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HomeMy WebLinkAboutContract 62275CSC No. 62275 Central Arlington Heights Properties EXCLUSIVE LISTING AGREEMENT This EXCLUSIVE LISTING AGREEMENT ("Agreement") is made and entered into by and between REFLECT REAL ESTATE, LLC, a Texas limited liability company ("Broker"), and THE CITY OF FORT WORTH, a political subdivision of the State of Texas ("Owner"). WITNESSETH: WHEREAS Owner is the owner of certain real property identified on Exhibit A in Tarrant County, Texas (said real property together with all improvements being hereinafter referred to as the "Property"); WHEREAS in accordance with section 253.014 of the Local Government Code, Owner desires to appoint Broker as its exclusive listing agent with respect to selling the Property and Broker desires to accept such appointment as exclusive listing agent subject to the terms and provisions hereof; NOW THEREFORE, for and in consideration of the receipt of Ten and No/100 Dollars ($10.00), the mutual covenants herein contained, and other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged and confessed, Broker and Owner hereby agree as follows: 1. Appointment. Owner hereby appoints Broker as its sole and exclusive listing agent with the sole authority to represent Owner during the term of this Agreement in the sale of the Property to a ready, willing, and able buyer who submits the highest cash offer, payable in immediately available funds at the closing of such sale, subject to the terms and conditions found herein. 2. Term. Broker's appointment as sole and exclusive listing agent shall commence as of the effective date hereof and shall continue for a period of six (6) months, with one (1) optional six (6) month renewal option at Owner's sole discretion or until the appointment is earlier terminated under the provisions hereof (paragraph 5). 3. Broker's Duties. The Broker and Owner hereby expressly acknowledge and agree that Broker shall provide the following services with respect to the Property: (a) Market the Property, list the Property for sale for at least ninety (90) days with a multiple -listing service, and provide direct notice of the listing to targeted state, and national infill developers; and (b) Ensure that the listing contains the following information for prospective buyers: (i) the Owner is a governmental entity and all offers are subject to approval from the Fort Worth City Council at a public meeting; and (ii) the Property is sold as -is and a seller's disclosure will not be provided; and (iii) the Property is sold subject to the conditions detailed in Exhibit OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Central Arlington Heights Properties B and through a form of deed substantially in conformance with the deed attached as Exhibit C; and (iv) the Owner may only sell the Property to the buyer who submits the highest cash offer; and (c) Provide periodic updates to the Owner; and (d) Conduct all showings and other entries by Broker onto the Property; and (e) Prior to allowing any person into or on the Property, obtain an executed waiver of liability in the form to be provided by Owner. 4. Commission. In consideration for Broker providing the above -mentioned services, Owner hereby agrees to pay the following sum as compensation hereunder: Property Sale: (a) Owner shall pay a Commission (herein so called) to Broker upon the actual closing of a sale of the Property pursuant to a contract accepted by Owner in an amount equal to 4% of the gross sales price, not inclusive of recording fees, taxes, or other charges. (b) Owner's obligation to Broker relating to the payment of Commission shall survive the termination of this Agreement with respect to any contract of sale with a "registered prospect" which is fully executed by both Owner and the purchaser within ninety (90) days of the termination. For purposes hereof, the term "registered prospect" shall mean any person whose interest in the Property and contact with Broker has been disclosed to Owner in writing on or before the fifth (5th) day following termination of the Agreement. Broker and Owner each covenant and agree one to the other to operate in good faith with respect to the registration of prospects. (c) No Commission shall be payable to Broker unless the Property is actually sold, regardless of the reason. Broker acknowledges and agrees that any Commission paid by Owner to Broker is expressly subject to and contingent upon the sale of the Property and the approval of the Fort Worth City Council in an open and public meeting. 5. Termination Privilege. Either party shall have the right to terminate this Agreement at any time, without cause, upon thirty (30) days prior written notice to the other. Upon any termination hereof, regardless of how such termination has arisen, Broker, if requested in writing to do so, shall promptly deliver to Owner copies of all marketing materials and other related matters in Broker's possession, or subject to Broker's custody or control, which relate solely to the Property. 6. LIABILITY AND INDEMNIFICATION. BROKER SHALL BE LIABLE AND RESPONSIBLE FOR ANY AND ALL PROPERTY LOSS, PROPERTY DAMAGE AND/OR PERSONAL INJURY, INCLUDING DEATH, TO ANY AND ALL PERSONS, OF ANY KIND OR CHARACTER, WHETHER REAL OR ASSERTED, TO THE EXTENT CAUSED BY THE NEGLIGENT ACT(S) OR Central Arlington Heights Properties OMISSION(S), MALFEASANCE OR INTENTIONAL MISCONDUCT OF BROKER, ITS OFFICERS, AGENTS, SERVANTS OR EMPLOYEES. BROKER AGREES TO DEFEND, INDEMNIFY, AND HOLD THE OWNER, ITS OFFICERS, AGENTS, SERVANTS, AND EMPLOYEES HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS, ACTIONS, COSTS, AND EXPENSES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THOSE FOR PROPERTY DAMAGE OR LOSS (INCLUDING ALLEGED DAMAGE OR LOSS TO OWNER'S BUSINESS AND ANY RESULTING LOST PROFITS) AND/OR PERSONAL INJURY (INCLUDING DEATH) THAT MAY RELATE TO, ARISE OUT OF, OR BE OCCASIONED BY (I) BROKER'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS AGREEMENT OR (II) ANY NEGLIGENT ACT OR OMISSION OR INTENTIONAL MISCONDUCT OF BROKER, ITS OFFICERS, AGENTS, ASSOCIATES, EMPLOYEES, CONTRACTORS (OTHER THAN THE OWNER), OR SUBCONTRACTORS RELATED TO THE PERFORMANCE OF THIS AGREEMENT; EXCEPT THAT THE INDEMNITY PROVIDED FOR IN THIS SECTION SHALL NOT APPLY TO ANY LIABILITY RESULTING FROM THE SOLE NEGLIGENCE OF THE OWNER OR ITS OFFICERS, AGENTS, EMPLOYEES, OR SEPARATE CONTRACTORS, AND IN THE EVENT OF JOINT AND CONCURRENT NEGLIGENCE OF BOTH BROKER AND OWNER, RESPONSIBILITY, IF ANY, SHALL BE APPORTIONED COMPARATIVELY IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS. NOTHING HEREIN SHALL BE CONSTRUED AS A WAIVER OF THE OWNER'S GOVERNMENTAL IMMUNITY AS FURTHER PROVIDED BY THE LAWS OF TEXAS. 