HomeMy WebLinkAbout065631 - Construction-Related - Contract - 901 Summit, LLCCSC No. 65631
CONTRACT TO PURCHASE AGREEMENT
THIS CONTRACT OF SALE AND PURCHASE ("Contract") is made and entered into by and
between the CITY OF FORT WORTH, TEXAS, a home rule Municipal Corporation of the State of Texas,
acting by and through its duly authorized City Manager or Assistant City Manager ("Purchaser") and 901
Summit, LLC., a Texas limited liability company ("Seller"), as of the date on which this Contract is
executed by the last to sign of Seller and Purchaser ("Effective Date").
AGREEMENT
In consideration of the mutual covenants in this Contract, Seller and Purchaser agree as follows:
Section 1. Sale and Purchase.
(a) Seller agrees to sell and convey to Purchaser and Purchaser agrees to purchase and accept
from Seller, on and subject to the terms and conditions set forth in this Contract approximately .4669 acres
of land, being Lot 5A, 6A and 7A1 of Block 31, Jennings West Addition in Fort Worth, Texas, commonly
known as 901 Summit Avenue and Lot I of Block 31, Jennings West Addition in Fort Worth, Texas,
commonly known as 900 Ballinger St., all more specifically described within the attached Exhibit A, herein
(the "Land"), together with all of Seller's rights, titles and interests, if any, in and to (i) all buildings,
fixtures, structures and improvements thereon; (ii) any strips or gores between the Land and all abutting
properties; (iii) all roads, alleys, rights -of -way, easements, streets and ways adjacent to or serving the Land
and rights of ingress and egress thereto, whether surface, subsurface or otherwise; (iv) any land lying in the
bed of any street, road or access way, opened or proposed, in front of, at a side of or adjoining the Land, to
the centerline of such street, road or access way; (v) all water rights of any kind or character pertaining to
the Land; and (vi) all licenses, interests, and rights appurtenant to the Land. The Land and Items (i)-(vi)
are collectively referred to as the "Property".
(b) Seller shall convey the Property to Purchaser free and clear of all liens, claims, easements,
rights -of -way, reservations, restrictions, encroachments, tenancies, and any other encumbrances
(collectively, the "Encumbrances") except the Encumbrances appearing in the Title Commitment and the
Survey (hereinafter defined) that are not cured and that are subsequently waived pursuant to Section 3
("Permitted Encumbrances").
(c) Notwithstanding anything to the contrary, Seller hereby retains and reserves from 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 Property.
Section 2. Earnest Money and Purchase Price.
(a) Within ten (10) days after the Effective Date, Purchaser must deliver to the Title
Company's escrow agent an Earnest Money deposit of Thirty -Five Thousand and 00/100 Dollars
($35,000.00)in cash funds (the "Earnest Money"); however, upon Closing (as hereinafter defined),
the Earnest Money shall be applied as a credit toward the Purchase Price (as hereinafter defined). All
Earnest Money will be (i) refunded to Purchaser if Purchaser terminates this Contract prior to
expiration of the Contract's Option Period or (ii) forfeited to Seller if Purchaser does not terminate but
default in its obligation to close.
OFFICIAL RECORD
CITY SECRETARY
PAGE 1 FT. WORTH, TX
(b) The purchase price ("Purchase Price") for the Property, payable by Purchaser to Seller
at Closing, is Two Million, Twenty -Six Thousand, Four Hundred Twenty -Two and 74/100 Dollars
($2,026,422.74), payable in cash at Closing.
Independent Contract Consideration and Purchase Price.
Contemporaneously with the execution of this Contract, Purchaser delivers to Seller a check in the
amount of One Hundred and 00/100 dollars ($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 Contract
Consideration shall be applied as a credit toward the Purchase Price (as hereinafter defined).
Section 3. Title Commitment and Survev.
(a) Within 10 business days after the Effective Date, Seller shall obtain at Seller's sole cost
and expense, a Commitment for Title Insurance ("Title Commitment") to be issued to Buyer from Fidelity
National Title Agency, 3230 Camp Bowie Blvd., Ste 100, Fort Worth, Texas 76107, Telephone: 817-722-
0064, Attention: Megan Newburn (the "Title Company"). The Title Commitment shall be effective as of
a date which is on or after the Effective Date, showing Seller as the record title owner of the Land, and shall
show all Encumbrances and other matters, if any, relating to the Property. The Title Company shall also
deliver contemporaneously with the Title Commitment legible copies of all documents referred to in the
Title Commitment, including but not limited to, plats, reservations, restrictions, and easements.
(b) Seller shall provide any existing surveys of the Property in Seller's possession or
reasonable control to Purchaser within five (5) days after the Effective Date of this Contract. Purchaser
may obtain a survey of the Property ("Survey"), the cost of which shall be reimbursed by Seller at Closing
in an amount up to Eight Hundred and Fifty -Two Dollars and 00/100 ($852.00). Purchaser shall be
responsible for any remaining costs related to the survey beyond this amount. 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, Seller 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 sea] and the date of the Survey. The description of the Property prepared as a part of the
Survey will be used in all of the documents set forth in this Contract that require a legal description of the
Property.
(c) Purchaser shall have a period of time ("Title Review Period") commencing on the
Effective Date and ending twenty (20) calendar days after the later to occur of (i) Purchaser's receipt of
the Title Commitment or (ii) provided that Purchaser ordered the Survey within ten (10) calendar days of
receiving the Title Commitment, Purchaser's receipt of the Survey (which receipt shall occur or shall be
deemed to have occurred not more than forty-five (45) days after the Effective Date), in which to notify
Seller in writing of any objections ("Objections") Purchaser has to any matters shown on the Title
Commitment or the Survey. Purchaser will provide written notice of its Objections to Seller with a copy
to the Title Company on or before the expiration of the current Title Review Period.
PAGE 2
(d) Seller shall have the option, but not the obligation, to remedy or remove all Objections (or
agree irrevocably in writing to remedy or remove all such Objections at or prior to Closing) during the
period of time (the "Cure Period") ending on the tenth (101) business day after Seller's receipt of
Purchaser's notice of such Objections. Except to the extent that Seller cures, or agrees in writing to cure,
such Objections during the Cure Period, Seller shall be deemed to have elected not to cure such matters. If
Seller is, or is deemed to be, unable or unwilling to remedy or cause the removal of any Objections (or
agree irrevocably to do so at or prior to Closing) within the Cure Period, then either (i) this Contract may
be terminated in its entirety by Purchaser by giving Seller written notice to such effect during the period of
time (the "Termination Period") ending on the fifth (51h) business day following the end of the Cure Period,
and the parties shall be released of further obligations under this Contract, except such obligations that
expressly survive the termination of this Contract; or (ii) any such Objections may be waived by or on
behalf of Purchaser, with Purchaser to be deemed to have waived such Objections if notice of termination
is not given within the Termination Period. Any title encumbrances or exceptions which are set forth in
the Title Commitment or the Survey and to which Purchaser does not object within Title Review Period (or
which are thereafter waived or deemed to be waived by Purchaser) shall be deemed to be permitted
exceptions (the "Permitted Exceptions") to the status of Seller's title to the Property.
(e) Any other provision herein to the contrary notwithstanding, (i) all exceptions disclosed in
the Title Commitment (or any subsequent title commitment) which arise on or after the Effective Date of
this Agreement and are not attributable to actions by Purchaser and (ii) alI Objections that Seller agrees in
writing to cure at or prior to Closing (collectively, the "Mandatory Cure Items") shall be satisfied, cured
or removed by Seller, at Seller's sole cost and expense, at or prior to Closing.
Section 4. Due Diligence Documents. Within 5 business days after the Effective Date, Seller
shall deliver to Purchaser for Purchaser's review, to the extent within Seller's possession or reasonable
control: (i) any and all tests, studies and investigations relating to the Property 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 Property; (ii) any and all information
regarding condemnation notice(s), proceedings and awards affecting the Property; and (iii) all proposed or
existing private covenants, conditions and restrictions, of which the Property will be a part and any other
private agreements affecting the use or development of the Property.
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 expense. 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). Purchaser
shall promptly repair any damage to the Property caused by entry on the Property by Purchaser, its agents,
employees or contractors, including without limitation, filling of any holes drilled for purposes of
inspections, provided, however, such repair obligations shall not extend to protect Seller from any pre-
existing liabilities for matters merely discovered by Purchaser (such as latent environmental
contamination). Purchaser's obligation to repair damage to the Property shall survive the termination of
this Contract if Purchaser does not move forward with the purchase of the Property.
