HomeMy WebLinkAbout064565 - Construction-Related - Contract - Mary's Creek, LLC�+ty Secretary
Contract No _��� �g.�
CONTRACT OF SALE AND PURCHAS� OF REAL PROPERTY
THIS CONTRACT OF SALE AND PURCHASE OF REAL PROPERTY (this "Contract") is
made and entet•ed into by and between the CITY OF FORT WORTH, TEXAS, a home rule Municipal
Corporation of the State of Texas, acting by and tlu-ough its duly authorized City Manager or Assistant
City Manager ("Purchaser") and MARY'S CREEK, LLC, a Delaware limited liability company
("Seller") as of the Effective Date (as defined in Section 22 below).
AGREEMENT
Section 1. Sale and Purchase.
(a) Seller agrees to sell and convey to Purchaser and Purchaser agrees to purchase and accept
fi�om Seller, on and subject to the terms and conditions set forth in this Contract, the following
(collectively referred to as the "Property"):
(i) A tract of land, containing approximately 91.7 acres, (the "Land"), which Land
is more particularly described on the attached ExFrIB�'r "A"; and that will be more definitively defined
through the Survey contemplated herein; and
(ii) All of Seller's rights, privileges, easements, rights-of-way, licenses, interests, and
rights appurtenant to the Land.
(b) Seller shall convey the Property to Purchaser free and clear of all liens, claims,
easements, rigtits-of-way, reservations, restrictions, encroachments, tenancies, and any other
encumbrances (collectively, the "Encumbrances") except the Encumbrances appearing in the Title
Cotnmitment and the Sutvey (hereinafter defined) that are not cured and that are subsequently waived
pursuant to Section 4("Permitted Encumbrances").
(c) Notwithstanding anything to the contraiy, Seller hereby retains and reseives fi�om this
conveyance (and the Property does not include) for itself, and its successors and assigns, any and all
interest in any and all oil, gas and other minerals in, on, or under the Land; provided, however, Seller
hereby waives and relinquishes access to any use of the surface of the Land except as otherwise set forth
hereinbelow. Notwithstanding anything to the contraiy set forth herein, such surface use waiver set forth
above shall not prohibit Seller, on behalf of itself by and its lessees, successors and assigns, fi•om
conducting well completion and/or development activities Uy entering the surface of the Land with a
subsurface horizontal or directional wellbore drilled fi�om a surface location on other lands. The
provisions of this Section shall survive the Closing.
Section 2. Seller's Rights to Repurchase.
Froin and after the Closing (as hereinafter defined), Seller shall have a right of in•st refusal
("Right of Fiist Refusal") to purchase or lease the Property or any portion thereof as follows:
(a) If Purchaser receives a bona fide offer acceptable to it in good faith fi�om any person or
entity to purchase or lease the Property or any portion of any interest therein other than fi•om an entity
who is contractually obligated to Purchaser to continue to operate the Property as pat•k land or open space
or Purchaser makes an offer or desires or attempts to sell or lease the Properry or any portion of any
interest therein to any person or entity, or otherwise desires oi• attempts to convey in any manner the
Property or any portion of any interest therein to any person or entity ("Contemplated Conveyance"),
then, if the sale is not prohibited under applicable law, the Seller shall have the right to purchase, lease, or
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accept conveyance of the Property or any portion of any interest therein to such third party described
above ("Third Party") on the same tecros of such Contemplated Conveyance subject to the conditions
herein.
(b) Purchaser shall give the Seller prompt written notice ("First Refusal Notice") of the
existence of the Contemplated Conveyance and a detailed description of all of the terms and conditions of
the Contemplated Conveyance, together with a copy of any bona fide offer signed by the Third Parry
making an offer to Purchaser. Sellei• will then have thirty (30) days fi•oin the date of such Fi�st Refusal
Notice ("Decision Period") in which to exercise its Right of First Refusal by giving written notice
("Exercise Notice") to Purchaser of the exercise of its Right of First Refusal.
(c) If Seller gives the Exercise Notice, Purchaser and Seller shall be deemed to have entered
an agreement with terms and conditions identical to that of the Contemplated Conveyance, and Purchaser
shall convey or lease, as the case may be, the Properly (or portion thereo fl to Seller in accordance with
the tei7ns and conditions of the Contemplated Conveyance, and Seller shall pay the purchase or lease
price in accordance with the terms and conditions provided in the Contemplated Conveyance.
(d) If Seller does not give the Exercise Notice within the Decision Period, then Purchaser
may sell, lease, or convey the Property in accordance with the tertns of the Contemplated Conveyance to
the Third Party, but any sale, lease, or conveyance to a different person or entity, or sale, lease, or
conveyance of a different interest, or any sale, lease, or conveyance upon terms different fi�om those
contained in the Contemplated Conveyance shall be deemed to be a subsequent Contemplated
Conveyance, and Purchaser shall iirst tender a First Refusal Notice to Seller before completing the
Contemplated Conveyance. If, however, Purchaser does not consummate the sale, lease or conveyance to
the Third Party on the same terms and conditions set forth in the Fitst Refusal Notice within 180 days of
the date of the Fi�st Refusal Notice, Purchaser must again give a First Refiisal Notice to Seller before
proceeding to sell, lease or convey to the Third Party or any other third party. If any Contemplated
Conveyance is consummated because Seller does not exercise its Right of First Refusal and any interest in
the Property reverts bacic to Put�chaser at any time or is retained by Purchaser, any subsequent
Contemplated Conveyance of such interest will be subject to this Right of Fu�st Refusal.
(e) Seller shall also have the right to put•chase Purchaser's interest in the Property if the
Property shall be posted for a foreclosui•e sale or any other involuntaiy conveyance to a third party
("Possible Foi•eclosure"). Purchaser, upon receipt of notice of the posting of the Property for Possible
Foreclosure, shall immediately notify Seller of such Possible Foreclosure (but failure of Purchaser to do
so shall in no way limit Seller's rights herein). Sellet• shall have the option of curing the event which
triggered the Possible Foreclosure, and upon curing such event ("Seller's Cure"), Purchaser's interest in
the Property shall become vested in Seller, and Purchaser shall execute such conveyance and other
instiument as Seller may require to evidence the same.
(� The repurchase price shall be the then-current fair inarlcet value of the Property.
Purchaser, at its sole cost and expense, shall be responsible for the issuance of an Owner Title Policy to
Seller in the amount of the repurchase price and shall also pay all other closing costs. Taxes for the year
of closing shall be prorated, but Purchaser shall be liable for any delinquent or unpaid taxes, if any.
Conveyance shall be by special warranty deed.
(g) Both parties are aware of Purchaset•'s intent to sell a portion of the Property and to grant
an easement on a separate portion of the Property, as more specifically described and depicted in the
attached Exhibit "B" herein, to the Trinity River Water Dist�•ict ("TRWD"). For the purposes of tliis
Contemplated Conveyance to TRWD ("TRWD Conveyance"), Seller agrees that (i) Purchaser has met
their First Refusal Notice obligations, (ii) they waive their Decision Period; and (iii) they will not initiate
their Right of First Refusal.