7. Limitations on Broker's Authoritv. It is hereby agreed and acknowledged that the sales price and other terms and conditions of any contract to sell or lease of the Property are within the Owner's sole and absolute discretion and Broker shall not represent to anyone that Broker is authorized to bind the Owner with respect to the sale of the Property, without first obtaining the prior express written consent of Owner to do so. 8. Notices. All notices required or permitted to be given hereunder shall be sent by certified mail, return receipt requested, postage prepaid, addressed to the parties hereto at the following addresses, or at such other addresses as shall be specified by written notice delivered in accordance herewith: If to Owner: The City of Fort Worth Attention: Marilyn Marvin 200 Texas Street Fort Worth, Texas 76102 With a copy to: City Attorney's Office Attn: Matthew Murray 200 Texas Street Fort Worth, TX 76102 If to Broker: Reflect Real Estate, LLC Attn: Dave Sheehan, Founder & Principal Broker Central Arlington Heights Properties 5956 Sherry Lane, 20th Floor Dallas, TX 75225 All notices delivered in accordance herewith shall be deemed to have been delivered three (3) days after deposited as aforesaid in a duly authorized depository of the United States Postal Service. 9. Modification. This Agreement shall inure to the benefit of the parties hereto, their successors and assigns, and no modification hereto shall be valid or binding unless such is made in a writing signed by the parties hereto, their successors or assigns, as the case may be. 10. Bindina Law. This Agreement shall be construed and interpreted in accordance with the laws of the State of Texas and the obligations of the parties hereto are, and shall be, performable in Tarrant County, Texas. Where required for proper interpretation, words in the singular shall include the plural, masculine gender shall include the neuter and the feminine, and vice versa. 11. Headings. The descriptive headings of the several paragraphs contained in this Agreement are inserted for convenience only and shall not control or affect the meaning or construction of any of the provisions hereof. 12. Riaht to Audit. Broker agrees that Owner shall, until the expiration of three (3) years after final payment under this Agreement, or the final conclusion of any audit commenced during the said three years, have access to and the right to examine at reasonable times any directly pertinent books, documents, papers and records, including, but not limited to, all electronic records, of Broker involving transactions relating to this Agreement at no additional cost to Owner. Broker agrees that Owner shall have access during normal working hours to all necessary Broker facilities and shall be provided adequate and appropriate work space in order to conduct audits in compliance with the provisions of this section. Owner shall give Broker reasonable advance notice of intended audits. 13. Governmental Powers. It is understood and agreed that by execution of this Agreement, Owner does not waive or surrender any of its governmental powers or immunities. 14. No Bovcott of Israel. If Broker has fewer than 10 employees or this Agreement is for less than $100,000, this section does not apply. Broker acknowledges that in accordance with Chapter 2271 of the Texas Government Code, Owner is prohibited from entering into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The terms "boycott Israel" and "company" has the meanings ascribed to those terms in Section 2271 of the Texas Government Code. By signing this Agreement, Broker certifies that Broker's signature provides written verification to Owner that Broker: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the Agreement. 15. Prohibition on Bovcottina Enerav Companies. Broker acknowledges that in accordance with Chapter 2276 of the Texas Government Code, Owner is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the Owner with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of the contract. To Central Arlington Heights Properties the extent that Chapter 2276 of the Government Code is applicable to this Agreement, by signing this Agreement, Broker certifies that Broker's signature provides written verification to the Owner that Broker: (1) does not boycott energy companies; and (2) will not boycott energy companies during the term of this Agreement. 16. Prohibition on Discrimination Against Firearm and Ammunition Industries. Broker acknowledges that except as otherwise provided by Chapter 2274 of the Texas Government Code, the Owner is prohibited from entering into a contract for goods or services that has a value of $100,000 or more that is to be paid wholly or partly from public funds of the Owner with a company with 10 or more full-time employees unless the contract contains a written verification from the company that it: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate during the term of the contract against a firearm entity or firearm trade association. To the extent that Chapter 2274 of the Government Code is applicable to this Agreement, by signing this Agreement, Broker certifies that Broker's signature provides written verification to the Owner that Broker: (1) does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (2) will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. 17. Independent Contractor. Broker shall perform all work and services hereunder as an independent contractor, and not as an officer, agent, servant or employee of Owner. Broker shall have exclusive control of, and the exclusive right to control the details of the work performed hereunder, and all persons performing same, and shall be solely responsible for the acts and omissions of its officers, agents, employees and subcontractors. Nothing herein shall be construed as creating a partnership or joint venture between the Owner and Broker, its officers, agents, employees and subcontractors, and doctrine of respondent superior has no application as between the Owner and Broker. 18. Assi2nnent and Successors. Broker shall not assign or subcontract all or any part of its rights, privileges, or duties under this Agreement without the prior written consent of Owner. Any attempted assignment of subcontract without the Owner's prior written approval shall be void and constitute a breach of this Agreement. 