HomeMy WebLinkAboutContract 39978 CITY SECRETARY
CONTRACT NO. .�
CONTRACT OF SALE AND PURCHASE
(Purchase by the Fort Worth Housing Finance Corporation)
THIS CONTRACT OF SALE AND PURCHASE ("Contract") is made and entered into
by and between the FORT WORTH HOUSING FINANCE CORPORATION, a Texas nonprofit
corporation organized under the Texas Housing Finance Corporations Act, acting by and through
Jesus Chapa, its duly authorized Assistant General Manager ("Purchaser"), and Jacques and
Cindy Dao ("Seller"), as of the date on which this Contract is executed by the last to sign of
Seller and Purchaser("Effective Date").
RECITALS
1. Seller is the owner of property legally known as Lot 2, Block 3, JARVIS HEIGHTS
APARTMENTS, an Addition to the City of Fort Worth, Tarrant County, Texas according
to plat recorded in Volume 388-103, Page 77, Deed Records of Tarrant County, Texas
commonly known as 3601 Hardy Street, Fort Worth, Texas 76106, together with any
easements, rights-of-way, licenses, interests, and rights appurtenant thereto (collectively,
the "Property").
2. Purchaser desires to purchase the Property, subject to the terms and conditions hereinafter
set forth, including the right to terminate this Contract with no further obligation to Seller
as provided herein.
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 the Property to Purchaser, and Purchaser agrees to
purchase and accept the Property from Seller, for the purchase price (as defined below), subject
to the terms and conditions set forth in this Contract.
(b) Seller shall convey the Property to Purchaser free and clear of all liens, claims,
easements, rights-of-way, reservations, restrictions, encroachments, tenancies, and any other
encumbrances (collectively, the "Encumbrances") except the Encumbrances appearing in the
Title Commitment and the survey (as defined below) that are not cured and that are subsequently
waived pursuant to Section 3 ("Permitted Encumbrances").
(c) Seller shall convey all rights of title and interest in any water and water rights in
the Property. Seller shall retain all mineral interests in the Property except that Seller shall waive
any and all rights of egress and ingress upon or across the surface of the Property for purposes of
exploring for or developing oil, gas hydrocarbons, or other minerals.
HFC Purchase from DAO Page 1
3601 Hardy St Rev 11/6/09
Section 2. Independent Contract Consideration and Purchase Price.
(a) Contemporaneously with the execution of this Contract, Purchaser shall deliver to
Seller a check in the amount of One Thousand and 00/100 Dollars ($1,000.00) ("Independent
Contract Consideration") as independent consideration for Seller's execution, delivery and
performance of this Contract and the further consideration of Seller granting to Purchaser the
right to terminate this Contract during the Option Period (defined below in Section 6). This
Independent Contract Consideration is in addition to and independent of any other consideration
or payment provided for in this Contract, is non-refundable, 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
defined below).
(b) The purchase price ("Purchase Price") for the Property, payable by Purchaser to
Seller at closing (as defined below), is ONE HUNDRED TWENTY THOUSAND AND
00/100 DOLLARS ($120,000.00).
Section 3. Title Commitment and Survey.
(a) Within thirty (30) days after the Effective Date, Purchaser shall obtain at
Purchaser's sole cost and expense (i) a Commitment for Title Insurance ("Title Commitment")
from Alamo Title Company, Attn: Lavonne S. Keith, 3500 Hulen Street, Fort Worth, TX 76107,
Phone (817) 731-8715 Ext. 1015, Fax (817) 731-0243 ("Title Company") setting forth the status
of the title of the Property and showing all Encumbrances and other matters, if any, relating to
the Property; and (ii) a legible copy of all documents referred to in the Title Commitment,
including but not limited to, plats, reservations, restrictions, and easements.
(b) On or before thirty (30) days after the Effective Date, Purchaser may obtain, at
Purchaser's sole cost and expense, an updated survey of the Property (the "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) If the Title Commitment or Survey discloses any Encumbrances or other matters,
which are not acceptable to Purchaser in Purchaser's sole discretion, then Purchaser shall give
Seller written notice thereof within fifteen (15) days after receipt of the Title Commitment,
Survey and all documents referred to in the Title Commitment, specifying Purchaser's objections
HFC Purchase from DAO Page 2
3601 Hardy St Rev 11/6/09
("Objections"), if any. If Purchaser gives such notice to Seller, Seller shall use its best efforts to
cure the Objections, but shall be under no obligation to do so.