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All of the provisions of this Section 2 shall survive the Closing; and, at the Closing, Purchaser and Seller
shall execute a Memorandum of Purchase Rights ("Memorandum of Purchase Rights") in recordable
form and otherwise acceptable to Seller, evidencing and confirming Seller's rights hereunder.
Section 3. Independent Contract Cousideration and Purchase Price.
(a) Within ten days after the execution of this Contract, Purchaser shall deliver to Seller the
sum of One Hundred and 00/100 Dollais ($100.00) ("Independent Contract Consideration") as
independent consideration for Seller's execution, delivery and performance 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 non-refundable, and shall be retained by Seller notwithstanding
any other provision of this Contract; however, upon Closing (as hereinafter defined), the Independent
Conh•act Consideration shall be applied as a credit towat•d the Purchase Pt•ice (as hereinafter defined).
(b) Within ten days after the execution of tl�is Contract, Purchasei• shall deposit into escrow
with the Title Company (as hereinafter defined), the sum of Ninety-Nine Thousand and 00/100 Dollars
($99,000.00) (the "Earnest Money"). The Earnest Money will be held in escrow and delivered by Title
Company in accordance with the provisions of this Contract, and if the sale and purchase of the Property
closes wldei• this Contract, the Earnest Money will be applied toward the Purchase Price (as hereinafter
de�ned). The Earnest Money will be placed in an interest-bearing account by Title Company as directed
by Purchasei�, with all intei�est accruing to Pm�chaser prior to Closing.
(c) The purchase price ("Purchase Price") for the Property, payable by Purchaser to Seller
at Closing (as hereinafter defined), is determined based on g►•oss surveyed acreage at the rate of SIXTY
FIVE THOUSAND AND 00/100 DOLLARS ($65,000) per acre. The total cost of the Property will be
approximately FIVE MILLION, NINE HUNDRED SIXTY THOUSAND FIVE HUNDRED and
00/100 DOLLARS ($5,960,500.00). The final price for the Property will be deterinined upon completion
and receipt of the Suivey as discussed herein and reflected on the fnal closing documents. Seller has
determined that the Purchase Price reflects the cui7•ent fair marlcet value of the Property.
Section 4. Title Commitment and Survev
(a) Within fifteen (15) days after the Effective Date, Purchaser shall obtain at Purchaser's
sole cost and expense, a Commitment for Title Insurance ("Title CommitmenY') fi•om Alamo Title
Company, 4217 Camp Bowie Blvd., 3`d Floor, Fort Worth, Texas, Telephone: (817) 370-7393, Attention:
Lavonne Keith (the "Title Company"). The Title Commitment shall set forth the status of the title of the
Property and shall show all Encumbrances and other matters, if any, relating to the Property. The Title
Company shall also deliver contemporaneously with the Title Conunittnent legible copies of all
documents referred to in the Title Comrnitinent, including but not limited to, plats, reseivations,
restrictions, and easements.
(b) Purchaser will obtain at its own expense, a cm•rent suivey of the Property acceptable to
Purchaser and Seller (the "Survey"). The description of the Property prepared as a part of the Suivey will
be used in all of the documents set fot�th in this Contt�act 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 �fteen (15) days after receipt of the last of the Smvey, the Title Commitment and all
documents referred to in the Title Coirunitment, specifying Purchaser's objections ("Objections"), if any.
If Pm�chaser gives such notice to Seller, Sellet� shall have the option, but not the obligation, to cure the
Objections.
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(d) If Purchaser gives notice of Objections, and Seller does not, will not, or cannot cure the
Objections, cause the Title Commitment and Suc�vey 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"), then 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 expit�ation of the Option Period (as hereinafter defined) and, upon such
termination, the Earnest Money (including all interest earned thereon) will be returned to Purchaset•, the
Contract will tei•minate, and neither parry hereto shall have any fiirther 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
coinmenced curing the Objections and is diligently prosecuting the same, as determined by Purchaser in
Purchaser's reasonable discretion, then Purchaser in Purchaser's sole discretion may extend the Cure
Period for an ainount of time Purchaset� deems necessaiy for Seller to cure the same.
Section 5. Due Dili�ence Documents. Within five (5) calendar days after the Effective Date,
Seller will provide Purchaser with the following due diligence docurnents conceining the Property to the
extent that the same are in Seller's possession: (i) any and all tests, construction plans, studies and
investigations relating to the Properry and the operation and maintenance thereof, including, without
limitation, any soil tests, engineering reports or studies, and any Phase I or other environmental audits,
reports or studies of the Properry (the "Due Diligence Material"). Upon Purchaset•'s request, Seller will
also tnalce the Due Diligence Material electronically available, to the extent it is able to do so.
Section 6. Tests. Purchaser, at Purchaser's sole cost and risk, with advance notice to and approval
by Seller, such approval not to be um�easonably withheld, conditioned or delayed, shall have the right to
go onto the Property to conduct a Phase 1 environmental assessinent, and other tests, studies and surveys,
approved by Seller ("Tests").
(a) Purchaser shall provide notification to Seller at least seven business days before entering
the Property to conduct the Tests to allow the Seller to arrange to have its representative ("Seller's
Representative") present for observation and to have Seller's Representative take split samples of any
inaterials collected pursuant to this Contract. This notification shall include (i) the plan for taking any
samples (e.g., sampling locations, number of samples, depth intervals, etc.); (ii) the specific types of Tests
that will be conducted using the samples; and (iii) the laboratory that will be conducting the Tests;
(b) In conducting the Tests, Purchaser shall require in its contracts with any contractor the
following covenants:
(i) Dama�e Claims. During the course of any activity under this Conh�act Purchaser
shall require any of Purchaser's contractors (including subcontractors of any tier) to
indemnify and hold haimless Seller against claims or suits (including reasonable
attorneys fees and costs of defense) for damage, liability or loss including properry loss,
property damage, personal injury and wrongful death (including but not limited to the
injury or death of Seller's ofiicers, agents, servants and employees) arising out of or
i•elated to said contractor's or their subcontractor's activity on the Property to the extent
caused by said contractor's or subcontractor's negligent acts, errors, omissions and/or
wrongful conduct.
(ii) Performance of Worlc. Purchaser shall requit�e any of Put•chaser's contractors
(including subcontractors of any tiet�) to perform all worlc done in connection with the
Tests as expeditiously as possible so as not to interfere um•easonably with the use and
occupancy of Seller's property by Seller, its agents, contractors and subcontractors,
employees, invitees, licensees, and representatives. In addition, Purchaser shall cause all
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work to be cleaned up as is reasonably protnpt in order to minimize disruption or Sellet�'s
inconvenience in the use of its property.
(iii) Restoration of Seller's property. After any disturbance of the surface of the
Seller's property caused by conducting the Tests, Purchaser shall require any of
Put�chaser's conh�actors (including subcontractors of any tier) to restore the surface to the
same or similar condition as existed before any such disturbance.