19. Compliance with Laws. Ordinances. Rules and Regulations. Broker, its officers, agents, servants, employees, and subcontractors, shall abide by and comply with all laws, federal, state and local, including all ordinances, rules and regulations of the City of Fort Worth. It is agreed and understood that, if Owner calls to the attention of Broker any such violation on the part of Broker or any of its officers, agents, servants, employees, or subcontractors, then Broker shall immediately desist from and correct such violation. 20. Disclosure of Conflicts. Broker hereby warrants to Owner that Broker has made full disclosure in writing of any existing or potential conflicts of interest related to Broker's provision of the services under this Agreement. In the event that any conflicts of interest arise after the execution of this Agreement, Broker hereby agrees to make full disclosure to the Owner in writing immediately upon learning of such conflict. 21. City Council Approval Required. Notwithstanding anything herein to the contrary, Broker hereby acknowledges and agrees that the Owner's execution of this Agreement, its representations and warranties under this Agreement, Owner's willingness and agreement to sell the Property and to pay any Commission to Broker are expressly Central Arlington Heights Properties subject to and contingent upon the approval of the Fort Worth City Council in an open and public meeting ("City Council Approval"). 22. Complete Agreement. This Agreement constitutes the entire agreement among the parties pertaining to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings of the parties in connection therewith. This document is executed effective as of the day of , 2024. BROKER: REFLECT REAL ESTATE, LLC By� � Name: Dave Sheehan Title: Founder & Principal Broker 16 I CITY OF FORT WORTH Oana Buhdaff By: Dana Burghdoff(Nov , 02414:24 CST) Name: Dana Burghdoff Its: Assistant City Manager APPROVED AS TO FORM AND LEGALITY: Matthew A. Murray Assistant City Attorney M&C: N/A 1295: N/A 4 pORTn�II p oF°a �o ATTEST: Jannette S. Goodall City Secretary CONTRACT COMPLIANCE MANAGER By signing, I acknowledge that I am the person responsible for the monitoring and administration of this contract including ensuring all performances and reporting requirements. '1Z/( JA,� Ricardo Salazar Assistant Director, Property Management Department OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX Central Arlington Heights Properties Exhibit A THE PROPERTY Property Year TAD Account No. Address Legal Description Constructed 2201 / 2203 Lot 32, Block 5, Hillcrest 01274643 1932 Western Ave Addition Lot 31, Block 5, Hillcrest 01274635 2205 Western Ave 2012 Addition Lot 10, Block 4, Hillcrest 01274406 2212 Carleton Ave 1925 Addition Lot 11, Block 5, Hillcrest 01274414 2216 Carleton Ave 1934 Addition Lot 12, Block 5, Hillcrest 01274422 2220 Carleton Ave 1942 Addition Lot 27, Block 5, Hillcrest 01274597 2221 Western Ave 1923 Addition Lot 13, Block 5, Hillcrest 01274430 2224 Carleton Ave 1934 Addition Lot 14, Block 5, Hillcrest 01274449 2300 Carleton Ave 1927 Addition Central Arlington Heights Properties Exhibit B THE CONDITIONS Arlington Heights Design Standards and Guidelines for Redevelopment The City of Fort Worth is ready to guide the buyers on permitting, review, and approval of their redevelopment plans. This document provides the path for successful redevelopment and outlines the redevelopment requirements that will be required after the properties are purchased. Development of the properties must comply with all applicable federal, state, and local laws, statutes, ordinances, codes, and regulations and all applicable City development, criteria, review, and permitting procedures. Given the uniqueness of the proposed development, some important aspects of the development review process are listed below: A pre -development meeting with the City is required to be held before moving forward with the development to ensure both the buyer and City are all on the same page regarding permitting and review based on the conditions, standards and guidelines in the Arlington Heights Design Standards and Guidelines for Redevelopment. • A concept plan, or site plan, and lot grading plan showing existing and proposed grades must be submitted for review and approval. Lot grading plans shall be sealed by a professional engineer licensed by the State of Texas. • Upon completion of the development or redevelopment activity, an as -built survey shall be submitted by the buyer in order to show conformance with the approved plans. The as -built plan shall be sealed by a professional engineer or land surveyor licensed by the State of Texas. Due to the flood prone nature of the area and to mitigate the risk of adverse impacts to nearby properties from the project: o Engineering evaluations must be performed to show that the development will not increase flood risk to surrounding properties and structures. Before any demolition, development, or redevelopment activity occurs, a completed City Flood Risk Area (CFRA) certificate prepared and sealed by a professional engineer licensed by the State of Texas must be provided; o Lot grading cannot significantly change from existing conditions; o Existing site conditions, grades, elevations, and overland flow characteristics shall be maintained in order avoid aggravating flooding or drainage issues; and Central Arlington Heights Properties o Any additional impervious cover to the overall development footprint must be mitigated. • All requests for permits, plans, and study review must be submitted and paid for following the current Fort Worth development review and approval process. Required documentation shall be submitted with initial building permit applications. If the proposed use of the property would not require any building permit applications, then all required documents shall be submitted as part of a floodplain development permit instead. No demolition, grading, or construction shall be performed until after the required documents are reviewed and approved. • Each existing home or redeveloped home must be elevated at least two feet above the 100-year non-FEMA base flood elevation. Elevation Certificates will be required for each of the completed homes to show the lowest floor and any equipment serving the homes (such as air conditioners) are elevated at least two feet above the 100-year non-FEMA base flood elevation. The Elevation Certificate must be completed using the latest FEMA Elevation Certificate form by a registered public land surveyor or professional engineer and submitted within sixty (60) days after completion of