(d) If Purchaser gives notice of Objections and Seller does not cure the Objections,
cause the Title Commitment and Survey to be amended to give effect to matters that are cured,
and give Purchaser written notice thereof within the fifteen (15) day period following receipt of
the notice of Objections from Purchaser ("Cure Period"), Purchaser shall have the right either (i)
to terminate this Contract by giving written notice thereof to Seller at any time after the
expiration of such Cure Period but prior to the expiration of the option period (as defined below
in Section 6) and, upon such termination, neither party hereto shall have any further rights or
obligations, or (ii) to waive the Objections and consummate the purchase of the Property subject
to the Objections which shall be deemed to be Permitted Encumbrances. Notwithstanding the
foregoing sentence, if Seller has commenced curing the Objections and is diligently prosecuting
the same, as determined by Purchaser in Purchaser's sole discretion, then Purchaser in
Purchaser's sole discretion may extend the Cure Period for an amount of time Purchaser deems
necessary for Seller to cure the same.
Section 4. Review Reports. Within five (5) days after the Effective Date, Seller shall
deliver to Purchaser for Purchaser's review any and all environmental or engineering reports and
studies in Seller's possession concerning the Property("Reports").
Section 5. Tests. Purchaser, at Purchaser's sole cost and risk, shall have the right to go on to
the Property, including the Improvements, to make inspections, surveys, test borings, soil
analysis, and other tests, studies and surveys, including without limitation, environmental and
engineering tests, borings, analysis, and studies ("Tests"). Any Tests shall be conducted at
Purchaser's sole risk and expense. The Property will be restored by Purchaser to its original
condition at Purchaser's sole expense following any site work. 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 ninety
(90) days after the Effective Date ("Option Period"), the following is a condition precedent to
Purchaser's obligations under this Contract:
(1) 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.
(2) Satisfactory completion of environmental review and receipt by the
City of Fort Worth of a release of funds from the United States
Department of Housing and Urban Development under 24 CFR Part 58 for
Purchaser's intended use of the Property.
HFC Purchase from DAO Page 3
3601 Hardy St Rev 11/6/09
(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, neither party shall have any further rights or obligations under this
Contract.
(c) If Purchaser gives notice of Contract termination to Seller under this Section, any
Earnest Money shall be returned to Purchaser.
(d) The provisions of this Section 6 control all other provisions of this Contract.
(e) The parties agree that the Option Period will not be extended upon expiration
without a written amendment signed by both parties.
Section 7. Closing Contingencies
(a) The closing ("Closing") of the sale of the Property by Seller to Purchaser shall
occur through the office of the Title Company in no more than fifteen (15) days after the
satisfaction of the following contingencies to Closing ("Closing Contingencies"), but not later
than February 8, 2010. The Closing Contingencies are as follows:
Satisfactory completion of environmental review and receipt by the City of Fort
Worth of a release of funds from the United States Department of Housing and
Urban Development under 24 CFR Part 58 for Purchaser's intended use of the
Property.
(b) Purchaser agrees to pursue the approvals and agreements described in the Closing
Contingencies above with reasonable diligence. Seller agrees to cooperate fully with Purchaser
in connection with Purchaser's pursuit of the above approvals.
(c) If any Closing Contingencies are not satisfied to Purchaser's satisfaction so that
Purchaser is prepared to close on or before February 8, 2010, then Purchaser must terminate this
Contract, and upon the termination, Seller shall retain the Earnest Money and any interest earned
and neither party will have any further rights or obligations hereunder; however, the Closing may
be extended if the Closing Contingencies are not satisfied if agreed to in writing by the parties.
Section 8. Closing. Subject to Section (d) below, Closing shall occur on or after
December 15, 2009, but not later than February 8, 2010.