PAGE 3
Section 6. Option Period.
(a) Notwithstanding anything to the contrary 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 5 above).
(b) Option Period Extension. Purchaser shall have one (1) option to extend the Option
Period for a period of thirty (30) days ("Option Period Extension") with written notice to Seller
and payment of a separate Earnest Money deposit in an amount of Seven Thousand and 00/100
Dollars ($7,000.00) to Escrow Agent at least five (5) business days prior to the end of the original
Option Period ("Extension Fee"). The Extension Fee will become part of the Earnest Money for
all purposes of this Contract, and shall be applied to the Purchase Price upon Closing. If the
Closing does not occur as required pursuant to this Contract, then Escrow Agent will disburse the
Extension Fee as part of the Earnest Money under the same terms as outlined under Section 2 of
this Agreement.
(c) Option Period Rights. If Purchaser is not satisfied in Purchaser's sole and absolute
discretion as to the condition precedent described in Section 6(a) above, Purchaser may give written notice
thereof to Seller on or before the end of the Option Period, whereupon this Contract shall terminate. Upon
such termination, the Contract will terminate, and neither party shall have any further rights or obligations
under this Contract, except such rights and obligations that expressly survive the termination of this
Contract.
(d) The provisions of this Section 6 control all other provisions of this Contract.
(e) The parties agree that the Option Period, outside of the Option Period Extension, will not
be extended upon expiration without a written amendment signed by both parties.
Section 7. Closing Deadline. The closing ("Closing") of the sale of the Property by Seller to
Purchaser shall occur through the office of the Title Company on or before thirty (30) days after the
expiration of the Option Period.
Section 3. 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"), in substantially the same form
attached hereto as Exhibit "B", fully executed and acknowledged by
Seller, conveying to Purchaser good and indefeasible fee simple title to the
Property subject only to the Permitted Exceptions, but containing a
reservation of the mineral rights, with the precise form of the Deed to be
determined pursuant to Section 10 below;
PACE 4
(ii) A Non -Foreign Person Affidavit, in form and substance reasonably
satisfactory to Purchaser, fully executed and acknowledged by Seller,
confirming that Seller is not a foreign person or entity within the meaning
of Section 1445 of the Internal Revenue Code of 1986, as amended;
(iii) Evidence of authority to consummate the sale of the Property as is
contemplated in this Agreement or as Purchaser or the escrow agent may
reasonably request; and
(iv) Any other instrument or document reasonably 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. In addition, Purchaser shall
deliver or cause to be delivered any other instrument or document reasonably required by
the Title Company for Closing.
(3) Title Company shall issue to Purchaser, at Seller's sole cost and expense, an Owner
Policy of Title Insurance ("Owner Policy") issued by Title Company in the amount of the
Purchase Price insuring that, after the completion of the Closing, Purchaser is the owner of
indefeasible fee simple title to the Property, subject only to the Permitted Exceptions, 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 Exceptions, 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". Seller shall pay the
basic premium for the Owner Policy, and Purchaser shall pay the premium for any
amendments or endorsements to the Owner Policy, including without limitation, the
premium for the amendment to the survey exception.
(4) Seller and Purchaser shall each pay their respective attorneys' fees.
(5) Seller shall pay all recording fees for the recording of the Deed, and, except as
otherwise provided in this Contract, any other closing costs shall be allocated between
Seller and Purchaser in accordance with customary practice in Tarrant County, Texas.
(b) Purchaser will qualify for exemption from ad valorem taxation for the Property, and no ad
valorem taxation shall accrue after the date of Closing. Therefore, any ad valorem taxes assessed against
the property for the current year shall be for the period of time the Property was owned by Seller, and based
on estunates of the amount of taxes that will be due and payable on the Property during the current year,
Seller shall pay for any taxes and assessments applicable to the Property up to and including the date of
Closing. As soon as the amount of taxes and assessments on the Property for the current year is known,
Seller shall pay any additional amount of taxes to be paid for any taxes and assessments applicable to the
Property up to and including the date of Closing. The provisions of this Section 8(b) survive the Closing.
PAGE 5
(c) Upon completion of the Closing, Seller shall deliver possession of the Property to
Purchaser, free and clear of all tenancies and title encumbrances of every kind except those disclosed in
the Permitted Exceptions.
Section 9. Seller's Representations. Seller hereby represents and warrants to Purchaser, as of the
Effective Date and as of the Closing Date, except as otherwise disclosed in written notice from Seller to
Purchaser at or prior to Closing, that:
(a) Seller's Authority. This Contract has been duly authorized by requisite action and is
enforceable against Seller in accordance with its terms; neither the execution and delivery of this Agreement
nor the consummation of the sale provided for herein will constitute a violation or breach by Seller of any
provision of any agreement or other instrument to which Seller is a party or to which Seller may be subject
although not a party, or will result in or constitute a violation or breach of any judgment, order, writ, junction
or decree issued against or binding upon Seller or the Property;
(b) No Pending Proceedings. Seller has not received written notice of any action, suit,
proceeding or claim affecting the Property or any portion thereof, or affecting Seller and relating to the
ownership, operation, use or occupancy of the Property, pending or being prosecuted in any court or by or
before any federal, state, county or municipal department, commission, board, bureau or agency or other
governmental entity and, to the best of Seller's knowledge, no such action, suit, proceeding or claim is
threatened or asserted;
(c) Seller is Not a Foreign Person. Seller is not a foreign person or entity as defined in
Section 1445 of the Internal Revenue Code of 1986, as amended, and Purchaser is not obligated to withhold
any portion of the Sales Price for the benefit of the Internal Revenue Service;
(d) No Insolvency Proceedings. No attachment, execution, assignment for the benefit of
creditors, receivership, conservatorship or voluntary or involuntary proceedings in bankruptcy or pursuant
to any other debtor relief laws is contemplated or has been filed by or against Seller or the Property, nor is
any such action pending by or against Seller or the Property;
(e) Contract Obligations. Except as otherwise disclosed in the Title Commitment, to the
best of Seller's knowledge, no lease, contract or agreement exists relating to the Property or any portion
thereof which is not terminable at will or upon not more than 30 days' prior notice except tenant leases;
(f) No Competing Rights. To the best of Seller's knowledge, no person, firm or entity,
other than Purchaser, has any right to purchase, lease or otherwise acquire or possess the Property or any
part thereof;
(g) No Regulatory Violations. To the best of Seller's knowledge, the Property is not in
breach of any law, ordinance or regulation, or any order of any court or any federal, state, municipal or
other governmental department, commission, board, bureau, agency or instrurnentality wherever located,
including, without limitation, those relating to environmental matters and hazardous waste, and no claim,
action, suit or proceeding is pending or, to the best of Seller's knowledge and belief and after due inquiry,
threatened against or affecting Seller or affecting the Property, at law or in equity, or before or by any
federal, state, municipal or other governmental department, commission, board, bureau, agency or entity
wherever located, with respect to the Property or the Seller's present use and operation of the Properly; and
(h) No Hazardous Materials. To the best of Seller's knowledge: (i) all required federal,
state and local permits concerning or related to environmental protection and regulation for the Property
have been secured and are current; (ii) Seller is and has been in full compliance with such environmental
PAGE 6
permits and other requirements regarding environmental protection under applicable federal, state or local
laws, regulations or ordinances; (iii) there is no pending action against Seller under any environmental law,
regulation or ordinance and Seller has not received written notice of any such action or possible action; (iv)
there is not now, nor has there been in the past during Seller's ownership of the Property, any release of
hazardous substances on, over, at, from, into or onto any facility at the Property, as such terms are
understood under the Comprehensive Environmental Response, Compensation and Liability Act; and (v)
to the best of Seller's knowledge, there is no environmental condition, situation or incident on, at or
concerning the Property that could reasonably be expected to give rise to an action or to liability under any
law, rule, ordinance or common law theory governing environmental protection.
Seller acknowledges that Purchaser has relied and will rely on the representations and warranties of Seller
in executing this Agreement and in closing the purchase and sale ofthe Property pursuant to this Agreement,
and Seller, during the term of this Agreement, agrees to notify Purchaser promptly in the event that Seller
obtains knowledge of any change affecting any of such representations and warranties, in which event
Purchaser shall be entitled to exercise the remedies set forth in Section 14 hereof. Until and unless Seller's
warranties and representations shall have been qualified and modified as appropriate by any such additional
information provided by Seller to Purchaser, Purchaser shall continue to be entitled to rely on Seller's
representations and warranties set forth in this Agreement, notwithstanding any contrary information
resulting from any inspection or investigation made by or on behalf of Purchaser. All of Seller's
representations and warranties, as so qualified and modified, shall survive Closing for a period of two (2)
years. For purposes of this Section 8, "to the best of Seller's knowledge" shall mean the actual knowledge
of Robert Finley, without independent investigation or inquiry.