construction. If currently discussed updates to the permitting process take effect, the buyer will pay $2,000.00 to the City through the development permitting process and the City will obtain the Elevation Certificate and provide a copy of the certificate to the buyer upon completion. If the permitting process updates have not taken effect, the buyer will obtain their own development certificate and submit to the City. • To ensure existing conditions will be maintained in the future, no re -platting of the Properties will be considered. Past engineering studies and models of the area are available upon request by emailing: SDSaTortWorthTexas. Gov FENCING Existing side and rear yard fencing must remain in place or be reconstructed in the same location, alignment, type, style, material, and hydraulic characteristics. Fencing may be relocated to more accurately reflect the existing property boundaries. DESIGN PRINCIPLES OF NEW CONSTRUCTION The properties should be redeveloped in accordance with the prevailing architectural style and residential nature of the surrounding historic community. The follow design principles will be followed: Zoning - maintain current zoning of A5/Single Family. No taller than two stories or a maximum of thirty-five (35) feet. No duplexes, urban residential or apartments. Central Arlington Heights Properties o Note: If the buyer chooses to elevate the existing duplex structure at 2201/2203 Western Avenue, that home may remain as a duplex. If the duplex is demolished and rebuilt, it will be required to be a single-family home. Setbacks - no zero -lot line development. As much as possible, observe existing front, rear and side yard building setbacks. The City may consider flexibility on front yard setbacks for porches and steps. o Align porch and front facing walls of structure with adjacent historic structures or use the average setback of structures on the block. Scale - follow established scale of existing historic homes along the block face (for example, no McMansions). o The overall scale of new construction must be consistent with that of adjacent structures. In residential areas, the height and scale of new construction should generally not exceed that of adjacent structures by more than one story with no home being taller than two stories. Facades - Brick, wood or fiber/cement board only, to be consistent with character of the traditional neighborhood. Garages/driveways - locate garages or carports at rear of lots to reflect traditional placement of accessory structures within the neighborhood; no front facing garages or garage doors. No carports or large parking aprons in front of home. Windows - maintain traditional fenestration window patterns and details; avoid the two- dimensional appearance of low-cost windows. Materials for new windows may be wood, vinyl clad, or pre -finished aluminum in appropriate colors. Roofs - maintain established roofline patterns, forms, and materials. o Roof pitch, form, and orientations shall be consistent with those predominantly found on the block. o No metal roofs RECORDING OF HISTORIC STRUCTURES For historic mitigation purposes, the City is required to record the condition of the seven historically significant houses (all properties except 2205 Western Avenue) before any work is undertaken by the owner. The City's Historic Preservation Officer (HPO) will review each buyer's development plans to determine which houses will need to be recorded prior to work being undertaken, considering the buyer's plans. The HPO will coordinate with the property owner to determine whether structures will need to be recorded prior to work being undertaken. If recording is required by the HPO, Central Arlington Heights Properties the property owner must allow the City's Historic Preservation Officer at least two (2) days to access the properties and take photographs of the exteriors of the structures. The property owner must coordinate with the HPO to determine whether additional historic documentation is required due to changes in the elevation or demolition of the structures. If the property owner proposes to elevate a structure in compliance with Secretary of Interior (SOI) Standards for the Treatment of Historic Properties, the property owner must submit to the HPO accurate drawings to scale, depicting both the property as it currently exists and the property after the proposed alteration. If a house is to be demolished, or elevated without following SOI standards, this documentation will not be required. Elevation to SOI standards is not a requirement for the redevelopment. For structures proposed to be elevated to SOI Standards, the property owner must, after the completion of construction, allow the HPO at least two (2) days to access the property to verify that the work met the approved scope for the City's historic mitigation documentation purposes. EXISTING STORM DRAIN SYSTEM An existing storm drain pipe cuts between and across several of the properties (please see map below). The City will reserve a 30-foot wide drainage easement over the existing drainage pipe via the conveying deed. Encroachments into the drainage easement will be allowed for existing structures within the easement with the exception of the garages in the back of 2216 Carleton and 2220 Carleton. These garages must be demolished within one (1) year of closing. All encroachments within the easement will require an Encroachment Agreement in accordance with City ordinance. RESPONSIBILITY FOR DAMAGE Any portion of the public right-of-way, City -owned property, or other privately -owned property that are in any way disturbed or damaged by the redevelopment shall promptly be restored by the property owner at their cost and expense and in a manner approved by the City to as good or better a condition as such property was in immediately prior to the disturbance or damage. The property owner shall diligently commence such restoration within thirty (30) calendar days following the date that the property owner first becomes aware of the disturbance or damage. CONDITIONS OF FUTURE SALE The successful buyers may sell the properties they purchase, however, the Conditions provided by the Arlington Heights Design Standards and Guidelines for Redevelopment and included in the deed will "run with the land" and be binding on subsequent owners. The City intends to release the Conditions upon successful redevelopment of the properties in accordance with these design standard and guidelines, except for the following requirements which will be documented and remain in the deed: Central Arlington