(c) Purchaser shall deliver a copy of all Tests and results therefi�om to Seller.
Section 7. Option Period.
(a) Notwithstanding anything to the contraiy contained in this Contract, until sixty (60) 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 6 above) and the satisfaction of
Purchaser's Objections to the Title Comn7innent.
(b) If Purchaser is not satisfied in Purchaser's sole and absolute discretion as to the condition
precedent described in Section 7(a) above, Purchaser may give wcitten notice thereof to Seller on or
before the end of the Option Pei•iod, whereupon this Contract shall teiminate. Upon such termination, the
Earnest Money (including all intet�est earned thereon) will be returned to Purchaser, the Cont�act will
tei-�ninate, and neither party shall have any further rights or obligations under this Contract.
(c) The provisions of this Section 7 control all other provisions of this Contract.
(d) The parties agree that the Option Period will not be extended upon expiration without a
written amendment signed by both parties.
Section 8. Closin� Deadline. The closing ("Closing") of the sale of the Property by Seller to
Purchaser shall occur through the office of the Title Company not earlier than January 5, 2026 and not
later than January 16, 2026.
Section 9. Closing
(a) At the Closing, all of the following shall occur, all of which are deemed concurrent
conditions:
(1) Seller, at Seller's sole cost and expense, shall deliver or cause to be delivered to
Purchaser the following:
(i) A Special Warranty Deed ("Deed"), fully executed and acicnowledged by
Seller, conveying to Purchaser good and indefeasible fee simple title to the
Property subject only to the Permitted Encumbrances, but containing a
reservation of the inineral rights, with the pi•ecise form of the Deed to be
determined pursuant to Section 12 below;
(ii) Any other instiument or document necessaiy for Title Company to issue
the Owner Policy in accordance with Section 9(a)(3) below; and
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(iii) The Memorandum of Purchase Rights, as described in Section 2 above.
(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 checic or such other ineans of funding acceptable to Seller, in an amount equal
to the Put�chase Price, adjusted for closing costs and prorations. Purchaser shall also
delivei• its executed counterpart of the Memorandum of Purchase Rights.
(3) Title Company shall issue to Purchaser, at Purchaser's sole cost and expense, an
Owner Policy of Title Insui�ance ("Owner Policy") isslied by Title Company iu 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 foi�►n 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 assessinents for prior years due to change in land
usage or ownership."
(4) Seller and Purchaser shall each pay their respective attorneys' fees.
(5) Sellet� shall pay all recording fees, and Seller and Pw•chaser shall evenly split any
other closing costs as set forth by the Title Company.
(b) Purchaser will qualify for exemption fi•om ad valorem taxation for the Propei-ty, and no
ad valorem taxation shall accrue after the date of Closing. Therefore, any ad valorem taxes assessed
against the propet�ty for 2025 shall be foi• the period of time the Property was owned by Seller, and based
on estiinates of the amount of taxes that will be due and payable on the Property during 2025, Sellei• shall
pay for any taxes and assessinents applicable to the Propet•ty up to and including the date of Closing. As
soon as the amount of taxes and assessments on the Property for 2025 is known, Seller shall pay any
additional ainount of taxes to be paid fot• any taxes and assessments applicable to the Property up to and
including the date of Closing, and Purchaser shall pay taxes and assessments, if any, applicable to the
Property after Closing. The provisions of this Section 9(b) survive the Closing.
(c) Upon completion of the Closing, Seller shall deliver possession of the Property to
Purchaser, fi-ee and clear of all tenancies of eveiy kind except those disclosed in the Permitted
Encumbrances.
Section 10. A�ents. Seller and Purchaser each represent and wai-��ant to the other that it has not
engaged the services of any agent, brolcer, or other similar party in connection with this transaction. This
provision shall survive the Closing or termination of this Contract.
Section ll. Closing Documents. No later than fifteen ( I 5) days prior to the Closing, Seller shall
deliver to Purchaser copies of the closing docucnents (including but not limited to the Deed and the
Memorandum of Purchase Rights) for Purchaser's reasonable right of approval.
Sectiou 12. Time of the Essence; Time for �xecution. Time is of the essence of this Contract. If
Purchaser has not executed and returned this Contract to Seller by 2:00 p.m., Central Daylight Time, on
Wednesday, October 22, 2025 this Contract is null and void.
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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 addt•ess specified below, (iv) deposited
into the custody of Federal Express Corporation to be sent by FedEx Overnight Deliveiy or other
reputable overnight carrier for next day delivery, addressed to the party at the address specified below, (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, or (vi) e-mailed to the party at the e-mail address listed below,
followed with deliveiy through another inethod stated above.
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(c)
The address of Purchaser under this Contract is:
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 76102
Attention: Stuart E. Young
Property Manageinent
Assistant D'u•ector
Real Property Division
Telephone: (817) 392-8379
Cell: (682) 301-2458
E-maiL• stuart.young@fortworthtexas.gov
With a copv to:
Thomas Royce Hansen
City Attorney's Office
1000 Throckmorton
Fort Worth, Texas 76102
Telephone: (817) 392-8973
Fax: (817) 392-8359
E-mail: thomas.hansen@fortworthtexas.org
The address of Sellet• under this Contract is:
Maiy's Creelc, LLC
201 Main Street, Suite 1850
Fort Worth, Texas 76102
Attention: George Duncan
Telephone: (817) 339-7702
E-Mail: GDuncan@barbnet.com
With a copv to:
Daniel L. Lowry
Kelly Hart & Hallinan LLP
201 Main Street, Suite 2500
Fort Worth, Texas 76102
Telephone (817) 878-3583
Fax: (817) 878-9280
E-Mail: Dan.Lowiy@lcellyhart.com
and with a copv to:
Monty Montgomery
201 Main Street, Suite 3000
Fort Worth, Texas 76102
Telephone: (817) 390-8584
E-MaiL• MMontgomeiy@basspet.com
(d) From time to time eithei• party inay designate another address, fax number, or e-mail
address under this Contract by giving the other party advance written notice of the change.
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Section 14. Termination, Default, and Remedies.
(a) If Pui•chaser 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 fuc•ther i•ights or obligations hereunder•. At that time, the Title Company is
instructed to deliver the Earnest Money to Sellei• as liquidated damages and agreed upon damages.
Purchaser and Seller acknowledge that tliey have discussed the impracticality aiid extreme
difficulty of fixing tlie actual damages to Seller in tlie event of Purchaser's default. The parties
agree that the amount of the Earnest Money represents a reasonable estimate of the actual damages
Seller would incur in the case of such a default by Purchaser, and Seller intends that Purchaser be
able to limit its potential liability to Seller in the event that this transaction fails to close.
(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 Sellet•'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 oi• Pm-chaser's failure to perform Purchaser's obligations under this
Contract, then Purchaser, as Puc�chaset•'s sole and exclusive remedy, shall have the right to terminate this
Contract by giving written notice thereof to Seller prior to or at the Closing and neithei• party hei•eto shall
have any further rights or obligations hereunder. At that time, the Title Company is instructed to return
the Earnest Money (including all interest eained thereon) to Purchaser.
