev.
(a) Within ten (10) days after the Effective Date, Seller shall obtain, at Seller's sole cost
and expense, a Commitment for Title Insurance ("Title Commitment") from Alamo Title Company,
4217 Camp Bowie Blvd., 3rd Floor, Fort Worth, Texas 76107 (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) Purchaser may obtain a survey of the Property ("Survey") at Purchaser's sole cost and
expense. The Survey shall consist of a plat and field notes describing the Property, prepared pursuant to
a current on -the -ground staked survey performed by a registered public surveyor or engineer satisfactory
to Purchaser and Title Company. The Survey shall (i) be certified to Purchaser, its successors and
assigns, and Title Company, (ii) reflect the actual dimensions of and the total number of square feet
within the Property net of any portion thereof lying within a publicly dedicated roadway or a utility
easement, (iii) identify any rights -of -way, easements, or other encumbrances by reference to applicable
recording data, and (iv) include the Surveyor's registered number and seal and the date of the Survey.
The description of the Property prepared as a part of the Survey will be used in all of the documents set
forth in this Contract that require a legal description of the Property.
(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 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;
Contract of Sale and Purchase
8513 Marks Lane Page 2 of 18
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 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 which may be cured by the payment
of money, 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. Within five (5) days after the Effective Date, Seller shall
deliver to Purchaser for Purchaser's review (i) any and all tests, studies and investigations relating to
the Property, including, without limitation, any soil tests, engineering reports or studies, and any Phase I
or other environmental audits, reports or studies of the Property; (ii) any and all information regarding
condemnation notice(s), proceedings and awards affecting the Property; (iii) any existing survey(s) of
the Property (the "Due Diligence Material").
Section 5. Tests. Purchaser, at Purchaser's sole cost and risk, shall have the right to go on to the
Property, including any improvements thereon, 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, Purchaser shall repair any damage caused to the Property by Purchaser or its
agents, employees, representatives, consultants or contractors in connection with Purchaser's Tests and
the Property will be restored by Purchaser, at Purchaser's sole expense, to at least a similar condition as
before the Tests were conducted. Purchaser shall keep the Property free and clear of any liens for any
such Tests. 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 90 (ninety)
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, the Earnest Money will be refunded to Purchaser, and neither party shall
have any further rights or obligations under this Contract.
Contract of Sale and Purchase
8513 Marks Lane Page 3 of 18
(c) Purchaser shall have the right, in its sole discretion, to extend the Option Period for one
(1) period of thirty (30) calendar days.
(d) The parties agree that the Option Period will not be further extended upon expiration
without a written amendment signed by both parties.
(e) The provisions of this Section 6 control all other provisions of this Contract.
Section 7. Closine 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.
Section 8. Closing.
(a) At the Closing, all of the following shall occur, all of which are deemed concurrent
conditions:
(1) Seller shall deliver or cause to be delivered to Purchaser the following:
(i) A General Warranty Deed ("Deed"), in substantially the same form
attached hereto as Exhibit `B". 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 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 Seller'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
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8513 Marks Lane Page 4 of 18
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) Seller and Purchaser shall each pay one-half of all recording fees and one-half
of any other closing costs as set forth by the Title Company.
(6) Purchaser shall not pay Broker's commission.
(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
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, Purchaser 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. Seller shall not be responsible for any Rollback taxes that arise
due to a change in use of the Property after Closing. Rollback taxes, if any, that arise due to a change in
use of the Property will be the responsibility of Purchaser.
(c) Upon completion of the Closing, Seller shall deliver possession of the Property to
Purchaser, free and clear of all tenancies 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;
Contract of Sale and Purchase
8513 Marks Lane Page 5 of 18
(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 partthereof,
(g) No Regulatory Violations. Seller has not received written notice that the Property is
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, nor has Seller received written notice of any additional
inquiry or investigation, 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 Seller's actual knowledge, without inquiry or
investigation: (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.
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
Contract of Sale and Purchase
8513 Marks Lane Page 6 of 18
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 Due
Diligence documents delivered by Seller 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, buildings, structures or other
improvements of any kind; or (iv) excavate or permit the excavation of the Property or any
portion thereof.