(i) As -Is Purchase. Purchaser hereby agrees and acknowledges that, except as otherwise
expressly set forth in this Contract, neither Seller nor any agent, attorney, employee or representative of
Seller has made any representation or warranty whatsoever regarding the subject matter of this transaction,
or any part thereof, including (without limiting the generality of the foregoing) representations as to the
physical nature or physical condition of the Property or the capabilities thereof, or title to the Property, and
that Purchaser, in executing, delivering and/or performing this Contract, does not rely upon any statement
and/or information to whomever made or given, directly or indirectly, orally or in writing, by any individual,
firm or entity. Accordingly, Purchaser agrees that, if Purchaser proceeds to the Closing, the Property shall
be deemed acceptable to Purchaser and the acquisition of the Property shall be on an "as is, where is" basis,
with all faults, subject to the provisions of this Contract. Purchaser further acknowledges that Seller would
not agree to sell the Property to Purchaser for the Purchase Price stated herein without the disclaimers,
agreements and other statements set forth in this Section. Purchaser will conduct such due diligence
investigations of the Property, including but not limited to, the physical and environmental conditions
thereof, as Purchaser deemed or deems necessary or desirable to satisfy itself as to the condition of the
Property and the existence or non-existence or curative action to be taken with respect to any hazardous
materials including, without limitation, lead products or lead paint on or discharged from the Property, and
Purchaser will rely solely upon same, and not upon any information provided by or on behalf of Seller or
its agents or attorneys with respect thereto, or whether to acquire the Property from Seller. PURCHASER
IS RELYING ON PURCHASER'S OWN DUE DILIGENCE INVESTIGATION IN MAKING ITS
DECISION TO PURCHASE THE PROPERTY AND HAS NOT RELIED ON ANY
REPRESENTATIONS OR WARRANTIES OF SELLER OR ANYONE ACTING ON BEHALF OF
SELLER, EXCEPT FOR THE LIMITED WARRANTY OF TITLE WHICH WILL BE SET
FORTH IN THE DEED AND THE REPRESENTATIONS AND WARRANTIES OF SELLER
EXPRESSLY SET FORTH IN THIS CONTRACT AND ANY DOCUMENT WHICH MAY BE
EXECUTED BY THE PARTIES AT CLOSING (THE "CLOSING DOCUMENTS"). EXCEPT AS
SET FORTH IN THE DEED, IN THIS CONTRACT AND THE CLOSING DOCUMENTS, THE
PROPERTY IS BEING SOLD "AS IS" AND WITHOUT ANY REPRESENTATION OR
WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF
PAGE 7
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING
THE GENERALITY OF THE FOREGOING, EXCEPT AS EXPRESSLY PROVIDED IN THIS
CONTRACT OR ANY CLOSING DOCUMENTS, SELLER MANS NO REPRESENTATION OR
WARRANTY AS TO WHETHER THE PROPERTY IS IN VIOLATION OF ANY CITY, STATE
OR FEDERAL LAWS, RULES, CODES, ORDERS, REGULATIONS OR ORDINANCES
(COLLECTIVELY CALLED "LAWS"), INCLUDING, WITHOUT LIMITATION, ANY LAWS
RELATING TO THE ENVIRONMENTAL CONDITION OF THE PROPERTY. THIS
PROVISION SHALL SURVIVE THE CLOSING.
Section 10. Seller's Covenants.
(a) Updating of Information. Seller acknowledges that Purchaser will rely upon the Title
Commitment, Survey, Due Diligence documents and other materials delivered by Seller to Purchaser
hereunder to satisfy itself with respect to the condition and operation of the Property, and Seller agrees that,
if Seller discovers after the Effective Date that the information contained in any of the materials delivered
to Purchaser hereunder is inaccurate or misleading in any respect, then Seller shall promptly notify
Purchaser of such changes and supplement such materials.
(b) Prohibited Activities. During the term of this Agreement, Seller shall not, without the
prior written consent of Purchaser, which consent Purchaser shall have no obligation to grant and which
consent, if granted, may be conditioned in such manner as Purchaser shall deem appropriate in the sole
discretion of Purchaser: (i) grant any licenses, easements or other uses affecting any portions of the
Property; (ii) permit any mechanic's or materiahnan's lien to attach to any portion of the Property; (iii)
place or permit to be placed on, or remove or permit to be removed from, the Property any trees, buildings,
structures or other improvements of any kind; (iv) excavate or permit the excavation of the Property or any
portion thereof; or (v) enter into any written leases or verbal rental agreements for any duration affecting
any portions of the Property.
(c) Cooperation in Permitting Activities. During the term of this Agreement, Seller will
reasonably cooperate with Purchaser, at no cost or liability to Seller, in such manner and at such times as
Purchaser may request in obtaining subdivision, zoning or rezoning, site plan development, building permit
and other approvals required for Purchaser's proposed use, including without limitation, signing such
applications for such approvals and other instruments as may be required or authorizing Purchaser to sign
such applications or instruments as Seller's agent or both. Purchaser shall bear the costs and expenses of
obtaining all such approvals, including reasonable attorneys' fees that are incurred by Seller in connection
with reviewing such applications and instruments.
Section 11. Agents, Purchaser has engaged the services of LanCarte Commercial Real Estate, LLC
("LanCarte") as its broker, and Seller has engaged the services of CBRE Commercial ("CBRE") as its
broker for the sale of the Property and Seller agrees to pay a brokerage fee of Ninety -One Thousand One
Hundred Eighty -Nine and 04/100 Dollars ($91,189.04) at closing, split evenly between CBRE and
LanCarte.
Section 12. ClosinE Documents. No later than 3 business days prior to the Closing, Seller shall
deliver to Purchaser copies of the closing documents required to be delivered by Seller (including but not
limited to the Deed) for Purchaser's reasonable right of approval.
Section 13. Notices.
PAGE 8
(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, certified mail, return receipt requested, addressed to such party at the address specified below, or (iv)
deposited into the custody of Federal Express Corporation to be sent by FedEx Overnight Delivery or other
reputable overnight carrier for next day delivery, addressed to the party at the address specified below.
(b) The address of Buyer under this Contract is:
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 761.02-9916
Attention: Deborah Bell- PMD
Telephone: 817-392-5166
(e) The address of Seller under this Contract is:
901 Summit, LLC
6252 Firth Rd.
Fort Worth, TX 76116
Attention: Robert Finley
Telephone: 682-429-3793
With a copy to:
Russell Norment
Brackett & Ellis, PC
100 Main Street
Fort Worth, TX 76102
Telephone: 817-339-2469
With a copy to:
Thomas Royce Hansen
City Attorney's Office
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 76102-9916
Telephone: (817) 392-8864
(d) From time to time either party may designate another address or fax number under this
Contract by giving the other party advance written notice of the change.
Section 14. Termination, Default
A and Remedies.
(a) If Purchaser fails or refuses to consummate the purchase of the Property pursuant to this
Contract at the Closing for any reason other than termination of this Contract by Purchaser pursuant to a
right so to terminate expressly set forth in this Contract or Seller's failure to perform Seller's obligations
under this Contract, then Seller, as Seller's sole and exclusive remedy, shall have the right to terminate this
Contract by giving written notice thereof to Purchaser prior to or at the Closing, and receive the Earnest
Money as full liquidated damages (and not as a penalty) for the Purchaser's failure to consummate the
purchase, whereupon neither party hereto shall have any further rights or obligations hereunder, except such
rights and obligations that expressly survive the termination of this Contract. Notwithstanding the
foregoing, Seller's remedies shall not be limited with regard to Purchaser's obligations under Section 5 that
survive the termination of this Contract.