Section 15. 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 16. Assi�ns. This Contt•act inures to the beneiit of and is binding on the pai•ties 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 17. Taking Prior to Closi�i�. If, prior to Closing, the Property or any portion thereof
becomes subject to a talcing by virtue of eminent domain, Pw�chaser may, in Purchaser's sole discretion,
either (i) terminate this Contract and neither party shall have any further t•ights oi• 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.
Sectio�i 18. Governing Law. This Contract shall Ue governed by and construed in accordance with
the laws of the State of Texas.
Section 19. Performauce of Conh•act. The obligations under the terms of the Contract are
performable in Tarrant County, Texas, and any and all payments under the terms of the Cont�•act are to be
made in Tarrant Cotmty, Texas.
Section 20. Venue. Venue of any action brought under this Contract shall be in Tarrant County,
Texas if venue is legally proper in that County.
Section 21. Severabilitv. If any provision of this Contract is held to be invalid, illegal, or
unenfoi•ceable in any respect, such invalidity, illegality, oi� unenforceability will not affect any other
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provision, and this Contract will be construed as if such invalid, illegal, or unenforceable provision had
never been contained herein.
Section 22. Business Days/Effective Date. If the Closing or the day for performance of any act
required under this Contract falls on a Saturday, Sunday, or legal holiday, then the Closing or the day for
such performance, as the case may be, shall be the next following regular business day. The date on
which the Title Cotnpany t�eceipts a copy of the fully executed Contract is the "Effective Date."
Section 23. 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 24. Terminolo�v• The captions beside the section numbers of this Contract are for reference
only and do not modify ar affect this Contract in any maruier. Wherever required by the context, any
gender includes any other gender, the singular includes the plural, and the plural includes the singular.
Section 25. Construction. Each party and its counsel have reviewed and revised this Contract and
agcee the normal rule of construction 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 26. Attornev's Fees. If any action at law or in equity is necessary to enforce or inteipret the
tei-�ns of this Contract, the pi•evailing party or parties ai•e entitled to reasonable attorneys' fees, costs and
necessary disbursetnents in addition to any other relief to which such party or parties inay be entitled.
Section 27. Citv Council AUUroval. Notwithstanding anything het�ein to the contraiy, Seller hereby
acicnowledges 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, including conveyance or reservation of
the easements for future utilities, are expressly subject to and contingent upon the approval of the Fot-t
Worth Ciry Council in a public meeting ("City Council Approval"). Purchaser will obtain City Council
Approval within the Option Period.
Section 28. AS IS Pi•ovision. The parties agree that, except as otherwise set forth in this Contract,
Seller is selling and Purchaser is buying the Property AS IS, AND WITH ALL FAULTS.
PURCHASER ACKNOWLEDGES THAT, EXCEPT FOR THE REPRESENTATIONS AND
WARRANTIES SET FORTH IN THIS CONTRACT AND SELLER'S WARRANTIES OF TITLE
TO BE CONTAINED IN THE DEED TO BE DELIVERED AT CLOSING, SELLER HAS NOT
MADE AND IS NOT MAHING, AND SELLER SPECIFICALLY DISCLAIMS, ANY
WARRANTIES OR REPRESENTATIONS WITH RESPECT TO (i) THE PHYSICAL OR
ENVIRONMENTAL CONDITION OF THE PROPERTY, (ii) THE VALUE, CONDITION,
MERCHANTABILITY, MARKETABILITY, SUITABILITY, PROFITABILITY, OR FITNESS
FOR A PARTICULAR USE OR PURPOSE OF THE PROPERTY, (iii) THE MANNER OR
QUALITY OF THE CONSTRUCTION OR MATERIALS INCORPORATED INTO ANY
IMPROVEMENTS ON THE PROPERTY, AND (iv) THE MANNER, QUALITY, STATE OF
REPAIR, OR LACK OF REPAIR OF THE PROPERTY. PURCHASER WILL MAKE SUCH
INSPECTIONS AND INVESTIGATIONS OF THE PROPERTY AS PURCHASER DEEMS
NECESSARY, INCLUDING, BUT NOT LIMITED TO, THE PHYSICAL AND
ENVIRONMENTAL CONDITIONS THEREOF. The provisions of this Section 28 will survive the
Closing.
Section 29. Tax-Deferred Exchan�e. If Seller elects to effect a tax deferred exchange, Purchaser,
upon written i•equest from Seller, agrees to accommodate the electing party and to execute additional
instruments to effect the exchange, provided that Purchaser shall incur no additional costs or liabilities as
4297462 9
a result of or connected with the tax deferred exchange. The provisions of this Section shall survive the
Closing.
Section 30. Purchaser Notice to Sellei•. Purchaser hereby advises Seller that Purchaser has an
immediate need for the Property to (i) ensure a portion of the Property is allocated for the water district's
operations; (ii) to provide a needed buffer for Pui�chaset�'s sewage-treatment operations and (iii) provide
parldand and public open space for the t�esidents of the City of Fort Worth. The parties hereby
acknowledge that this Contract has been negotiated and executed under tlu•eat or i�nminence of requisition
or condemnation within the meaning of Internal Revenue Code Section 1033, et seq and the Purchaser
intends to acquire and use the Property for a purely public purpose. Nothing in this Contract, however,
shall be construed as a warranty or guarantee by Purchaser as to the tax consequences to Seller of the
transaction contemplated by this Contract.
Section 31. Non-Annexation Provision. As a condition to sale, the Purchaser agrees that, to the extent
permitted by state law, the property identified in EXHIBIT "C" ("Adjacent Property") attached hereto and
incorporated herein by reference shall not be annexed for full or limited purposes by the Purchaser before
fifteen (15) years after the Closing Date without the express written consent of Seller, but shall reinain in
the extraterritorial jurisdiction of the Purchaser and shall be subject to all regulations incident thereto.
Purchaser's obligations under this Section are contingent on (i) Seller or an affiliate of Seller owning the
Adjacent Property and (ii) the use of Adjacent Property remains an agricultural use. The provisions of this
Section shall suivive the Closing. Seller understands and agrees that as long as the Adjacent Property is
not annexed under this provision, Adjacent Property will not receive water or sewer seivice fi�om the Ciry
during that time.
[Signatut�e Page Follows]
az9�a�z 10
SELLER:
MARY'S CREE , C, a Delaware limited liability compa�iy
By: � ,. �.
Name don E. Moore
Title: President
Date Executed: � � , 2025
PURCHASER:
CITY OF FORT WORTH, TEXAS
By: �" "
Name: Valerie Washington
Title: Assistant City Manager
�
Date Executed: I (� , 2025
Attest:
Jan te Goo all, City Secretary
M&C � � �/d�
Date: �� �"� � � � Z�
APPROVED AS TO LEGALITY AND FORM
�����
Thomas R. Hansen
Assistant City Attorney
�if A
Contract Compliance Manager:
By signing, I acicnowledge that I am the person responsible
for the inonitoring and adininistration of this contract, including
ensuring a�1��e�nan�e�nd reporting requireinents.