(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, including reasonable attorneys'
fees that Seller may incur in connection with reviewing such applications and instruments.
Section 11. Agents. Seller and Purchaser each represents to the other that it has had no dealings,
negotiations, or consultations with any broker, representative, employee, agent or other intermediary in
connection with the sale of the Property.
Section 12. Closing Documents. No later three (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 Fed Ex Overnight Delivery or
other reputable overnight carrier for next day delivery, addressed to the party at the address specified
below.
Contract of Sale and Purchase
8513 Marks Lane Page 7 of 18
(b) The address of Purchaser under this Contract is:
City of Fort Worth
Property Management Department
200 Texas Street
Fort Worth, Texas 76102
Attn: Nita Shinsky
Telephone: 817-3 92-805 3
With a copy to:
Matthew A. Murray
City Attorney's Office
100 Fort Worth Trail
Fort Worth, Texas 76102
Telephone 817-392-7600
(c) The address of Seller under this Contract is:
Pedro Aguayo
3724 Springdale Road
Fort Worth, Texas 76111
(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 terminate this Contract by giving written notice thereof to Purchaser prior to or at the Closing, and
receive the Earnest Money as full liquidated damages (and not as a penalty) for Purchaser's failure to
consummate the purchase, whereupon neither party hereto shall have any further rights or obligations
hereunder.
(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;
Contract of Sale and Purchase
8513 Marks Lane Page 8 of 18
(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, or
(iii) enforce specific performance of Seller's obligations under this Agreement.
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 shall survive Closing for a period of six (6) months after Closing (the "Survival Period").
Unless Purchaser discovers the breach of any such representation or warranty on a date (the "Discovery
Date") prior to the end of the Survival Period and gives Seller written notice (the "Breach Notice") of
the breach within thirty (30) days after the Discovery Date, no alleged breach of any such representation
or warranty may form the basis of an action by Purchaser against Seller for breach of any such
representation or warranty. Any such action must be brought within three (3) months after the Discovery
Date, provided that a Breach Notice has been timely given in accordance with the immediately preceding
sentence.
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, 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 termsof 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; Execution. 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. A signature sent on this Contract by facsimile or PDF/e-
mail shall constitute an original signature for all purposes.
Contract of Sale and Purchase
8513 Marks Lane Page 9 of 18
Section 23. Business Days. If the Closing or the day for performance of any act required under this
Contract falls on a Saturday, Sunday, or legal holiday, then the Closing or the day of or such performance,
as the case may be, shall be the next following regular business day.
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.
Section 28. City Council ADnroval. Notwithstanding anything herein to the contrary, Seller hereby
acknowledges and agrees that the Purchaser's execution of this Contract, its representations and
warranties under this Contract, Purchaser's willingness and agreement to purchase the Property, and to
consummate the transactions contemplated under this Contract until the expiration of the Option Period
are expressly subject to and contingent upon the approval of the Fort Worth City Council in a public
meeting ("City Council Approval"). Purchaser expects that City Council Approval shall occur within
the Option Period.
This Contract is EXECUTED as of the Effective Date.
SELLER:
PEDRO AGUAYO
B .I
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PURCHASER:
CITY OF FORTNORTH, TEXAS
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By: , Dana Burghdoff (Aug 2 202417:15 CDT)
Dana Burghdoff, Assistant City Manager
Date:
Contract of Sale and Purchase
8513 Marks Lane
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Page 10 of 18
ATTEST:
Jannette S. Goodall
City Secretary
M&C: 24-0657
Date: 8/13/2024
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1295 Form No.: Not required
APPROVED AS TO LEGALITY AND FORM:
Matthew A. Murray
Assistant City Attorney
Contract Compliance Manager:
By signing I acknowledge that I am the person responsible
for the monitoring and administration of this contract,
ensuring all performance and reporting requirements.
Nita Shinsky (Aug 28, 20 411:23 CDT)
Nita Shinsky, Land Agent
Property Management Department — Real Estate Division
including
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
Contract of Sale and Purchase
8513 Marks Lane Page 11 of 18
By its execution below, Title Company agrees to perform its other duties pursuant to the provisions of
this Contract.