(b) If (1) Seller fails or refuses to timely consummate the sale of the Property pursuant to this
Contract at Closing, (2) at the Closing any of Seller's representations, warranties or covenants contained
PAGE 9
herein is not true or has been breached or modified, or (3) Seller fails to perform any of Seller's other
obligations hereunder either prior to or at the Closing for any reason other than the termination of this
Contract by Seller pursuant to a right so to terminate expressly set forth in this Contract or Purchaser's
failure to perform Purchaser's obligations wider this Contract, and such failure continues for more than ten
(10) days after written notice from Purchaser, then Purchaser shall have the right to:
(i) terminate this Contract by giving written notice thereof to Seller prior to or at the
Closing with a return of the Earnest Money to Purchaser and neither party hereto
shall have any further rights or obligations hereunder, except such rights and
obligations that expressly survive the termination of this Contract;
(ii) waive, prior to or at the Closing, the applicable objection or condition and proceed
to close the transaction contemplated hereby in accordance with the remaining
terms hereof; or
(iii) enforce specific performance of Seller's obligations under this Agreement; or
(v) institute an action for damages against Seller, not to exceed Thirty -Five Thousand
and 00/100 Dollars ($35,000.00).
Section 15. Survival of Obligations. To the extent necessary to carry out the terms and provisions
hereof, the terms, conditions, warranties, representations, obligations and rights set forth herein shall not be
deemed terminated at the time of the Closing, nor shall they merge into the various documents executed
and delivered at the time of the Closing. All representations and warranties by Seller in this Agreement (i)
will expire two (2) years after the Closing as to matters for which Purchaser has not provided written notice
to Seller within such period of time; and (ii) will expire as to all matters specified in any such written notice
to the extent that such matters are not resolved or made the subject of litigation instituted prior to the
expiration of two (2) year alder the Closing.
Section 16. Entire Contract. This Contract (including the attached Exhibits) contains the entire
contract between Seller and Purchaser, and no oral statements or prior written matter not specifically
incorporated herein is of any force and effect. No modifications are binding on either party unless set forth
in a document executed by that party.
Section 17. Assigns. This Contract inures to the benefit of and is binding on the parties and their
respective legal representatives,"successors, and assigns. Neither party may assign its interest under this
Contract without the prior written consent of the other party.
Section 18. Taping Prior to Closing. If, prior to Closing, the Property or any portion thereof becomes
subject to a taking by virtue of eminent domain, other than by the City of Fort Worth, Purchaser may, in
Purchaser's sole discretion, either (i) terminate this Contract and neither party shall have any further rights
or obligations hereunder, or (ii) proceed with the Closing of the transaction with an adjustment in the
Purchase Price to reflect the net square footage of the Property after the taking.
Section 19. Governing Law. This Contract shall be governed by and construed in accordance with
the laws of the State of Texas.
Section 20. Performance of Contract. The obligations under the terms of the Contract are
performable in Tarrant County, Texas, and any and all payments under the terms of the Contract are to be
made in Tarrant County, Texas.
PAGE 10
Section 21. Venue. Venue of any action brought under this Contract shall be in Tarrant County,
Texas if venue is legally proper in that County.
Section 22. Severability. 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 23. 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 Effective Date
of this Contract is the date on which this Contract is executed by the last to sign of Seller and Purchaser.
Section 24. Counterparts. This Contract may be executed in multiple counterparts, each of which
will be deemed an original, but which together will constitute one instrument.
Section 25. Terminology. The captions beside the section numbers of this Contract are for reference
only and do not modify or affect this Contract in any manner. Wherever required by the context, any gender
includes any other gender, the singular includes the plural, and the plural includes the singular.
Section 26. Construction. The parties acknowledge that each party and its counsel have reviewed and
revised this Contract and that the normal rule of construction to the effect that any ambiguities are to be
resolved against the drafting party is not to be employed in the interpretation of this Contract or any
amendments or exhibits to it.
Section 27. Attorney's Fees. If any action at law or in equity is necessary to enforce or interpret the
terms of this Contract, the prevailing party or parties are entitled to reasonable attorneys' fees, costs and
necessary disbursements in addition to any other relief to which such party or parties may be entitled. A
plaintiff is a prevailing party if it succeeds on the merits of its claim(s). A defendant is a prevailing party
if the defendant defeats the claim(s) brought by the plaintiff or if the defendant succeeds on any claims for
affirmative relief against the plaintiff. It is not necessary for a defendant to bring affirmative claims against
plaintiff to be a prevailing party for purposes of this provision.
[SIGNATURES APPEAR ON THE FOLLOWING PAGE]
PAGE I I
This Contract is EXECUTED as of the Effective Date.
SELLER:
901 Summit, LLC
a Texas Lim
ite iab' ity Compa
By:
R ert C. F' ley, M r
Date; '3 Ag 4 9- 6
PURCHASER:
CITY OF FORT WORTH, TEXAS
VQL (Ll�
By:
Valerie Washington (Aug 7, 2026 22:51:46 EDT)
Valerie Washnington, Assistant City Manager
Date: 08/07/2026
a> � FORtn�aAdd
O
Attest: ,; �e 9-►;
*d
c#s� Pa4p r6X/►4 4�
nun o 0
City Secretary
M&C: 26-0555 Date: June 23, 2026
APPROVED AS TO LEGALITY AND FORM
Thomas Royce Hansen
Senior Assistant City Attorney
OFFICIAL RECORD
CITY SECRETARY
FT. WORTH, TX
PAcr I2
Contract Compliance Manager:
By signing I acknowledge that I am the person responsible
for the monitoring and administration of this contract, including
ensuring all performance and reporting requirements.
Stuart E. Young
Assistant Director Property Management
By its execution below, Title Company agrees to perform its other duties pursuant to the provisions of this
Contract.
FIDELITY NATIONAL TITLE COMPANY:
By:
Name:
Title:
Date:
PAGE 13
EXHIBIT "A"
PROPERTY ADDRESS
LEGAL DESCRIPTION
OWNER(S)
901 SUMMIT AVE, FORT
I Jennings West Addition Block 31 Lot5A
901 Summit LLC
WORTH, TARRANT COUNTY,
5A & 7A1, City of Fort Worth, Tarrant
TEXAS
County, Texas
900 BALLINGER St, FORT
Jennings West Addition Block 31 Lot 1,
901 Summit LLC
WORTH, TARRANT COUNTY,
City of Fort Worth, Tarrant County,
TEXAS
Texas
EXHIBIT B
PAGE 14
NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY
REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY
INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS
FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR
YOUR DRIVER'S LICENSE NUMBER.
SPECIAL WARRANTY DEED
Date: _, 2026
Grantor: 901 Summit, LLC. , a Texas limited liability company;
Grantor's Mailing Address (including County):
6252 Firth
Fort Worth, Tarrant County, Texas 76116
Grantee: THE CITY OF FORT WORTH, TEXAS A MUNICIPAL CORPORATION
Grantee's Mailing Address (including County):
100 FORT WORTH TRAIL
FORT WORTH, TARRANT COUNTY, TEXAS 76102
Consideration: TEN AND NO/100 DOLLARS ($ l 0.00) and other good and valuable consideration, the
receipt of which is hereby acknowledged and confessed
Property (including any improvements):
BEING A TRACT OF LAND SITUATED IN TARRANT COUNTY, TEXAS AND BEING MORE
PARTICULARLY DESCRIBED ON EXHIBIT "A" ATTACHED HERETO AND MADE A PART
HEREOF FOR ALL PURPOSES (THE "LAND") and all of Grantor's rights, titles and interests, if any, in
and to (i) all buildings, fixtures, structures and improvements thereon; (ii) any strips or gores between the
Land and all abutting properties; (iii) all roads, alleys, rights -of -way, easements, streets and ways adjacent
to or serving the Land and rights of ingress and egress thereto, whether surface, subsurface or otherwise;
(iv) any land lying in the bed of any street, road or access way, opened or proposed, in front of, at a side of
or adjoining the Land, to the centerline of such street, road or access way; (v) all water rights of any kind
or character pertaining to the Land; and (vi) all licenses, interests, and rights appurtenant to the Land.
Reservations from Conveyance:
A. THIS CONVEYANCE IS MADE SUBJECT TO AND THERE IS EXCEPTED HEREFROM,
ALL OIL, GAS AND OTHER MINERALS AND ROYALTIES HERETOFORE RESERVED OR
CONVEYED TO OTHERS AND GRANTOR HEREBY EXCEPTS AND RESERVES UNTO
GRANTOR, GRANTOR'S HEIRS SUCCESSORS AND ASSIGNS FOREVER, ALL
REMAINING OIL, GAS AND OTHER MINERALS IN AND UNDER AND THAT MAY BE
PRODUCED FROM THE PROPERTY DESCRIBED HEREIN. IF THE MINERAL ESTATE IS
SUBJECT TO EXISTING PRODUCTION OR AN EXISTING LEASE, THIS RESERVATION
INCLUDES THE PRODUCTION, THE LEASE AND ALL BENEFITS FROM IT.