(a) At the Closing, all of the following shall occur, all of which are deemed
concurrent conditions:
(1) Seller, at Seller's sole cost and expense, shall deliver or cause to be
delivered to Purchaser the following:
HFC Purchase from DAO Page 4
3601 Hardy St Rev 11/6/09
(i) A General Warranty Deed ("Deed"), fully executed and
acknowledged by Seller, conveying to Purchaser good and indefeasible fee
simple title to the Property subject only to the Permitted Encumbrances,
with the precise form of the Deed to be determined pursuant to Section 10
below;
(ii) Any other instrument or document necessary for Title Company to
issue the Owner Policy in accordance with Section 8(a) (3) below.
(2) Purchaser, at Purchaser's sole cost and expense, shall deliver or cause to
be delivered to Seller through the Title Company federally wired funds or a
certified or cashier's check or such other means of funding acceptable to Seller, in
an amount equal to the Purchase Price, adjusted for closing costs and prorations.
(3) Title Company shall issue to Purchaser, at Purchaser's sole cost and
expense, an Owner Policy of Title Insurance ("Owner Policy") issued by Title
Company in the amount of the Purchase Price insuring that, after the completion
of the Closing, Purchaser is the owner of indefeasible fee simple title to the
Property, subject only to the Permitted Encumbrances, and the standard printed
exceptions included in a Texas Standard Form Owner Policy of Title Insurance;
provided, however, the printed form survey exception shall be limited to
"shortages in area," the printed form exception for restrictive covenants shall be
deleted except for those restrictive covenants that are Permitted Encumbrances,
there shall be no exception for rights of parties in possession, and the standard
exception for taxes shall read: "Standby Fees and Taxes for the year of Closing
and subsequent years, and subsequent assessments for prior years due to change
in land usage or ownership";
(4) Seller and Purchaser shall each pay their respective attorneys' fees.
(5) Purchaser shall pay all closing costs including but not limited to escrow or
settlement fees charged by the Title Company and all recording.
(b) Ad valorem and similar taxes and assessments, if any, relating to the Property
shall be prorated between Seller and Purchaser as of the Closing, based on estimates of the
amount of taxes that will be due and payable on the Property during the calendar year in which
the Closing occurs. As soon as the amount of taxes and assessments on the Property for that year
is known, Seller and Purchaser shall readjust the amount of taxes to be paid by each party with
the result that Seller shall pay for any taxes and assessments applicable to the Property up to and
including the date of Closing, and Purchaser shall pay for those taxes and assessments applicable
to the Property after the Closing. The provisions of this Section 8(b) survive the Closing.
(c) Upon completion of the Closing, Seller shall deliver possession of the Property to
Purchaser, free and clear of all tenancies of every kind.
HFC Purchase from DAO Page 5
3601 Hardy St Rev 11/6/09
(d) If Purchaser is not prepared to close on or before February 8, 2010, the Closing
may be extended if agreed to in writing by the parties.
Section 9. Agents. Seller and Purchaser each represent and warrant to the other that it
has not engaged the services of any agent, broker, or other similar party in connection with this
transaction.
Section 10. Closing Documents. No later than fifteen (15) days prior to the Closing, Seller
shall deliver to Purchaser a copy of the General Warranty Deed, which is subject to Purchaser's
reasonable right of approval.
Section 11. 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, (iv) deposited into the custody of Federal Express Corporation to be sent by
FedEx Overnight Delivery or other reputable overnight carrier for next day delivery, addressed
to the party at the address specified below, or (v) telecopied to the party at the telecopy number
listed below, provided that the transmission is confirmed by telephone on the date of the
transmission.
(b) The address of Buyer under this Contract is:
Fort Worth Housing Finance Corporation With a copy to:
1000 Throckmorton Street
Fort Worth, Texas 76102 Vicki Ganske
Attention: Laura B. Morales Chavez City of Fort Worth
Housing & Economic Development Department City Attorney's Office
Real Property Services Division 1000 Throckmorton
Fort Worth, Texas 76102 Fort Worth, Texas 76102
Telephone: 817-392-2311 Telephone: (817)392-7765
Fax (817) 392-2431 Fax (817) 392-8359
(c) The address of Seller under this Contract is:
Jacques and Cindy Dao
4114 Surfside Ct.
Arlington, TX 76016-4163
(817) 798-3418
Fax (817) 563-0190
QualitycoinopI@yahoo.com
(d) From time to time either party may designate another address or telecopy number
under this Contract by giving the other party advance written notice of the change.