Heights Properties • Elevation of future habitable structure finished floor elevations at least two feet above the 100-year non-FEMA base flood elevation; • M intenance of existing (or reconstructed) fencing of the same type, style, material, location, alignment, and overland flow hydraulic characteristics; • Maintenance of existing lot grading without significant changes and without changing overland flow hydraulic characteristics; and • Provision of a flood risk notice to future buyers and renters. Before any house may be occupied, the property owner must obtain all applicable City permits, including a final inspection, and written confirmation from the City's Development Services Department that the redeveloped property is in substantial conformance with these design standards and guidelines. TIMEFRAMES FOR REDEVELOPMENT The following timeframes for redevelopment are as follows: • Each property owner will have four (4) years to either elevate the existing home and make it habitable or two (2) years to demolish and restore the property to greenspace; • If a property is restored to greenspace, there is no deadline to later redevelop the lot; • The property owners of 2216 Carleton and 2220 Carleton must demolish the back garages within one (1) year of closing. Central Arlington Heights Properties ExistinLy Structure Finished Floor Elevations and Base Flood Elevations (BFE) Difference Between Minimum Minimum Finished Required Floor Finished Current First Elevation Floor TAD Property Structure of Home Year Floor Base Flood Needed Elevation & Account Address Constructed Elevation Elevation Based on Current BFE Finished Floor Elevation (2 feet above BFE) On pier beams 2201 / 2203 Slab additions in rear 1274643 Western Ave for laundry/mud 1932 661.47 663.60 665.60 rooms 4.13 1274635 2205 Western Ave Slab on grade 2012 662.27 663.51 665.51 3.24 1274406 2212 Carleton Ave On pier beams 1925 659.54 660.75 662.75 3.21 On pier beams 1274414 2216 Carleton Ave Slab addition 1934 658.77 660.70 662.70 sunroom 3.93 1274422 2220 Carleton Ave On pier beams 1942 658.97 660.63 662.63 3.66 1274597 2221 Western Ave On pier beams 1923 661.57 663.47 665.47 3.9 1274430 2224 Carleton Ave On pier beams 1934 659.4 660.59 662.59 3.19 Portion of home is on Pier beams and 1274449 2300 Carleton Ave portion is slab on 1927 658.07 660.55 662.55 grade 4.48 Notes: 1. The finished floor of new and elevated homes and any equipment serving the home must be at least two (2) feet above the 100-year non-FEMA base flood elevation. 2. Existing accessory buildings such as garages and sheds are not required to be retrofitted, unless significantly modified, and can remain within the base flood elevation understanding that they will be likely to flood with the exception of: a. The garage/accessory dwelling unit at the back of 2300 Carleton must be elevated at least two (2) feet above the 100-year non-FEMA Base Flood Elevation or demolished (Surveyed Finished Floor Elevation data is not available for this accessory structure). b. The garages at the back of 2216 Carleton and 2220 Carleton must be demolished within one (1) year of closing. 3. Future or significantly modified accessory buildings, such as garages and sheds, must be water resistant (usually concrete and no sheetrock) up at least two (2) feet above the 100- year non-FEMA base flood elevation to prevent damage to the walls when flooded. 4. All electrical and mechanical equipment must be at least two (2) feet above the 100-year non-FEMA base flood elevation. 5. Flood vents are required in walls and/or garage doors to allow for the flow of floodwater. 6. The attached garage at 2205 Western does not have to be elevated but the garage has to be retrofitted to be water resistant (usually concrete and no sheetrock) at least two (2) ft Central Arlington Heights Properties above the 100-year non-FEMA base flood elevation to prevent damage to the walls when flooded. Also, all electrical and mechanical equipment must be at least two (2) feet above the 100-year non-FEMA base flood elevation. In addition, flood vents are required in the walls and/or garage doors to allow for the flow of floodwater. Additional Information PROPERTY CONDITION Photos and information regarding each individual property and house can be found in previous appraisals. Contact the broker for copies of these documents. Additionally, as a result of water supply line leaks within the houses of 2212 Carleton and 2221 Western, mold was found to be present upon a routine inspection of the houses. As a means of addressing the mold issue, an assessment report was conducted by Industrial Hygiene and Safety Technology, Inc. (IHST) on November 30, 2022 to better understand the extent of mold and the steps necessary for remediation. Based on the assessment and finding from IHST's inspection and assessment it was determined that the 2221 Western location was due to a leaky water supply line and only impacted a small surface area. IHST's recommendation was for the water to be turned off, and, because the house was not occupied, they deemed the minor mold contamination posed no severe threat. However, if the house were to be occupied, the mold contamination would be required to be remediated in accordance with standard mold remediation protocol. The report is available upon request. As for the 2212 Carleton, the mold contamination was determined to affect a larger area. However, because the house was not occupied, IHST's recommendation was the same. That is, the recommendation was to turn off the water as a temporary measure; however, if the house were to be occupied, then the mold contamination would be required to be remediated in accordance with standard mold remediation protocol. The report is available upon request. FLOOD INSURANCE Both government -backed (National Flood insurance Program (NFIP)) and private flood insurance is available for these structures. The properties are NOT located within a FEMA mapped 100-year floodplain, however non-FEMA flood risk, called City Flood Risk Area, has been identified and mapped by the City on these properties. The City is requiring Elevation Certificates for each of these homes, once elevated, showing the homes and any equipment serving the homes (such as air conditioners) are elevated at least two (2) feet above the non-FEMA 100-year base flood elevation. Elevation Certificates can be used by the property owner and future property owners help justify lower flood insurance premiums. Once elevated at least two (2) feet above the 100- year base flood elevation, flood insurance is expected