PAGE 15
GRANTOR DOES HEREBY EXPRESSLY RELEASE AND WAIVE, ON BEHALF OF THE
GRANTOR AND THE GRANTOR'S SUCCESSORS AND ASSIGNS, ALL RIGHTS OF
INGRESS AND EGRESS, AND ANY AND ALL OTHER RIGHTS OF EVERY KIND AND
CHARACTER WHATSOEVER, TO ENTER UPON AND USE ANY PART OF THE SURFACE
OF THE PROPERTY FOR ANY PURPOSE INCIDENT TO EXPLORING FOR, DEVELOPING,
DRILLING FOR, PRODUCING, TRANSPORTING, MINING, TREATING, OR STORING THE
OIL, GAS AND OTHER MINERALS IN, ON, AND UNDER THE SUBJECT PROPERTY.
B. NOTHING HEREIN CONTAINED SHALL EVER BE CONSTRUED TO PREVENT THE
GRANTOR, OR THE 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 SO LONG AS THE WELL BORE
FOR ANY OIL OR GAS WELL ENTERS THE SUBSURFACE OF THE PROPERTY AT A
DEPTH OF AT LEAST 500 FEET BELOW THE SURFACE OF THE PROPETY.
Exceptions to Conveyance and Warranty:
This conveyance is expressly made by Grantor and accepted by Grantee subject to the permitted
encumbrances on the attached Exhibit "B," attached hereto and incorporated herein for all purposes.
Grantor, for the consideration expressed herein and subject only to the Reservations from
Conveyance and the Exceptions to Conveyance and Warranty, grants, sells, and conveys to Grantee the
Property, together with all and singular the rights and appurtenances thereto in any way belonging„ to have
and to hold it to Grantee and Grantee's successors, and assigns forever. Grantor binds Grantor and Grantor's
successors and assigns to warrant and forever defend all and singular the Property to Grantee and Grantee's
successors and assigns against every person whomsoever lawfully claiming or to claim the same or any part
thereof, by, through or under Grantor, but not otherwise, except as to the Reservations from Conveyance
and the Exceptions to Conveyance and Warranty.
GRANTEE IS RELYING ON GRANTEE'S OWN DUE DILIGENCE INVESTIGATION IN .MAKING
ITS DECISION TO PURCHASE THE PROPERTY AND HAS NOT RELIED ON ANY
REPRESENTATIONS OR WARRANTIES OF GRANTOR OR ANYONE ACTING ON BEHALF OF
GRANTOR, EXCEPT FOR THE LIMITED WARRANTY OF TITLE WHICH IS SET FORTH IN THIS
DEED AND TIC REPRESENTATIONS AND WARRANTIES OF SELLER EXPRESSLY SET FORTH
IN THAT CERTAIN CONTRACT TO PURCHASE AGREEMENT BY AND BETWEEN GRANTOR
AS SELLER AND GRANTEE AS PURCHASER (THE "CONTRACT") AND ANY DOCUMENT
WHICH MAY BE EXECUTED BY THE PARTIES AT CLOSING UNDER TIM CONTRACT (THE
"CLOSING DOCUMENTS"). EXCEPT AS SET FORTH IN THIS DEED, IN THE CONTRACT AND
THE CLOSING DOCUMENTS, THE PROPERTY IS BEING SOLD "AS IS" AND WITHOUT ANY
REPRESENTATION OR WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY
WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT
LIMITING THE GENERALITY OF THE FOREGOING, EXCEPT AS EXPRESSLY PROVIDED IN
THE CONTRACT OR ANY CLOSING DOCUMENTS, GRANTOR MAKES NO REPRESENTATION
OR WARRANTY AS TO WHETHER THE PROPERTY IS IN VIOLATION OF ANY CITY, STATE
OR FEDERAL LAWS, RULES, CODES, ORDERS, REGULATIONS OR ORDINANCES
(COLLECTIVELY CALLED "LAWS"), INCLUDING, WITHOUT LIMITATION, ANY LAWS
RELATING TO THE ENVIRONMENTAL CONDITION OF THE PROPERTY.
PAGE 16
[signature page follows]
PAGE 17
GRANTOR:
901 Summit, LLC, a Texas limited liability company
M.
Robert C. Finley, its Manager
(Acknowledgment)
THE STATE OF TEXAS
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day personally appeared Robert C. Finley,
Manager of 901 Summit, LLC, known to me to be the person and officer whose name is subscribed to the
foregoing instrument, and acknowledged to me that they executed the same as the act and deed and on
behalf of the 901 Summit, LLC, a Texas limited liability company of Tarrant County, Texas, for the
purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of , 2026.
Notary Public
[SEAL]
PAGE 18
ACCEPTED AND AGREED TO:
CITY OF FORT WORTH
Valerie Washington
Assistant City Manager
APPROVED AS TO FORM AND LEGALITY:
Thomas R. Hansen
Assistant City Attorney
M&C:
Date:
(Acknowledgment)
THE STATE OF TEXAS
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day personally appeared Valerie Washington,
Assistant City Manager for the City of Fort Worth, known to me to be the person and officer whose name
is subscribedto the foregoing instrument, and acknowledged to me that she executed the same as the act
and deed and on behalf of the City of Fort Worth, a municipal corporation of Tarrant County, Texas, for
the purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of
Notary Public
[SEAL]
AFTER RECORDING RETURN TO:
CITY OF FORT WORTH, A MUNICIPAL CORPORATION
c/o PROPERTY MANAGEMENT DEPARTMENT
100 FORT WORTH TRAIL
FORT WORTH, TEXAS 76102
PAGE 19
EXHIBIT A
PROPERTY ADDRESS
LEGAL DESCRIPTION
OWNER(S)
901 SUMMIT AVE, FORT
Jennings West Addition Blocl< 31 Lot5A
901 Summit LLC
WORTH, TARRANT COUNTY,
6A & 7A1, City of Fort Worth, Tarrant
TEXAS
County, Texas
900 BALLINGER St, FORT
Jennings West Addition Block 31 Lot 1,
901 Summit LLC
WORTH, TARRANT COUNTY,
City of Fort Worth, Tarrant County,
TEXAS
Texas
(Final Legal Description to be added based on Title Commitment and Survey)
SPECIAL WARRANTY DEED Ei XHIBIT A
EXHIBIT B
PERMITTED EXCEPTIONS
CONTRACT TO PURCHASE AGREEMENT
THIS CONTRACT OF SALE AND PURCHASE ("Contract") is made and entered into by and
between the CITY OF FORT WORTH, TEXAS, a home rule Municipal Corporation of the State of Texas,
acting by and through its duly authorized City Manager or Assistant City Manager ("Purchaser") and
Lewis W. Drechsel Bypass Trust ("Drechsel Trust"), Roland H. W. Drechsel, Dee Ann Drechsel, Gary
William Drechsel, and Randy Derek Drechsel (collectively the "Seller"), as of the date on which this
Contract is executed by the last to sign of Seller and Purchaser ("Effective Date").
AGREEMENT
In consideration of the mutual covenants in this Contract, Seller and Purchaser agree as follows:
Section 1. Sale and Purchase.
(a) The Drechsel Trust, Roland H. W. Drechsel and Dee Ann Drechsel collectively own,
through certain percentage interests, lots 2, 3, a portion of Lot 7, and lots 8, 9 and 10 of Block 31, Jennings
West Addition, an addition to the City of Fort Worth, with addresses at 915 & 919 Summit Avenue and
906 and 914 Ballinger St. Fort Worth, Texas 76102 as more specifically described on Exhibit "A" of this
Contract as Tracts 1, 2,3, and 4 and Roland H. W. Drechsel, Dee Ann Drechsel, Gary William Drechsel
and Randy Derek Drechsel collectively own equal interests in lot 4 of Block 31, Jennings West Addition,
an addition to the City of Fort Worth, with an address of 1400 Texas St., Fort Worth, Texas 76102 and as
more specifically described on Exhibit A of this Contract as Tract 5, all tracts combined equaling
approximately .9162 acres of land (the "Land") in which, collectively, the individuals listed above as Seller
agree to sell and convey to Purchaser and Purchaser agrees to purchase and accept from Seller, on and
subject to the terms and conditions set forth in this Contract together with all of Seller's rights, titles and
interests, if any, in and to: (i) all buildings, fixtures, structures and improvements thereon; (ii) any strips or
gores between the Land and all abutting properties; (iii) all roads, alleys, rights -of -way, easements, streets
and ways adjacent to or serving the Land and rights of ingress and egress thereto, whether surface,
subsurface or otherwise; (iv) any land lying in the bed of any street, road or access way, opened or proposed,
in front of, at a side of or adjoining the Land, to the centerline of such street, road or access way; (v) in and
to all water rights or any kind or character pertaining to the Land; and (vi) all licenses, interests, and rights
appurtenant to the Land. The Land and Items (i)-(vi) are collectively referred to as the "Property".