Property
4297462
t Director
Department — Real Estate Division
,��pU�U
A'�t � ��
p A`�po0oi
Fy� OU
L O
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�o
�Vo
_
' �����C�A,�, ���O�D
11 � �I� ,��(;�E'TA��
�T 'i1���TH, T1(
By its execution below, Title Company acicnowledges receipt of the Earnest Money described in this
Contract, and agrees to hold and deliver the same and fulfill its other obligations under this Contract.
TITLE COMPANY:
Alamo itle Compan
By:
Name: / �La✓un�e. S �'t�f'h
Tic1e: "� sc�Grw c��r�c�
Ir7 -17,��
��9,OdU �'a�..�-�� y��f
� io v - a�-� �.- ,d,-„�. �.,�� �--
4297462 12
�XHIBIT "A"
Depiction of Approximate Boundai�ies of Property
(The Legal Description of tlie P►•operty Shall be Detei�mined by a Final Metes and Bowids Suevey
and Reflected on the Special Warranty Deed at Closing)
4297462 13
a2��a�a 1 4
EXHIBIT "B"
Legal Description of Portion of Prope��ty to be Conveyed to Trinity River Water District
EXi�IBIT "A"
TARRAtJT REGIQNAL WATER DISTRICT
l47ARY'S GR.EEK iNDiREGT WATER RE-USE PIPELlNE
JAMES C. JONNSON 3URVEY, ABSTRACT t�a. 871
GITY OF FORT WQRTH
TARRANT COUNTY, TEXAS
�eing a 21.098 acre {919,028 square teet) tract ot Iand sftuated in ihe J�mes C.
Johnson Survey, Abstract No. 871, Ciiy oi Fort Worfh, Tarrant Caunry, 'fescas, and
being a partlon 4( � called 145-28f�J10QQ acre ir�ct of land further c�escribed as Parc�el
No. 1 r.onveyed to Mary's Creek, LLC recorded In Inslrument No. �225138783 af the
O(ficdal Rublfc Rec4rds of Tarrant CQunty, fiexas, sald 21 _098 acre (919,028 square
feei} Iract of land beang more part[cularly desceibed by metes and baunds as follflti�rs=
CQMMENGIMG st a 112 inch iron rDd tound far Ihe mast westerly narthwest camer o(
said cal�ed 145-286J1U00 �cre tract of Iand, said 1f2 inch iron rod being an interior eiN
camer In Ifiae easterly lihe oF a cal�ed 18�8.244 acre Uact o( land con�eye�d ta West 5fde
Sanitary Land Flli, Inc. as recorded i�a Volume 60477, Page 335 of the Deed Records of
Tarrant Caunty, Texas; THEtJC� Sauth S8 degrees 29 minutes 07 s�oonds �ast, with a
norlh line oi saed called 14�-28fi11U00 acre tract oi land �nd ��rith a southerty line of said
called 188.244 acre tract of land, a allstance of 575.65 teet to a� Inch ieon rad (ound for
an fnterlor ell Cotner in lhe avesterty line of s�[d c�lled 145-2$6,'i UQO acre Iract o( lanii,
�a3d 1 In�ch iron rod being an exterior ell corner in Ihe easterly lir�e of said called 188.244
ac�e tract af land; TH�NC� Norih 16 degrees fi7 minuies 2� s�conds �ast� with a
voesterly I�ne of said called 145•286J10(i0 acre irsct nf land and vrft� an easter[y latte af
saad caqed 188244 acre tract of land, a distance of 5�7.f}9 f�et to a c�iculsied p�o�nt far
the PQ1NT t?F BEGINNING, s.aid calculate�d pofnt having grid cnordina[es of
A1=6�949,272.7t18 and E=2,28Tr603.�34;
'�HENCE Plorth 16 degreea 5? minutes 29 seconds East, s+�[th ��.v�esterly liri� oi s.s"sd
called 145-28fa�10+00 gcr� Iract oI land and wr'Ih an easte�Y�r fine of satd called
1'88.244 acre tract of land, passfng at a dfst�nce ai fi22.fl� fe�t, a c�9c�Jated
pa(nt for the mvsi easterly oorrs�r oi s���d csdfEd �1882�4 acre lract of lan�d,
s�id calc+ulated paint Erein� l�e saulhe�st t�orre�r o( a r.�ll�ai 1QQ.1fii acre iracl
of fsnd conveye�d tv the City af Fort 4'�arth� 'fexas �s recorded in InsUueraent
Nc�_ D2i 12�i7292 of saEd affac[.�I Publia Records of Tare�nt Cmunty� Texas, ir�
�1{, a dl�tance o( a distan�e oi �8�_62 (eet to a calcutated palrat far oomer;
THEPI�E Plnrth 08 de�gr�es 32 minr�rtes 55 secands ��st, wiih the �+,�e�st�rl�r Ifne o( s.aad
called 145-286�1000 acee trac.t of l.�rod and wlth the �aste�y lan�e of s.aad' called'
1Qf}.167 acre tract a( tand, � cifstsnce of �,223.87 feel to ��sticulate�d far t�ae
notil�vu`est ccarner of sai�d cal�e�d 145-2S61tf}00 �cse tra�ct ot {arsd� aa�d
�glculated pdini being the an exteQior oa�raer oi s.aid calied �Q0.167 ��re tract
of lattd, said oalculated' pofnt slso being ln Chap(n Raad �an undedl�ated
varigble wldlh ngM�at-way�;
�Exhlbit "A"} Page 1 of 6
GC4kRCNCGIL1dA55QGaA7ES,i4C. 13A771'.h'�C1'.MINGEtA@6.WIE,SU'1FE6:OY1',Q�ALL0.fi,�7f.dCi217 Z!10•71i•�GD��A7C234-T93�Q(i0A
4297462 1 5
THENCE South 89 degrees 1� minutes 55 secoc�tis �ast� �iih the north Ilne of said
called 145�286J1Q00 acre tr��t of �and �nd w�tt� s�fd Ghapin Road, a di�tgnce
oi 317.b6 teet lo a cslculated poant fo�r c:omer�,
THENCE SoWth �8 degrees 2� rn�inutes 11 secc�nds W�st, a distan�e 4f 442.33 (eet to a
c�l�ulal�d p•oint f�r comer;
THENCE South OB degr�es 55 m�inutes 52 s�conds 1�lesl, a dlstance of 567.23 feet to �
�eloul�ted p�ai�t ic�r corn�r;
THENCE Sauth Q7 deqr�es 01 minutes 11 seconds'd�l�st, � dlstance �sf 332_95 fe�t t� a
calculat�ed; �aoimt f�r camer;
THENCE S�tilh 21 degrees 1fi minutes �49 s�conds East„ � dlstance of 25U.5� fe�t to �
�alculated p�aicrt fc�r corner;
THENCE t�otth $8 de,grees 07 mit�utes 18 secc�nds �ast, � dl�tance oi 3Q.�0 feet t� a
calcul�led' p�i�nt for camer;
THEPIGE S��th 29 de�rees 16 minut�s 49 se�ands Eastr a distance of 559.78 f�t tfl a
calculat�d p�imt for comer;
THENCE So�th 68 degr�es 33 rr�inute.s 19 seoonds h�l�sl, a distanc�e of 654.� 5 feet io �
csl�ul�t�d p�a�t�t fot comer;
THENCE Noetli 22 cle�ree�� 25 rsjit�utes �8 s��ottd�'+�fest, a di�Catt�e of 362.31 f��t to �
calculated p�oant f�r Gdmer;
THENCE Ncarl� 1� dlegre��s 57 minut�s 29 seca��is �asl, a d'Ist�noe o( �[,079.50 [eei to
� ��laui�led �roint for c�mer;
THENCE NvFita �B de�re�es 32 mi�uies �� seconds �ast, a distan� c�f 822.53 feet tm �
calculated p�oomt faa cornerr
THENGE Pl�cth 9(? degre�� Rd r�inute�s 00 �eaonds b�'est, � d9starace oi 5�_f2 ieet ta� a
c.adculat�ed p�ogrrt f�r camerr
THENCE hJort9� Q8 cle�gre�s :32 mdnutes 5� seear��ds �ast, a dist�r�ce ot 41i_83 feet to
th�e F�It�T Q� B��INNENCp and ��antaJr�ing �19.caza 5��,��� r��r a� �ro.�sa
a��es vF I��td, mare or less_
(Exhfbit "A'"} Rag� � oi 6
GG�FA2CNCQ110. Sa1�550: 7147f�5� :l!JC. 13-01 W. hF.4351NG&RID L4NE� SUSIC� G2019', QALLA:S, i%. T�7 .�5E-712•QGU� EAX 2'3�ti A.'-QL6R
aa9�a6a 16
Nates:
1. A L�GAL DESCRlPTION O�F �VEN DAT� ACCt�MRANIES THlS PLE1T.
2. ALL BEAR{NGS APlD ��aRDINATES ARE REFEREhJCED TQ THE T�XAS
COORI�INATE SYSTENI, i�AD-83, THE t�ORTH CEPJTRAL ZON� 42Q2, A�L
DISTANCFS AND AR�AS SHOWIV ARE Sl1RFACE.
* SURVEYQR'S CERTIFICAT� *
fi0 ALL PARTI�S IP1y�R�ST�a IPl `TITL� 'fa iH� Pf��A;91��S SLMRVEY��, f D(?
HEREBY CERT�FY" THAT THE ABO'JE LEG,AL D��SCR�PTt�N 4�fAS PREPARED
�RC?hot PU6LIC R�GORDS ANt) FORh� A,N AG'iIJ�L AND �l��llR.ATE SURV�Y
uPt?N 'iHE GR�IMN�S �tN{� 7HAT �AAAE IS TRUE �tP1D C4RR��fi_
Reu�fslo►� �4 Septernber 25, 2
��? 1 �
��'�-- ..�.�-,Y-_
Rbchsrd iKettnedy
Regisier�d Profe�s.sima�.al Land Surv�y�r
Tex�s No. 552�
Go�rrocad�na & Assoc6ates, Inc.
Texas Ffirm Pla. 1Uta69a3
(Exhf bit "A") Rage 3 oi B
GGFR2�CNCQt1AdA�55iC�«WifE5,1V�. 13411Y.k!C�CYSING6R0t,W1E,�uU'IfiE6�0'N',L94LLA..�E7{.x.riRtT 2A6.712.O600FAX734-iA2�Ofi6G
4297462 1 %
EXHI�I ?' °,A "
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C(N N' iORT �ORTM i ::
INSTNUNDiT N0. D205097i16 � ;,'�, �:
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�t� � �, �..:
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('o � GALLEU
Q � 145.286 ACRES
� PARCEI 1
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lIl TEYPOAIAY C4�6TFLlCi1011 �
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�`�0 125 Q �SQ uir�o $Fa�i°ioRi„
—��;---�—�—�� vu:uae wiani —
PFAWtiEM S�1i1Ni�' SEWE7i
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SGALE IN FEET
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�YA �'.�.�2 R�'— U►5'.�` �'IP�'��.11T.�'
pNN�R; MARY'S CR�EK lLC
Sl1FiVEY. JAMES C. JOHNSON SUR4EY lIB5?RAC1 NO. 871
LOCATIOH� C►N OF FORT W4RiH, TPi�ItANT CdUH1Y, 1EX:S
11CQUIStiTION AREA: 919,028 SOUARE fEET OR 21.098 ACRES
N'HOLE PRORERIY AGREAGE� 143.28G AC#tES (8M DEE6)
1�4iSfaN l�eE�36, 2aas ��PWi� � G' a I 9Chl F+iE: !9 2PLRClA�C
COiiHpNd01L1 k luSOtt'1TE9� INC. i'.�tt W. 11pCKMf�Rp UWE. SUITE 6ROW. MLLAS. l7� 75247
��� °� rf
1'hP��'GtiSTEq�',�-�-'P
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RICHARD KENNEDY
�� 5527 v:
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�'.SUR�F' , �
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�RICHARD KENN Y
PfO3TUkED PRd1ESS�t7dW. 1/J�0 SIINVE1fOR
NQ, 5527_ i[�3_111bA Na� 1QiS1d9AS
�14-77x�-0600 fr41( �14�71�Z-p604
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RERW�NENf SAMTARY �
sr�ee rnscwcNt � +
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982.62'
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trv�d ��.�
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OWN�R: MARYS CREEK lLC
SURYEY: �1�NdES C_ ,IOHM50M 5UR'VEY. ABS?RACT ND. g�1
l4CATI0N; CIIY OF FORT YIORTH, TARRAhIT GOUNiY, TE1iA5
ncq�is�tiar� ��: s1�,�29 SOUARE FEET bk 21.098 /�CRES
4Wi0L£ PROP£RiY ACREl��E; 145.286 AJGftES (BY QEED)
F�V15f�ff �L ��ER '�. �_-- I[S�Ffi6d-eS v�: � ar e I sc�i �� �a 3��.v.n*c
c�taoNnoru � Asmcurrs, �wc. i�s� w. wx�cNcar�u u��. su� s�ow. 'pAlL49. i7L 75247
i (; � CYRUS GLEASQN� SURVEY
� ,,� � �ABSTRACT Nt?. 559
i ;ii � CHAPIGJ RQAQ (C.R. 1029}
I��� i �(UNDEOICATE� YML68LE MiDTH RIGMT-Of'-rAl�
I�iL .t� �,-�� � — �
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jI d -. .: � . �'.�,s,
, �� ,; ; j� c��,��p
f� ,..'� h 145.796 ACRES
PARCEL 1
'� � MbfiY'S CREEK, LLG
— d . ,� IMSIAUNCMT IiO. Od251867GA
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RICHAR6 KEN ' '
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— - - — �UE�JECT PROPERiY IINE
- .- AWOINING PROPERTY LINE
- - - - - - PRQPOSED fASEMENT UNE
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l SURVEY LINE
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F`4UNR COftN�R [SIXE ANp TY�� Nai�[7)
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LINEI BFARING IPISTANCE
L-t S �9+'1Q'S�"E 317�46`
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4297462 2 1
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4297462 22,
city of Fort wortn
Legislation Details
200 Texas Street
Fort Worth, Texas
File #: M&C 25-1100 Version: 1 Name:
Type: Land Consent Status: Passed
File created: 12/2/2025 In control: CITY COUNCIL
On agenda: 12/9/2025 Final action: 12/9/2025
Title: (ETJ /Future CD 3) Authorize the Acquisition of Approximately 92.01 Acres of Land Located at a
General Physical Address of 11900 West Freeway and 11091 Chapin Road, Texas, from Mary's
Creek, LLC for $5,980,650.00 and Closing Costs of $41,000.00 for Open Space Conservation
Program, Parkland, and Water Utility Improvements; Authorize the Conveyance of 21.098 Acres of
Land to Tarrant Regional Water District for $1,371,370.00 for the Mary's Creek Lift Station Site and
Force Main Alignment Pump Station; Authorize the Exchange of Various Easements with Tarrant
Regional Water District; Adopt Appropriation Ordinances, and Amend the Fiscal Years 2026-2030?