to be cheaper for the structures; Central Arlington Heights Properties however, it is recommended that the property owners speak with insurance agents prior to purchase to understand potential flood insurance premiums. HISTORIC EXEMPTION There is a possibility that elevation of the existing structures could qualify for local historic designation (with the exception of the newer home at 2205 Western) and the ability to have City ad valorem property taxes frozen for ten (10) years. For more information about this possibility, please contact the City's Historic Preservation Officer, Lorelei Willett, at Lorelei.Willett@FortWorthTexas.Gov or 817-392-8015. Central Arlington Heights Properties Proiect Area Man Subject Property, 100-Year Non-FEMA Flood Risk Area Inundation Mapping, and Existing Storm Drain Alignment The property is NOT located in a FEMA Floodplain; however, it is located in a City identified and mapped, Non-FEMA Flood Risk Area called a City Flood Risk Area (CFRA). Estimated Flood Depths for a 100-Year Event A 100 year event has a 26% chance of occurring over a 30 year mortgage .., Greenspace Central Arlington Heights Properties Drainage Pipe and Drainage Easement Map Central Arlington Heights Properties For reference, see example photos of good new construction that fits the neighborhood's historic character Central Arlington Heights Properties Central Arlington Heights Properties Exhibit C FORM OF DEED [Follows] Central Arlington Heights Properties SPECIAL WARRANTY DEED STATE OF TEXAS § KNOW ALL PERSONS BY THESE PRESENTS: COUNTY OF TARRANT § THAT, subject to the conditions and limitations set forth below (the "Conditions"), the CITY OF FORT WORTH, a home -rule municipal corporation of the State of Texas ("Grantor"), whose address for the purposes hereof is 200 Texas Street, Fort Worth, Texas 76102, Attn: City Manager, for and in consideration of the furtherance of Grantor's public purposes and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged and confessed, has GRANTED, BARGAINED, SOLD and CONVEYED and by these presents does GRANT, BARGAIN, SELL and CONVEY unto [GRANTEE], a [ENTITY] ("Grantee"), whose address for the purposes hereof is [ADDRESS], Attn: [CONTACT], those certain tracts or parcels of land located in Tarrant County, Texas, and being more particularly described and depicted in Exhibit'W" attached hereto and incorporated herein by this reference for all purposes, together with all and singular the improvements, buildings, structures and fixtures located thereon or attached thereto (all of such land, improvements and property are collectively referred to herein as the "Property"); provided, however, that this conveyance is made and accepted subject to ad valorem taxes for the current year and all those certain easements, covenants, restrictions and other matters of record in Tarrant County, Texas, on the date hereof, to the extent the same are valid and subsisting and affect the Property (the "Permitted Exceptions"). This Deed and the conveyance hereinabove set forth is executed by Grantor and accepted by Grantee subject to a reservation of minerals by Grantor as hereinafter set forth in this paragraph. Grantor hereby reserves and excepts out of this Deed and the conveyance hereinabove set forth all of Grantor's existing interest in and to any and all oil, gas and other minerals on, in or under the Property (the "Reserved Interest"). The Reserved Interest in and to the minerals shall (a) participate, in its proportionate share, in any and all payments due under any oil, gas and mineral leases covering the Property, including, without limitation, payments of bonus, royalty, delay rentals and shut-in royalties, and (b) be subject to the terms, provisions and conditions of any presently existing oil, gas and mineral leases now or hereafter covering the Property or any portion thereof. Notwithstanding participation of the Reserved Interest in any payments due under any oil, gas and mineral lease, Grantor waives all right of ingress and egress upon the surface of the Property and further waives all right which Grantor may now or hereafter have to use the surface of the Property in connection with any operations for the exploration or production of oil, gas or other minerals. Nothing herein contained shall ever be construed to prevent the Grantor, or Grantor's successors, or assigns, from developing or producing the oil, gas and other minerals in and under the Property by pooling or by directional drilling under the Property from well sites located on tracts outside the Property, provided Central Arlington Heights Properties that any such pooling or directional drilling under the Property does not conflict with the Conditions contained herein. [If applicable] Grantor does further hereby reserve and except from the Property conveyed hereby the following described underground drainage facility easement ("Drainage Facilitv Easement Reservation") which: (i) is intended to be, and shall be, construed as a covenant running with the Property for the benefit of the public; (ii) shall include and reserve all incidental rights necessary for the use and enjoyment of the reserved easement for its intended purpose; (iii) shall be exercised in compliance with all applicable laws and permits, approvals, codes, and requirements of all applicable governmental authorities; (iv) shall be for the benefit and use of the public; and (v) shall not permit aboveground attachments, equipment, or appurtenances without the consent of Grantee, such consent not to be unreasonably withheld. In accordance with the terms of the forgoing Drainage Facility Easement Reservation, Grantor hereby reserves one (1) permanent, non-exclusive easement for underground drainage purposes ("Drainage Facilitv Easement'), as depicted on Exhibit ` K attached hereto and incorporated by reference for all purposes, under, through, and across the Property as necessary for the maintenance, repair, or replacement of the existing or any future storm drain pipe beneath the Property, together with the right of ingress and egress over, upon, under and across the Property to said Drainage Facility Easement. Said Drainage Facility Easement may be used for any and all underground drainage facilities serving the public. Grantee hereby releases the Grantor, its officers, agents ,and employees from any and all claims and liability resulting from the Drainage Facility Easement, whether such claims are for injury or death to any person or damages to or taking of the Property, arising out of or in connection with the Drainage Facility