(b) Seller shall convey the Property to Purchaser free and clear of all liens, claims, easements,
rights -of -way, reservations, restrictions, encroachments, tenancies, and any other encumbrances
(collectively, the "Encumbrances") except the Encumbrances appearing in the Title Commitment and the
Survey (hereinafter defined) that are not cured and that are subsequently waived pursuant to Section 3
("Permitted Encumbrances").
(c) Notwithstanding anything to the contrary, Seller hereby retains and reserves from 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 Property.
Section 2. Earnest Money and Purchase Price.
(a) Within ten (10) days after the Effective Date, Purchaser must deliver to the Title
Company's escrow agent an Earnest Money deposit of Sixty -Five Thousand and 00/100 Dollars
($65,000.00) in cash funds (the "Earnest Money"); however, upon Closing (as hereinafter defined),
the Earnest Money shall be applied as a credit toward the Purchase Price (as hereinafter defined). All
Earnest Money will be (i) refunded to Purchaser if Purchaser terminates this Contract prior to
expiration of the Contract's Option Period or (ii) forfeited to Seller if Purchaser does not terminate but
defaults in its obligations to close.
(b) The purchase price ("Purchase Price") for the Property, payable by Purchaser to Seller
at Closing, is Three Million, Nine Hundred Twenty -Three Thousand, Five Hundred Seventy -Seven
dollars and .26/100 Dollars ($3,923,577.26), payable in cash at Closing.
Independent Contract Consideration and Purchase Price.
Contemporaneously with the execution of this Contract, Purchaser delivers to Seller a check in the
amount of One Hundred and 00/100 dollars ($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 Contract
Consideration shall be applied as a credit toward the Purchase Price (as hereinafter defined).
Section 3. Title Commitment and Survey.
(a) Within 10 business days after the Effective Date, Seller shall obtain at Seller's sole cost
and expense, a Commitment for Title Insurance ("Title Commitment") to be issued to Buyer from Fidelity
National Title Agency, 3230 Camp Bowie Blvd., Ste 100, Fort Worth, Texas 76107, Telephone: 817-722-
0064, Attention: Megan Newbum (the "Title Company"). The Title Commitment shall be effective as of
a date which is on or after the Effective Date, showing Seller as the record title owner of the Land, and shall
show all Encumbrances and other matters, if any, relating to the Property. The Title Company shall also
deliver contemporaneously with the Title Commitment legible copies of all documents referred to in the
Title Commitment, including but not limited to, plats, reservations, restrictions, and easements.
(b) Seller shall provide any existing surveys of the Property in Seller's possession or
reasonable control to Purchaser within five (5) days after the Effective Date of this Contract. Purchaser
may obtain a survey of the Property ("Survey"), the cost of which shall be reimbursed by Seller at Closing
in an amount up to One Thousand Six Hundred Forty -Eight Dollars and 00/100 ($1,648.00). Purchaser
shall be responsible for any remaining costs related to the survey beyond this amount. 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, Seller and Title
Company, (ii) reflect the actual dimensions of and the total number of square feet within the Property net
of any portion thereof lying within a publicly dedicated roadway or a utility easement, (iii) identify any
rights -of -way, easements, or other Encumbrances by reference to applicable recording data, and (iv)
include the Surveyor's registered number and seal and the date of the Survey. The description of the
Property prepared as a part of the Survey will be used in all of the documents set forth in this Contract
that require a legal description of the Property.
(c) Purchaser shall have a period of time ("Title Review Period") commencing on the
Effective Date and ending twenty (20) calendar days after the later to occur of (i) Purchaser's receipt of
the Title Commitment or (ii) provided that Purchaser ordered the Survey within ten (10) calendar days of
receiving the Title Commitment, Purchaser's receipt of the Survey (which receipt shall occur or shall be
deemed to have occurred not more than forty-five (45) days after the Effective Date), in which to notify
Seller in writing of any objections ("Objections") Purchaser has to any matters shown on the Title
Commitment or the Survey. Purchaser will provide written notice of its Objections to Seller with a copy
to the Title Company on or before the expiration of the current Title Review Period.
(d) Seller shall have the option, but not the obligation, to remedy or remove all Objections (or
agree irrevocably in writing to remedy or remove all such Objections at or prior to Closing) during the
period of time (the "Cure Period") ending on the tenth (101h) business day after Seller's receipt of
Purchaser's notice of such Objections. Except to the extent that Seller cures, or agrees in writing to cure,
such Objections during the Cure Period, Seller shall be deemed to have elected not to cure such matters. If
Seller is, or is deemed to be, unable or unwilling to remedy or cause the removal of any Objections (or
agree irrevocably to do so at or prior to Closing) within the Cure Period, then either (i) this Contract may
be terminated in its entirety by Purchaser by giving Seller written notice to such effect during the period of
time (the "Termination Period") ending on the fifth (5'") business day following the end of the Cure Period,
and the parties shall be released of further obligations under this Contract, except such obligations that
expressly survive the termination of this Contract; or (ii) any such Objections may be waived by or on
behalf of Purchaser, with Purchaser to be deemed to have waived such Objections if notice of termination
is not given within the Termination Period. Any title encumbrances or exceptions which are set forth in
the Title Commitment or the Survey and to which Purchaser does not object within Title Review Period (or
which are thereafter waived or deemed to be waived by Purchaser) shall be deemed to be permitted
exceptions (the "Permitted Exceptions") to the status of Seller's title to the Property.
(e) Any other provision herein to the contrary notwithstanding, (i) all exceptions disclosed in
the Title Commitment (or any subsequent title commitment) which arise on or after the Effective Date of
this Agreement and are not attributable to actions by Purchaser and (ii) all Objections that Seller agrees in
writing to cure at or prior to Closing (collectively, the "Mandatory Cure Items") shall be satisfied, cured
or removed by Seller, at Seller's sole cost and expense, at or prior to Closing.
Section 4. Due Diligence Documents. Within 5 business days after the Effective Date, Seller
shall deliver to Purchaser for Purchaser's review, to the extent within Seller's possession or reasonable
control: (i) any and all tests, studies and investigations relating to the Property 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 Property; (ii) any and all information
regarding condemnation notice(s), proceedings and awards affecting the Property; and (iii) all proposed or
existing private covenants, conditions and restrictions, of which the Property will be a part and any other
private agreements affecting the use or development of the Property.
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 expense. 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). Purchaser
shall promptly repair any damage to the Property caused by entry on the Property by Purchaser, its agents,
employees or contractors, including without limitation, filling of any holes drilled for purposes of
inspections, provided, however, such repair obligations shall not extend to protect Seller from any pre-
existing liabilities for matters merely discovered by Purchaser (such as latent environmental
contamination). Purchaser's obligation to repair damage to the Property shall survive the termination of
this Contract if Purchaser does not move forward with the purchase of the Property.
Section 6. Option Period.
(a) Notwithstanding anything to the contrary 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 5 above).
(b) Option Period Extension. Purchaser shall have one option to extend the Option
Period for a period of thirty (30) days ( "Option Period Extension") with written notice to Seller
and payment of a separate Earnest Money deposit in an amount of Thirteen Thousand and 00/100
Dollars ($13,000.00) to Escrow Agent at least five (5) business days prior to the end of the original
Option Period ("Extension Fee"). The Extension Fee will become part of the Earnest Money for
all purposes of this Contract, and shall be applied to the Purchase Price upon Closing. If the
Closing does not occur as required pursuant to this Contract, then Escrow Agent will disburse the
Extension Fee as part of the Earnest Money under the same terms as outlined under Section 2 of
this Agreement.
(c) Option Period Rights. If Purchaser is not satisfied in Purchaser's sole and absolute
discretion as to the condition precedent described in Section 6(a) above, Purchaser may give written notice
thereof to Seller on or before the end of the Option Period, whereupon this Contract shall terminate. Upon
such termination, the Contract will terminate, and neither party shall have any further rights or obligations
under this Contract, except such rights and obligations that expressly survive the termination of this
Contract.
(d) The provisions of this Section 6 control all other provisions of this Contract.
(e) The parties agree that the Option Period, outside of the Option Period Extension, will not
be extended upon expiration without a written amendment signed by both parties.