Capital Improvement Program (2022 Bond Program)
Sponsors:
Indexes:
Code sections:
Attachments:
Date
12/9/2025
1. M&C 25-1100, 2. MARYs CREEK 92.01 ac.pdf, 3. ORD.APP 21 PARD-OPEN SPACE
ACQUISITON 92.01 ACRES MARYS CREEK_A026(R7).pdf, 4. ORD.APP_21 PARD-OPEN SPACE
ACQUISITON 92.01 ACRES MARYS CREEK A026(R8).pdf
Ver. Action By Action Result
1 CITY COUNCIL Approved
City of Fort Worth Page 1 of 1 Printed on 12/22/2025
powered by LegistarT"
City of Fort Worth,
Mayor and
Texas
Council Communication
DATE: 12/09/25 M&C FILE NUMBER: M&C 25-1100
LOG NAME: 21 PARD-OPEN SPACE ACQUISITON 92.01 ACRES MARYS CREEK
SUBJECT
(ETJ /Future CD 3) Authorize the Acquisition of Approximately 92.01 Acres of Land Located at a General Physical Address of 11900 West
Freeway and 11091 Chapin Road, Texas, from Mary's Creek, LLC for $5,980,650.00 and Closing Costs of $41,000.00 for Open Space
Conservation Program, Parkland, and Water Utility Improvements; Authorize the Conveyance of 21.098 Acres of Land to Tarrant Regional Water
District for $1,371,370.00 for the Mary's Creek Lift Station Site and Force Main Alignment Pump Station; Authorize the Exchange of Various
Easements with Tarrant Regional Water District; Adopt Appropriation Ordinances, and Amend the Fiscal Years 2026-2030 Capital Improvement
Program (2022 Bond Program)
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the acquisition of a fee-simple interest in approximately 92.01 acres of land located at the general physical address of 11900 West
Freeway, and 11091 Chapin Road, Tarrant County, Texas 76008, from Mary's Creek, LLC in the amount of $5,980,650.00;
2. Authorize the payment of closing costs in an amount up to $41,000.00;
3. Authorize the City Manager or his designee to execute the contract of sale for the 92.01-acre purchase and record the appropriate
instruments;
4. Authorize the direct sale of a fee-simple interest in approximately 21.098 acres of land, which is a portion of the approximately 92.01 acres
being acquired by the City of Fort Worth, to Tarrant Regional Water District for $1,371,370.00;
5. Authorize the City Manager or his designee to execute an Interlocal Agreement with the Tarrant Regional Water District and to record the
appropriate instruments for (i) the direct sale of the 21.098 acres of land and (ii) the exchange of easements between the parties;
6. Authorize the conveyance of various easements to Tarrant Regional Water District for a Pipeline and Pump Station Project at no cost and
find that such easements serve a public purpose and that adequate controls are in place to carry out the public purpose;
7. Dedicate approximately 51.01 acres of the Property as parkland with the exact boundary to be determined at a later date with the
understanding that at no point will any dedicated parkland include areas in which water utilitiies exist or are designated to exist in the future;
8. Conserve approximately 20 acres of the property as natural area for the Open Space Conservation Program with the ability to reserve future
property rights for the Fort Worth Water Department designated on the attached map;
9. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations in the Park & Recreation Department (PARD)
Dedication Fees Fund, in the amount of $3,329,316.66 from Developer Cash and Contributions in City Project No's. UN8218 Community
Park 18, UN8220 Community Park 20, and UN8225 Community Park 25, for the purpose of funding the Mary's Creek land acquisition
project (City Project No. 106541);
10. Adopt the attached appropriation ordinance adjusting appropriations in the 2022 Bond Program Fund by increasing estimated receipts and
appropriations in the OSAcq — Mary's Creek Project (City Project No.106643) in the amount of $1,307,296.67 and decreasing estimated
receipts and appropriations in the Open Space Appropriations project (City Project No. PA0001) by the same amount; and
11. Amend the Fiscal Years 2026-2030 Capital Improvement Program.
DISCUSSION:
The Purpose of the Mayor and Council Communication (M&C) is to seek approval to acquire a fee-simple interest in an approximately 92.01 acre
parcel of land in the James Johnson Survey, Abstract No. 871, and the Jonathan Burleson Survey, Abstract No. 78, Tract A, Tract 3C, and a portion
of 3B located at a general phyiscal address of 11900 West Freeway and 11091 Chapin Road, Tarrant County, Texas 76008 (Property) in a joint
acquisition between the following departments:
• Park & Recreation Department (PARD) (51.01 Acres +/-);
• Open Space Conservation Program (Open Space) (19.902 Acres +/-);
• Fort Worth Water Department utilities (within portions of the Open Space dedicated areas) ; and
• Tarrant Regional Water District (TRWD) (21.098 Acres).
This acquisition aligns with the PARD GREENprint Fort Worth: Parks, Recreation, Open Space, and Public Realm Master Plan, which calls for the
provision of adequate park and recreational areas, and with the Open Space Conservation Program mission to preserve high quality natural areas
in Fort Worth.
The Open Space Working Group assessed the property utilizing the Open Space Tool (mapping) which identifies the majority of the property as
"very high" to "high" priority for conservation based on available data. Conservation of this property supports the Open Space goals including
ecosystem preservation, the protection of floodplains and water quality, improving equitable access to open space, and providing future
recreational opportunities that can improve community health.
This acquisition of the Property will support Fort Worth Mayor Mattie Parker's Good Natured Greenspace Initiative goal of preserving 10,000
acres of greenspace across Fort Worth in the next five years while growing and enhancing the City's park system.