Easement. Grantor and Grantee further agree that they shall cooperate fully with one another to execute any and all supplementary documents and to take all additional actions which may be reasonably necessary or appropriate to give full force and effect to the terms and intent of this Drainage Facility Easement Reservation, including by, without limitation, considering in good faith and promptly (within one year) definitively responding to any requests by either for a relocation or adjustment of the location, alignment, or width of any of the reserved easement. Grantee acknowledges that Grantee has independently and personally inspected the Property. The Property is hereby conveyed to and accepted by Grantee in its present condition, "AS IS," WITH ALL FAULTS, AND WITHOUT ANY WARRANTY WHATSOEVER, EXPRESS OR IMPLIED. Notwithstanding anything contained herein to the contrary, it is understood and agreed that Grantor and Grantor's agents or employees have never made and are not now making, and they specifically disclaim, any warranties, representations or guaranties of any kind or character, express or implied, oral or written, with respect to the Property, including, but not limited to, warranties, Central Arlington Heights Properties representations or guaranties as to (a) matters of title (other than Grantor's warranty of title set forth herein), (b) environmental matters relating to the Property or any portion thereof, including, without limitation, the presence of hazardous materials in, on, under or in the vicinity of the Property, (c) geological conditions, including, without limitation, subsidence, subsurface conditions, water table, underground water reservoirs, limitations regarding the withdrawal of water, and geologic faults and the resulting damage of past and/or future faulting, (d) the extent to which the Property or any portion thereof is affected by any stream (surface or underground), body of water, wetlands, flood prone area, flood plain, floodway or special flood hazard, (e) drainage, (f) soil conditions, including the existence of instability, past soil repairs, soil additions or conditions of soil fill, or susceptibility to landslides, or the sufficiency of any undershoring, (g) the presence of endangered species or any environmentally sensitive or protected areas, (h) zoning or building entitlements to which the Property or any portion thereof may be subject, (i) the availability of any utilities to the Property or any portion thereof including, without limitation, water, sewage, gas and electric, 0) usages of adjoining property, (k) access to the Property or any portion thereof, (1) the value, compliance with the plans and specifications, size, location, age, use, design, quality, description, suitability, structural integrity, operation, title to, or physical or financial condition of the Property or any portion thereof, or any income, expenses, charges, liens, encumbrances, rights or claims on or affecting or pertaining to the Property or any part thereof, (m) the condition or use of the Property or compliance of the Property with any or all federal, state or local ordinances, rules, regulations or laws, building, fire or zoning ordinances, codes or other similar laws, (n) the existence or non-existence of underground storage tanks, surface impoundments, or landfills, (o) any other matter affecting the stability and integrity of the Property, (p) the potential for further development of the Property, (q) the merchantability of the Property or fitness of the Property for any particular purpose, (r) the truth, accuracy or completeness of any diligence items provided by Grantor, (s) tax consequences, or (t) any other matter or thing with respect to the Property. GRANTOR MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND TO GRANTEE, INCLUDING, WITHOUT LIMITATION, THE PHYSICAL CONDITION OF THE PROPERTY, OR THEIR SUITABILITY FOR ANY PARTICULAR PURPOSE OR OF MERCHANTABILITY, AND GRANTEE IS RELYING ON ITS INVESTIGATIONS OF THE PROPERTY IN DETERMINING WHETHER TO ACQUIRE IT. THE PROVISIONS OF THIS PARAGRAPH ARE A MATERIAL PART OF THE CONSIDERATION FOR GRANTOR EXECUTING THIS SPECIAL WARRANTY DEED AND SHALL SURVIVE CLOSING. TO HAVE AND TO HOLD the Property, together with all and singular the rights and appurtenances thereto in anywise belonging unto Grantee, its successors and assigns forever, subject to the Conditions (as hereafter defined); and Grantor does hereby bind itself, its successors and assigns to WARRANT AND FOREVER DEFEND all and singular the title to the Property unto Grantee, its successors and assigns, against every person whomsoever lawfully claiming or to claim the Property or any part thereof, by, through or under Grantor, but not otherwise; subject, however, to the Permitted Exceptions, the Drainage Facility Easement Reservation, and the Conditions. Central Arlington Heights Properties This conveyance is made subject, however, to the following additional conditions and limitations (collectively, the "Conditions"): (i) Grantee shall commence, or cause to be commenced: (a) the new construction of a single family residential structure or elevation of the existing residential structure on each lot included within the Property; or (b) the demolition of the existing residential structure and the establishment of open, greenspace on each lot included within the Property (the "Project") in accordance with that certain set of plans and specifications entitled Arlington Heights Design Standards and Guidelines for Redevelopment prepared by the City of Fort Worth's Stormwater Management Division (the "Design Standards and Guidelines"), or, in accordance with any changes to the Design Standards and Guidelines that may be approved in writing by Grantor. Grantee shall commence the Project upon purchase of the property, and shall diligently and continuously pursue completion, or cause the completion, of the Project so that the single-family residential structures can be habitable as soon as practicable thereafter but in no event later than forty- eight (48) months from the date that this Special Warranty Deed is recorded in the Official Real Property Records of Tarrant County, Texas; or, alternatively, Grantee shall commence, or cause to be commenced, the demolition of the existing residential structure and the establishment of open, greenspace no later than twenty-four (24) months from the date that this Special Warranty Deed is recorded in the Official Real Property Records of Tarrant County, Texas; and (ii) [If applicable] Grantee shall demolish the existing garage/accessory