Section 7. Closing Deadline. The closing ("Closing") of the sale of the Property by Seller to
Purchaser shall occur through the office of the Title Company on or before thirty (30) days after the
expiration of the Option Period.
Section 8. Closing.
(a) At the Closing, all of the following shall occur, all of which are deemed concurrent
conditions:
(1) Seller, at Seller's sole cost and expense, shall deliver or cause to be delivered to
Purchaser the following:
(i) Special Warranty Deeds ("Deed(s)"), in substantially the same form attached
hereto as Exhibit "B", fully executed and acknowledged by Seller, conveying to
Purchaser good and indefeasible fee simple title to the Property subject only to the
Permitted Exceptions, but containing a reservation of the mineral rights, with the
precise form of the Deed to be determined pursuant to Section 10 below;
(ii) A Non -Foreign Person Affidavit, in form and substance reasonably satisfactory to
Purchaser, fully executed and acknowledged by Seller, confirming that Seller is
not a foreign person or entity within the meaning of Section 1445 of the Internal
Revenue Code of 1986, as amended;
(iii) Evidence of authority to consummate the sale of the Property as is contemplated
in this Agreement or as Purchaser or the escrow agent may reasonably request; and
(iv) Any other instrument or document reasonably 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. In addition, Purchaser shall
deliver or cause to be delivered any other instrument or document reasonably required by
the Title Company for Closing.
(3) Title Company shall issue to Purchaser, at Seller's sole cost and expense, an Owner
Policy of Title Insurance ("Owner Policy") issued by Title Company in the amount of the
Purchase Price insuring that, after the completion of the Closing, Purchaser is the owner of
indefeasible fee simple title to the Property, subject only to the Permitted Exceptions, 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 Exceptions, 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". Seller shall pay the
basic premium for the Owner Policy, and Purchaser shall pay the premium for any
amendments or endorsements to the Owner Policy, including without limitation, the
premium for the amendment to the survey exception.
(4) Seller and Purchaser shall each pay their respective attorneys' fees.
(5) Seller shall pay all recording fees for the recording of the Deed, and, except as
otherwise provided in this Contract, any other closing costs shall be allocated between
Seller and Purchaser in accordance with customary practice in Tarrant County, Texas.
(b) Purchaser will qualify for exemption from ad valorem taxation for the Property, and no ad
valorem taxation shall accrue after the date of Closing. Therefore, any ad valorem taxes assessed against
the property for the current year shall be for the period of time the Property was owned by Seller, and based
on estimates of the amount of taxes that will be due and payable on the Property during the current year,
Seller shall pay for any taxes and assessments applicable to the Property up to and including the date of
Closing. As soon as the amount of taxes and assessments on the Property for the current year is known,
Seller shall pay any additional amount of taxes to be paid for any taxes and assessments applicable to the
Property up to and including the date of Closing. The provisions of this Section 8(b) survive the Closing.
(c) Upon completion of the Closing, Seller shall deliver possession of the Property to
Purchaser, free and clear of all tenancies and title encumbrances of every kind except those disclosed in
the Permitted Exceptions.
Section 9. Seller's Representations. Seller hereby represents and warrants to Purchaser, as of the
Effective Date and as of the Closing Date, except as otherwise disclosed in written notice from Seller to
Purchaser at or prior to Closing, that:
(a) Seller's Authority. This Contract has been duly authorized by requisite action and is
enforceable against Seller in accordance with its terms; neither the execution and delivery of this Agreement
nor the consummation of the sale provided for herein will constitute a violation or breach by Seller of any
provision of any agreement or other instrument to which Seller is a party or to which Seller may be subject
although not a party, or will result in or constitute a violation or breach of any judgment, order, writ, junction
or decree issued against or binding upon Seller or the Property;
(b) No Pending Proceedings. To the best of Seller's knowledge, there is no action, suit,
proceeding or claim affecting the Property or any portion thereof, or affecting Seller and relating to the
ownership, operation, use or occupancy of the Property, pending or being prosecuted in any court or by or
before any federal, state, county or municipal department, commission, board, bureau or agency or other
governmental entity and, to the best of Seller's knowledge, no such action, suit, proceeding or claim is
threatened or asserted;
(c) Seller is Not a Foreign Person. Seller is not a foreign person or entity as defined in
Section 1445 of the Internal Revenue Code of 1986, as amended, and Purchaser is not obligated to withhold
any portion of the Sales Price for the benefit of the Internal Revenue Service;
(d) No Insolvency Proceedings. No attachment, execution, assignment for the benefit of
creditors, receivership, conservatorship or voluntary or involuntary proceedings in bankruptcy or pursuant
to any other debtor relief laws is contemplated or has been filed by or against Seller or the Property, nor is
any such action pending by or against Seller or the Property;.
(e) Contract Obligations. Except as otherwise disclosed in the Title Commitment, to the
best of Seller's knowledge, no lease, contract or agreement exists relating to the Property or any portion
thereof which is not terminable at will or upon not more than 30 days' prior notice except tenant leases;
(f) No Competing Rights. To the best of Seller's knowledge, no person, firm or entity,
other than Purchaser, has any right to purchase, lease or otherwise acquire or possess the Property or any
part thereof;
(g) No Regulatory Violations. To the best of Seller's knowledge, the Property is not in
breach of any law, ordinance or regulation, or any order of any court or any federal, state, municipal or
other governmental department, commission, board, bureau, agency or instrumentality wherever located,
including, without limitation, those relating to environmental matters and hazardous waste, and no claim,
action, suit or proceeding is pending or, to the best of Seller's knowledge and belief and after due inquiry,
threatened against or affecting Seller or affecting the Property, at law or in equity, or before or by any
federal, state, municipal or other governmental department, commission, board, bureau, agency or entity
wherever located, with respect to the Property or the Seller's present use and operation of the Property; and
(h) No Hazardous Materials. To the best of Seller's knowledge: (i) all required federal,
state and local permits concerning or related to environmental protection and regulation for the Property
have been secured and are current; (ii) Seller is and has been in full compliance with such environmental
permits and other requirements regarding environmental protection under applicable federal, state or local
laws, regulations or ordinances; (iii) there is no pending action against Seller under any environmental law,
regulation or ordinance and Seller has not received written notice of any such action or possible action; (iv)
there is not now, nor has there been in the past during Seller's ownership of the Property, any release of
hazardous substances on, over, at, from, into or onto any facility at the Property, as such terms are
understood under the Comprehensive Environmental Response, Compensation and Liability Act; and (v)
to the best of Seller's knowledge, there is no environmental condition, situation or incident on, at or
concerning the Property that could reasonably be expected to give rise to an action or to liability under any
law, rule, ordinance or common law theory governing environmental protection.
Seller acknowledges that Purchaser has relied and will rely on the representations and warranties of Seller
in executing this Agreement and in closing the purchase and sale of the Property pursuant to this Agreement,
and Seller, during the term of this Agreement, agrees to notify Purchaser promptly in the event that Seller
obtains knowledge of any change affecting any of such representations and warranties, in which event
Purchaser shall be entitled to exercise the remedies set forth in Section 14 hereof. Until and unless Seller's
warranties and representations shall have been qualified and modified as appropriate by any such additional
information provided by Seller to Purchaser, Purchaser shall continue to be entitled to rely on Seller's
representations and warranties set forth in this Agreement, notwithstanding any contrary information
resulting from any inspection or investigation made by or on behalf of Purchaser. All of Seller's
representations and warranties, as so qualified and modified, shall survive Closing for a period of two (2)
years. For purposes of this Section 9, "to the best of Seller's knowledge" shall mean the actual knowledge
of Gary Drechsel, both as Successor Trustee of the Lewis W. Drechsel Bypass Trust and in his personal
capacity, Dee Ann Drechsel, Roland H.W. Drechsel and Randy D. Drechsel, without independent
investigation or inquiry.