TITLE COMPANY:
By: Lavonne Keith, Escrow Agent
Alamo Title
Phone: (817) 921-3893
Date:
Contract of Sale and Purchase
8513 Marks Lane Page 12 of 18
Exhibit A
The Land
Lot 11, Block 4 of Lakeland Addition, an Addition to the City of Fort Worth, Tarrant County, Texas,
according to the Plat thereof recorded in Volume 388-3, Page 60, of the Official Real Property Records
of Tarrant County, Texas and also known as 8513 Marks Lane, Fort Worth, Texas 76135 (Tarrant
Appraisal District Account No. 01549073)
Contract of Sale and Purchase
8513 Marks Lane Page 13 of 18
Exhibit B
Form of General Warrantv Deed
NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY
REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY
INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS
FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR
YOUR DRIVER'S LICENSE NUMBER.
Date:
Grantor: PEDRO AGUAYO
Grantor's Mailing Address (including County):
3724 SPRINGDALE ROAD
FORT WORTH, TARRANT COUNTY, TEXAS 76111
Grantee: THE CITY OF FORT WORTH, TEXAS A MUNICIPAL CORPORATION
Grantee's Mailing Address (including County):
200 TEXAS STREET
FORT WORTH, TARRANT COUNTY, TEXAS 76102
Consideration: TEN AND NO/100--- ($10.00) --- DOLLARS and other good and valuable consideration,
the receipt of which is hereby acknowledged and confessed
Property (including any improvements):
Lot 11, Block 4 of Lakeland Addition, an Addition to the City of Fort Worth, Tarrant County, Texas,
according to the Plat thereof recorded in Volume 388-3, Page 60, of the Official Real Property
Records of Tarrant County, Texas and also known as 8532 Marks Lane, Fort Worth, Texas 76135
(Tarrant Appraisal District Account No. 01548816)
Exceptions to Conveyance and Warranty:
This conveyance is expressly made by Grantor and accepted by Grantee subject to the permitted
encumbrances included in Exhibit "A," attached hereto and incorporated herein for all purposes.
Grantor, for the consideration expressed herein and subject only to the Reservations from
Conveyance and the Exceptions to Conveyance and Warranty, grants, sells, and conveys to Grantee the
Property, together with all and singular the rights and appurtenances thereto in any way belonging, to have
and to hold it to Grantee and Grantee's heirs, successors, and assigns forever. Grantor binds Grantor and
Grantor's heirs and successors to warrant and forever defend all and singular the Property to Grantee and
Grantee's heirs, successors, and assigns against every person whomsoever lawfully claiming or to claim
Contract of Sale and Purchase
8513 Marks Lane Page 14 of 18
the same or any part thereof, except as to the Exceptions to Conveyance and Warranty.
This document may be executed in multiple counterparts, each of which will be deemed an original,
but which together will constitute one instrument. When the context requires, singular nouns and pronouns
include the plural.
[signature page follows]
Contract of Sale and Purchase
8513 Marks Lane Page 15 of 18
GRANTOR: Pedro Aguayo
Pedro Aguayo
NOTICE: This document affects your legal rights. Read it carefully before signing.
(Acknowledgments)
THE 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 Pedro Aguayo, known to me to be the same person whose name is subscribed to the
foregoing instrument, and acknowledged that she executed the same as the act of herself for the purposes
and consideration therein expressed and, in the capacity, therein stated.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of 12024.
Notary Public
Contract of Sale and Purchase
8513 Marks Lane Page 16 of 18
ACCEPTED AND AGREED TO:
CITY OF FORT WORTH
Dana Burghdoff,
Assistant City Manager
APPROVED AS TO FORM AND LEGALITY:
Matthew A. Murray
Assistant City Attorney
M&C:
Date:
(Acknowledgment)
THE STATE OF TEXAS
COUNTY OF TARRANT
BEFORE ME, the undersigned authority, on this day personally appeared Dana Burghdoff,
Assistant City Manager for the City of Fort Worth, known to me to be the person and officer whose name
is subscribed to the foregoing instrument, and acknowledged to me that she executed the same as the act
and deed and on behalf of the City of Fort Worth, a municipal corporation of Tarrant County, Texas, for
the purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of
2024.