structure on the Property and over the reserved Drainage Facility Easement no later than twelve (12) months from the date that this Special Warranty Deed is recorded in the Official Real Property Records of Tarrant County, Texas (iii) Grantee shall ensure that the Project is completed in accordance with all applicable federal, state, and local laws, statutes, ordinances, codes, and regulations, including the City of Fort Worth's Historic Preservation Ordinance; and (iv) Grantee shall obtain, at no cost to Grantor, all permits, approvals, map revisions, and other authorizations from all applicable governmental authorities and agencies as may be necessary or appropriate for the completion of the Project; and (v) Until the completion of the Project, Grantor shall have the right to enter upon the Property, at reasonable times and with reasonable notice, for the Central Arlington Heights Properties purpose of inspecting the Property to ensure compliance with the Conditions; and (vi) Until the completion of the Project, Grantee shall, no less than once every six months, submit a report to Grantor documenting the progress of the Project and Grantee's adherence to the Conditions; and (vii) Grantee shall ensure that any subsequent conveyance or lease of the Property from Grantee references and incorporates the Conditions contained herein and includes a notice, in accordance with the form attached hereto as Exhibit "C," that the Property is located in an area that, even though not located in a FEMA identified floodplain, has been subject to recurring flooding in the past, should be considered flood -prone, and remains at risk of severe flooding that may cause damage to structures, vehicles, landscaping, fencing, and other improvements. (viii) Grantee shall ensure that any residential structure constructed or redeveloped on the Property is elevated at least two (2) feet above the 100- year non-FEMA base flood elevation and constructed or redeveloped in accordance with the Design Standards and Guidelines. (ix) Grantee shall maintain or replace any existing fencing on the Property in the same type, style, material, location, alignment, and overland flow hydraulic characteristics. (x) Grantee shall not grade the Property in any manner that would create or intensity flooding on neighboring properties. (xi) If (a) Grantee fails to cause completion of the Project so that the single- family residential structures can be habitable on or before the date specified in the above Conditions or such other date agreed to by Grantor and Grantee in writing; or (b) Grantee fails to demolish the existing residential structure and the establish open, greenspace on or before the date specified in the above Conditions or such other date agreed to by Grantor and Grantee in writing; or (c) following completion of the Project, the Property is not maintained in accordance with the Conditions, then any such event shall be considered an Event of Default. Grantor may give written notice to Grantee of any Event of Default, and, if such Event of Default is not cured within ninety (90) days of written notice from Grantor, Grantee agrees that Grantor shall have an option and first right of refusal to purchase the Property from Grantee for Ten Dollars ($10.00) ("Repurchase Right"). The Repurchase Right and interest is expressly reserved by Grantor from the conveyance set forth herein. Grantor shall have the right to exercise its Repurchase Right by delivering written notice to Grantee at any time following the expiration Central Arlington Heights Properties of the 90-day cure period described in this paragraph and, within sixty (60) days of such written notice, Grantee will convey the Property to Grantor for Ten Dollars ($10.00). Grantee assumes, and agrees that Grantor shall have no liability or obligation to pay, taxes for the remainder of the year after the Effective Date of this conveyance to Grantee and subsequent years in respect of the Property, unless and until Grantor exercises the Repurchase Right to purchase the Property from Grantee and the repurchase deed is delivered by Grantee to Grantor. The Repurchase Right and all other rights retained or reserved by Grantor in this Special Warranty Deed shall be the property of and shall inure to the benefit of Grantor, its successors and assigns, and are not appurtenant to any tract of real property owned by Grantor. 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. 2024 EXECUTED to be effective as of this day of GRANTOR: THE CITY OF FORT WORTH By: Name: Jesica McEachem Title: Assistant City Manager Attest: Jannette S. Goodall City Secretary M&C: Date: APPROVED AS TO LEGALITY AND FORM Matthew A. Murray Assistant City Attorney Central Arlington Heights Properties (Acknowledgment) THE STATE OF TEXAS § COUNTY OF TARRANT § This instrument was acknowledged before me on this the date of , 2024, by Jesica McEachern, Assistant City Manager of the City of Fort Worth, a Texas home -rule municipal corporation on behalf of said City of Fort Worth. Notary Public, State of Texas Printed Name: My Commission Expires: GRANTEE: By: Name: Title: (Acknowledgment) THE STATE OF TEXAS § COUNTY OF TARRANT § by This instrument was ACKNOWLEDGED before me on , 2024 , on behalf of said Notary Public, State of Texas Printed Name: 7 of a Central Arlington Heights Properties My Commission Expires: AFTER RECORDING RETURN TO: CITY OF FORT WORTH c/o Property Management Dept. 200 Texas Street Fort Worth, Texas 76102 Central Arlington Heights Properties Exhibit A to Special Warrantv Deed to be Added Legal Description Central Arlington Heights Properties Exhibit B to Special Warrantv Deed to be Added Drainage Facilitv Easement [If applicable] Central Arlington Heights Properties Exhibit C to Special Warrantv Deed FLOOD RISK NOTICE The property located at , although not located in a FEMA identified floodplain, has been subject to recurring flooding in the past. The property should be considered flood -prone and remains at risk of severe flooding that may cause damage to structures, vehicles, landscaping, fencing, and other improvements. The following photograph shows the June 27, 2016 flooding which impacted the Western & Carleton area of Arlington Heights. This specific photo shows flooding at 2209/2211 Western and 2213 Western. The frequency of the storm was estimated to have a 4% chance of happening in a given year and is also known as a 25-year event. Examples of the flooding in the area are readily available on YouTube and other online sources. Flooding information can also be requested from the City of Fort Worth.