HFC Purchase from DAO Page 6
3601 Hardy St Rev 11/6/09
Section 12. 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, whereupon neither party hereto shall have any further rights
or obligations hereunder.
(b) If Seller fails or refuses to consummate the sale of the Property pursuant to this
Contract at Closing or 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 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.
Section 13. 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 14. 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 15. Time for Execution. If Seller has not executed and returned a fully executed
copy of this Contract to Purchaser by 5:00 p.m., Fort Worth, Texas time on November 9, 2009,
this Contract offer shall be null and void.
Section 16. 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 17. Governing Law. This Contract shall be governed by and construed in
accordance with the laws of the State of Texas.
Section 18. Performance of Contract. The obligations under the terms of the Contract are
performable in Tarrant County, Texas, and any and all payments under the terms of the Contract
are to be made in Tarrant County, Texas.
HFC Purchase from DAO Page 7
3601 Hardy St Rev 11/6/09
Section 19. Venue. Venue of any action brought under this Contract shall be in Tarrant
County, Texas if venue is legally proper in that County.
Section 20. Severability. If any provision of this Contract is held to be invalid, illegal, or
unenforceable in any respect, such invalidity, illegality, or unenforceability will not affect any
other provision, and this Contract will be construed as if such invalid, illegal, or unenforceable
provision had never been contained herein.
Section 21. Business Days. If the Closing or the day for performance of any act
required under this Contract falls on a Saturday, Sunday, a legal holiday, or a day on which the
City of Fort Worth is closed for public business, then the Closing or the day for such
performance, as the case may be, shall be the next following regular business day.
Section 22. Counterparts. This Contract may be executed in multiple counterparts,
each of which will be deemed an original, but which together will constitute one instrument.
[SIGNATURES APPEAR ON THE FOLLOWING PAGE]
HFC Purchase from DAO Page 8
3601 Hardy St Rev 11/6/09
This Contract is EXECUTED as of the Effective Date.
SELLER(S)
Jacques and Cindy Dao
4114 Surfside Ct.
Arlington, TX 76016-4163
(817) 798-3418
FAX # (817) 563-0190
Qualitycoinop 1 @yahoo.corn
By:
Name: J�cq es Dao - Seller Name: Ondy Dao - Seller
Date: 11 - 67 — o !j Date:
PURCHASER:
FORT WORTH HOUSING FINANCE CORPORATION
By:
Jesus Chapa— Assistant General Manager
APPROVED AS TO LEGALITY AND FORM
Assistant City Attorney
Attested by:
.;ontract. Au't:}lcaZlTatlp
-� 2 - o
Marty Hen x, City Secretary Date
a Von
0 opoonoo00
TO
C
HFC Purchase from DA Page 9
3601 Hardy St `' "�;�,� ��y Rev 11/6/09
By its execution below, Title Company agrees to perform its other duties pursuant to the
provisions of this Contract.
TME
PANY:
By. Lavonne S. Keith
Title: Escrow Officer
Name: Alamo Title Company
3500 Hulen Street
Fort Worth, TX 76107
(817) 731-8715 Ext 1015
Lavonne.Keith(iDalamotitle.com
Date: November"?-3 , 2009
HFC Purchase from DAO Page 10
3601 Hardy St Rev 11/6/09
\,,I&q Re
view
Page 1
Offncdai site of the city of Port worm,
CITY COUNCIL AGENDA FO Well
COUNCIL ACTION: Approved on 2/23/2010
DATE: 2/23/2010 REFERENCE 17HFC 3801/3617HARDY G_16852 LOO NAME:
NO.:
CODE: G TYPE: NON- PUBLIC LAND PROJECT
CONSENT HEARING: NO
SUBJECT: Authorize the Change in Use and Expenditure of$290,000.00 in Community
Development Block Grant Funds for the Hardy Street Pro
3601 Hardy Street from the Fort Worth Housing inance jCo°p Are�°Acquisition of
3617 Hardy Street from Javier Vasquez for$11220,000.00 P im $75,500.00 and
$8,000.00; and Authorize Substantial•Amendment to the City's E2007 teed e�0 Costs off
Action Plans (COUNCIL DISTRICT 2)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize Substantial Amendment to the City's 2007_2008 and 200&2009 action ls to change the use
and add funding for the Hardy Street Project; p an
2. Authorize the expenditure of$290,000.00 in Community Development
Street Project including land acquisition, environmental site studademolition;Grant Funds for the Hardy
3. Authorize the acquisition of 3801 Hardy Street from the Fort Worth Housing Finance Co�ratl for
$75,500.00 and 3817 Hardy Street from Javier Vasquez for$120,000.00 plus the Payment of no more than
$8,000.00 in dosing costs for both acquisitions;and
4. Authorize the City Manager or his edges to execute and record the documents necessary �qu
the properties and to accept the cony ire
DISCUSSION:
Staff proposes to develop a single-family infill housing Project on approximate three
southwest comer of the intersection of Hardy Street and NE 38th Street. See approximately located at the
infill housing development, to be knom as the Hardy Street pro ( attached site plan.) This
accessible housing in the Diamond Hill-Jarvis area for 21 low tojm°ctodwill provide quaff, affordable,
The project site consists of a two scats income families.