Notary Public
AFTER RECORDING RETURN TO:
CITY OF FORT WORTH, A MUNICIPAL CORPORATION
c/o PROPERTY MANAGEMENT DEPARTMENT
200 TEXAS STREET
FORT WORTH, TEXAS 76102
Contract of Sale and Purchase
8513 Marks Lane Page 17 of 18
EXHIBIT "A"
PERMITTED ENCUMBRANCES
Contract of Sale and Purchase
8513 Marks Lane Page 18 of 18
City of Fort Worth, Texas
Mayor and Council Communication
DATE: 08/13/24 M&C FILE NUMBER: M&C 24-0657
LOG NAME: 218513MARKS
SUBJECT
(CD 7) Authorize the Voluntary Acquisition of a Fee Simple Interest and Improvements in Lot 11, Block 4 of Lakeland Addition, Located at
8513 Marks Lane, Fort Worth, Texas 76135, from Pedro Aguayo in the Amount of $290,000.00, Pay Estimated Closing Costs in an Amount Up to
$10,000.00 for a Total Cost of $300,000.00, and Dedicate the Property as Parkland as an Addition to the Fort Worth Nature Center & Refuge
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the voluntary acquisition of a fee simple interest and improvements in Lot 11, Block 4, Lakeland Addition, located at
8513 Marks Lane, Fort Worth, Texas 76135, from Pedro Aguayo in the amount of $290,000.00;
2. Authorize the payment of closing costs in an amount up to $10,000.00;
3. Authorize the City Manager or his designee to accept the conveyance and record the appropriate instruments; and
4. Dedicate the property as parkland as an addition to the Fort Worth Nature Center & Refuge.
DISCUSSION:
The purpose of this Mayor and Council Communication (M&C) is to authorize the acquisition of land and improvements to provide additional
special use parkland at the Fort Worth Nature Center & Refuge (FWNCR).
The Lakeland Addition is a small residential neighborhood surrounded by the FWNCR. There are currently twelve privately owned
properties within this neighborhood area.
Over the past several years, the City has been acquiring properties in the Lakeland Addition as they have become available. As the City has
acquired the properties, they have been integrated into the FWNCR as endorsed in the Nature Center Master Plan approved by the City Council
on June 17, 2003 in M&C G-13998.
Staff recently identified additional property in the Lakeland Addition that is available for purchase. This property is an improved residential lot.
Integration of this property is essential for the future development of the FWNCR. The property is further described as follows:
Owner Legal Description Purchase Closing Total
Price Costs
Pedro Lot 11, Block 4, Lakeland Addition,
Aguayo 8513 Marks Lane, Fort Worth, Texas 76135 $290,000.00 $10,000.00 $300,000.00
An independent appraisal was obtained to establish the fair market value of this property. The owner has agreed to sell the property and most of
the improvements for $290,000.00. The City will pay closing costs in an amount up to $10,000.00. There will be no assistance of relocation
allowance or moving costs to the seller as this is a voluntary sale. An itemized list of materials recently used to remodel the property is being
retained by the seller.
Funding is budgeted in the General Capital Projects Fund for the Park & Recreation Department to fund the FWNCR - 8513 Marks Lane project,
as appropriated.
Upon City Council approval, staff will proceed with acquiring the fee simple interest. Upon fee simple acquisition, any remaining structures will be
scheduled for demolition through the Environmental Services Department.
The property is located in COUNCIL DISTRICT 7.
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 General Capital Projects
Fund for the FWNCR - 8513 Marks Lane project to support the approval of the above recommendations and land acquisition. The financial
records of the City will be updated to reflect this dedication based upon the Capital Assets Policy contained within the Financial Management
Policy Statements. Prior to an expenditure being incurred, the Park & Recreation Department has the responsibility to validate the availability of
funds.
Submitted for Citv Manaaer's Office bv: Dana Burghdoff 8018
Oriainatina Business Unit Head: Marilyn Marvin 7708
Richard Zavala 5704
Additional Information Contact: Ricardo Salazar 8379
Joel McElhany 5745