Mary's Creek, LLC (Seller) has agreed to sell the Property for $65,000.00 per acre for a total purchase price of $5,980,650.00. The purchase
price is supported by an independent appraisal. The mineral estate will not be acquired and the deed will contain a surface-use waiver for the
exploration of the mineral estate. The real estate taxes will be pro-rated, with the Seller being responsible for taxes up to the closing date. The City
will pay closing costs in an amount up to $41,000.00.
A portion of the purchase price in the amount of $1,307,297.00 will be provided from the 2022 Bond Program Fund in the Open Space
Conservation Program (OSAcq — Mary's Creek City Project No. 106643) to conserve approximately 20 acres as a natural area under the Open
Space Conservation Program and pay for the Phase II environmental site assessment.
The Fort Worth Water Department (Water Department) will need some property interests on approximately 2.984 acres within the planned Open
Space dedicated areas of the Property for a sewer line to serve the Mary's Creek Water Reclamation Facility on the adjacent property, the location
for the sewer line being needed along the western and southern parts of the property just north of the existing creek. Upon acquisition of the
Property, the Water Department, in conjunction with the Property Management Department, will file Notices of Facilities in the deed records of
Tarrant County, Texas for the areas where its sewer line facilities will be located on the Property which will all be located within the Open Space
dedicated areas. The Water Department is contributing $41,938.00 for its use of the Open Space dedicated areas. The Water Department has
already provided earnest money in the amount of $99,100.00 for the purchase of the Property, therefore, Open Space will reimburse the Water
Department at closing for the balance of the earnest money deposit.
Approximately 51.01 acres of the property will be dedicated as parkland to be determined by a future master planning effort.
TRWD will need approximately 21.098 acres of land which is situated in the James C. Johnson Survey, Abstract No. 871, City of Fort Worth,
Tarrant County, Texas, and being a portion of a called 145-286/1000 acre tract of land further described as Parcel No. 1 conveyed to Mary's Creek,
LLC recorded in Instrument No. D225138783 of the Official Public Records of Tarrant County, Texas (TRWD Property) for its facilities (future
pipeline and pump station) and has agreed to pay $1,371,370.00 for fee-simple land acquisition up-front and will allow the City to use such funds
for the overall purchase of the Property. The City and TRWD will execute an Interlocal Agreement (ILA) for the direct sale of the TRWD Property as
permitted under section 272.001(b)(5) of the Texas Local Government Code. The ILA will outline the obligations of both parties for the conveyance
of the TRWD Property to TRWD. The ILA will also include the exchange of easements between the two parties that are needed to serve both the
Water DepartmenYs Mary's Creek Water Reclamation Facility and TRWD's Pipeline and Pump Station as permitted under Section 272.001(I) of
the Texas Local Government Code.
Environmental investigations are currently in progress and the findings will be reviewed and cleared before closing.
Funding for this project was not included in the PARD Fiscal Years 2026-2030 Capital Improvement Program due to the unpredictability of
parkland acquisitions. The action in this M&C will amend the Fiscal Years 2026-2030 Capital Improvement Program, as approved in connection
with Ordinance 27979-09-2025.
This acquisition is also included in the 2022 Bond Program. The City's Extendable Commercial Paper (ECP) (M&C 22-0607; Ordinance 25675-
08-2022) provides liquidity to support the appropriation. Available resources will be used to make any interim progress payments until debt is
issued. Once debt associated with an acquisition is sold, debt proceeds will reimburse the interim financing source in accordance with the
statement expressing official Intent to Reimburse that was adopted as part of the ordinance canvassing the bond election (Ordinance 25515-05-
2022).
Funding is budgeted in the 2022 Bond Program Fund, the PARD Dedication Fees Fund and the Water & Sewer Bond 2017A Fund for the
Property Management Department for the purpose of funding the Mary's Creek and OSAcq-Mary's Creek projects.
The following table demonstrates the funding for the acquisition:
IFunding Source IAmount
�30110 - PARD Dedication Fees Fund I$3,329,316.66
34027 - 2022 Bond Program Fund $1,307,296.67
�56011 - Water & Sewer Bond 2017A $13,666.67
Unappropriated - TRWD funding paid directly to closing �1,371,370.00
agent
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ITotal $6,021,650.00 � �
E d wi otentiall be located in COUNCI�DIS ��� � t, �ture d3te ���
This properry is currently within the TJ an II p y
FISCAL INFORMATION / CERTIFICATION:
The Director of Finance certifies that funds are currently available in the Open Space Appropriations programmable project within the 2022 Bond
Program Fund, the Community Park 18, Community Park 20 and Community Park 25 projects within the PARD Dedication Fees Fund and in the
MC LS Site & FM Align project within the Water & Sewer Bond 2017A Fund, and upon approval of the above recommendations and adoption of
the attached appropriation ordinances, funds will be available in the 2022 Bond Program Fund for the OSAcq-Mary's Creek project and in the
PARD Dedication Fees Fund for the Mary's Creek project, to support the acquisition of land. Prior to an expenditure being incurred, the Property
Management Department, City Manager's Office, Park & Recreation Department and Water Department have the responsibility of verifying the
availability of funds.
Submitted for Citv Manaaer's Office bv: Valerie Washington 6199
Oriainatina Business Unit Head: Marilyn Marvin 7708
Dave Lewis 5717
Additional Information Contact: StuartYoung 8379
Joel McElhany 5745
Expedited
CERTIFICATE OF INTERESTED PARTIES
Complete Nos. 1- 4 and 6 if there are interested parties.
Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties.
1 Name of business entity filing form, and the city, state and country of the business entity's place
of business.
Mary's Creek, LLC
Fort Worth, TX United States
2 Name of governmental entity or state agency that is a party to the contract for which the form is
be(ng filed.
ciry of Fort worth
FORM 1295
1of1
OFFICE USE ONLY
CERTIFICATION OF FILING
Certificate Number:
2025-1380726
Date Filed:
10/23/2025
Date Acknowledged:
3 Provlde the identification number used by the governmental entity or state agency to track ar identify the contract, and provide a
description of the services, goods, or other property to he provided under the contract.
103648
real estate
Nature of interest
4
Name of Interested Party City, State, Country (place of business) (check applicable)
Controlling Intermediary
Moore, Ardon
5 Check only If there is NO Interested Party. ❑
6 UNSWORN DECLARATION
My name is �� � l�� ��
Fort Worth, TX United States X
, and my date of birth is
My address is 1'l � 1� 1Mu,S � L A.,�.C..►
, �'�1 a ��- , �C , �to 10 �' , l�t.S �.
(ciry) (state) (zIp code) (country)
I declare under penalty of perjury that the foregoing Is Vue and correct.
Executed in �/1�.\iV'(�� County, State of Tt�a S , on the �3� of V��, 20 f� .
(monlh) (year)
Sign e of authorized agent of contracting business entiry
(Declarant)
Forms provided by Texas Ethics Commission www.ethics.state.bc.us Version V4.1.O.f10dOfd8