parcels. The Board of the Fort Worth Housing Finance Corporatjon (HFC)
agreed on November 3, 2009 to purchase the parcel located at 3601 Ha S
Dao as part of its Infill Housing Development program This property currently tr°°t from Jacques and Cindy
square foot abandoned nursing home on it that has been classified as a has an approximately ode
Compliance Department This dilapidated stnxxure is di �9ar it structure by the Cods
High School and nearby Meacham Middle School and is a�S°�°s se from Diamond Hill-Jarvis
dumping. frequently a target for gang graffiti and illegal
The second parcel located at 3617 Hardy Street is immediately
parcel and is owned by Javier Vasquez. (See attached�I�p°north�and adjacent to the HFC
available and the City is currently n p ) December 2009, this parcel became
the HFC approved the sale re tly negotiating with the proper owner to purchase it On February 2, 2010,
(CDBG)funds can be used to construe tr eet to the City so that Community Development Block Grant
are as follows: required public infrastructure. The details of these acquisitions
tit&r Review
Page 2
Buyer Seller Physical Legal Descrl
Address g �°o Appraised
Fair Market
City of Fort Fort Worth 3801 Ha Value
Worth Housing Street Lot 2. Block 3 Jents $75,500.00
Finance Heights Apartments
Addition, Tarrant
Corporation County, Texas
according to plat
recording in Volume
38&103, Page 77,
Deed Records of
City of Fort Javier Vasquez 3817 Harcry, Tarrant Coon
Worth S� Hem AAdddi3tlM - $120,000.00
Tarrant County
Texas according to
Plat recording In
volume 388.103,
Page 77, Map
Records of Tarrant
county
TOTAL
PURCHASE $195,000.00
PRICE
TOTAL
CLOSING QQ
COSTS
TOTAL
ACQUISITION $203,500.00
COSTS
The City will pay closing costs of no more than$8,000,00 for both _
$88,500.00 will be applied to development costs including environmeru site stud es and relate get of
environmental activities and a portion of the cost of the Proposed demolition of the structure located on
3801 Hardy Street.
Staff recommends the change in use and expenditure of$290,000 00 In CDBO funds for the Hardy Street
Project. These CDBG funds were unused housing and project delivery funds.
Public comment periods concerning the change in use of these funds were held May 21, 2009 through June
22, 2009; November 7, 2009 through December 7, 2009: and December 21, 2009 through January 11,
2010. Any comments will be maintained by the Housing and Economic Dvelopment Department in
accordance with federal regulations,
This project is located in COUNCIL DISTRICT 2.
M&C Review
Page 3
FISCAL INFORMAeTIOWCEgTIFICATI()N:
The Financial Managsment Services Director certifies that upon approval of the above recommendations,
funds will be available in the cxurent operating budget, as appropriated, of the Grants Fund.
TO Fund/Account/Centors FROM FundlA ..nNall
�navr+
GR78_539120 006_09370730 3145.000.00
GR78 539125 00620918A7dA $119,838.45 $119,838.45
GR78 539120 0062081807Sn ���
'�141�',� GR78 539120 OOS2ea77ncon � �
Submitted for City Thomas Higgins(8192)
Od Jay spa(8804)
Cynthia Garda(818'
Dolores Garza(2839)
ATTACHME$
Hardy Street Project Mao ��+
Hardy Street PROPOSED sge )Ian 2009