(i) As -Is Purchase. Purchaser hereby agrees and acknowledges that, except as otherwise
expressly set forth in this Contract, neither Seller nor any agent, attorney, employee or representative of
Seller has made any representation or warranty whatsoever regarding the subject matter of this transaction,
or any part thereof, including (without limiting the generality of the foregoing) representations as to the
physical nature or physical condition of the Property or the capabilities thereof, or title to the Property, and
that Purchaser, in executing, delivering and/or performing this Contract, does not rely upon any statement
and/or information to whomever made or given, directly or indirectly, orally or in writing, by any individual,
firm or entity. Accordingly, Purchaser agrees that, if Purchaser proceeds to the Closing, the Property shall
be deemed acceptable to Purchaser and the acquisition of the Property shall be on an "as is, where is" basis,
with all faults, subject to the provisions of this Contract. Purchaser further acknowledges that Seller would
not agree to sell the Property to Purchaser for the Purchase Price stated herein without the disclaimers,
agreements and other statements set forth in this Section. Purchaser will conduct such due diligence
investigations of the Property, including but not limited to, the physical and environmental conditions
thereof, as Purchaser deemed or deems necessary or desirable to satisfy itself as to the condition of the
Property and the existence or non-existence or curative action to be taken with respect to any hazardous
materials including, without limitation, lead products or lead paint on or discharged from the Property, and
Purchaser will rely solely upon same, and not upon any information provided by or on behalf of Seller or
its agents or attorneys with respect thereto, or whether to acquire the Property from Seller. PURCHASER
IS RELYING ON PURCHASER'S OWN DUE DILIGENCE INVESTIGATION IN MAKING ITS
DECISION TO PURCHASE THE PROPERTY AND HAS NOT RELIED ON ANY
REPRESENTATIONS OR WARRANTIES OF SELLER OR ANYONE ACTING ON BEHALF OF
SELLER, EXCEPT FOR THE LIMITED WARRANTY OF TITLE WHICH WILL BE SET
FORTH IN THE DEED AND THE REPRESENTATIONS AND WARRANTIES OF SELLER
EXPRESSLY SET FORTH IN THIS CONTRACT AND ANY DOCUMENT WHICH MAY BE
EXECUTED BY THE PARTIES AT CLOSING (THE "CLOSING DOCUMENTS"). EXCEPT AS
SET FORTH IN THE DEED, IN THIS CONTRACT AND THE CLOSING DOCUMENTS, THE
PROPERTY IS BEING SOLD "AS IS" AND WITHOUT ANY REPRESENTATION OR
WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTY OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING
THE GENERALITY OF THE FOREGOING, EXCEPT AS EXPRESSLY PROVIDED IN THIS
CONTRACT OR ANY CLOSING DOCUMENTS, SELLER MAKES NO REPRESENTATION OR
WARRANTY AS TO WHETHER THE PROPERTY IS IN VIOLATION OF ANY CITY, STATE
OR FEDERAL LAWS, RULES, CODES, ORDERS, REGULATIONS OR ORDINANCES
(COLLECTIVELY CALLED "LAWS"), INCLUDING, WITHOUT LIMITATION, ANY LAWS
RELATING TO THE ENVIRONMENTAL CONDITION OF THE PROPERTY. THIS
PROVISION SHALL SURVIVE THE CLOSING.
Section 10. Seller's Covenants.
(a) Updating of Information. Seller acknowledges that Purchaser will rely upon the Title
Commitment, Survey, Due Diligence documents and other materials delivered by Seller to Purchaser
hereunder to satisfy itself with respect to the condition and operation of the Property, and Seller agrees that,
if Seller discovers after the Effective Date that the information contained in any of the materials delivered
to Purchaser hereunder is inaccurate or misleading in any respect, then Seller shall promptly notify
Purchaser of such changes and supplement such materials.
(b) Prohibited Activities. During the term of this Agreement, Seller shall not, without the
prior written consent of Purchaser, which consent Purchaser shall have no obligation to grant and which
consent, if granted, may be conditioned in such manner as Purchaser shall deem appropriate in the sole
discretion of Purchaser: (i) grant any licenses, easements or other uses affecting any portions of the
Property; (ii) permit any mechanic's or materialman's lien to attach to any portion of the Property; (iii)
place or permit to be placed on, or remove or permit to be removed from, the Property any trees, buildings,
structures or other improvements of any kind; (iv) excavate or permit the excavation of the Property or any
portion thereof; or (v) enter into any written leases or verbal rental agreements for any duration affecting
any portions of the Property.
(c) Cooperation in Permitting Activities. During the term of this Agreement, Seller will
reasonably cooperate with Purchaser, at no cost or liability to Seller, in such manner and at such times as
Purchaser may request in obtaining subdivision, zoning or rezoning, site plan development, building permit
and other approvals required for Purchaser's proposed use, including without limitation, signing such
applications for such approvals and other instruments as may be required or authorizing Purchaser to sign
such applications or instruments as Seller's agent or both. Purchaser shall bear the costs and expenses of
obtaining all such approvals except for attorneys' fees that Seller may consider necessary in connection
with reviewing such applications and instruments, which shall be borne solely by Seller.
Section 11. Agents. Purchaser has engaged the services of LanCarte Commercial Real Estate, LLC
("LanCarte") as its broker, and Seller has engaged the services of CBRE Commercial ("CBRE") as its
broker for the sale of the Property and Seller agrees to pay a brokerage fee of Two Hundred and Six
Thousand, Nine Hundred Forty -Three and 09/100 Dollars ($206,943.09) at closing, split evenly between
CBRE and LanCarte.
Section 12. Closing Documents. No later than 3 business days prior to the Closing, Seller shall
deliver to Purchaser copies of the closing documents required to be delivered by Seller (including but not
limited to the Deed) for Purchaser's reasonable right of approval.
Section 13. Notices.
(a) Any notice under this Contract shall be in writing and shall be deemed to have been served
if (i) delivered in person to the address set forth below for the party to whom the notice is given, (ii)
delivered in person at the Closing (if that party is present at the Closing), (iii) placed in the United States
certified mail, return receipt requested, addressed to such party at the address specified below, or (iv)
deposited into the custody of Federal Express Corporation to be sent by FedEx Overnight Delivery or other
reputable overnight carrier for next day delivery, addressed to the party at the address specified below.
(b) The address of Buyer under this Contract is:
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 76102-9916
Attention: Deborah Bell - PMD
Telephone: 817-392-5166
(c) The address of Seller under this Contract is:
Roland H. W. Drechsel
2532 Willing Avenue
Fort Worth, TX 76110
Dee Ann Drechsel
817 Iona Drive
Fort Worth, Texas 76120
Gary William Drechsel
2861 Oakbriar Trail
Fort Worth, Texas 76109
Randy Derek Drechsel
329 Shane Lane
Burleson, Texas 76028
With a copy to:
Russell Norment
Brackett & Ellis, PC
100 Main Street
Fort Worth, TX 76102
Telephone: 817-339-2469
With a copy to:
Thomas Royce Hansen
City Attorney's Office
City of Fort Worth
100 Fort Worth Trail
Fort Worth, Texas 76102-9916
Telephone: (817) 392-8864
(d) From time to time either party may designate another address or fax number under this
Contract by giving the other party advance written notice of the change.
Section 14. ' Termination, Default. and Remedies.
(a) If Purchaser fails or refuses to consummate the purchase of the Property pursuant to this
Contract at the Closing for any reason other than termination of this Contract by Purchaser pursuant to a
right so to terminate expressly set forth in this Contract or Seller's failure to perform Seller's obligations
under this Contract, then Seller, as Seller's sole and exclusive remedy, shall have the right to terminate this
Contract by giving written notice thereof to Purchaser prior to or at the Closing, and receive the Earnest
Money as full liquidated damages (and not as a penalty) for the Purchaser's failure to consummate the
purchase, whereupon neither party hereto shall have any further rights or obligations hereunder, except such
rights and obligations that expressly survive the termination of this Contract. Notwithstanding the
foregoing, Seller's remedies shall not be limited with regard to Purchaser's obligation under Section 5 that
survive the termination of this Contract.
(b) If (1) Seller fails or refuses to timely consummate the sale of the Property pursuant to this
Contract at Closing, (2) at the Closing any of Seller's representations, warranties or covenants contained
herein is not true or has been breached or modified, or (3) Seller fails to perform any of Seller's other
obligations hereunder either prior to or at the Closing for any reason other than the termination of this
Contract by Seller pursuant to a right so to terminate expressly set forth in this Contract or Purchaser's
failure to perform Purchaser's obligations under this Contract, and such failure continues for more than ten
(10) days after written notice from Purchaser, then Purchaser shall have the right to;
(i) terminate this Contract by giving written notice thereof to Seller prior to or at the
Closing with a return of the Earnest Money to Purchaser and neither party hereto
shall have any further rights or obligations hereunder, except such rights and
obligations that expressly survive the termination of this Contract;
(ii) waive, prior to or at the Closing, the applicable objection or condition and proceed
to close the transaction contemplated hereby in accordance with the remaining
terms hereof;
(iii) enforce specific performance of Seller's obligations under this Agreement; or
(iv) institute an action for damages against Seller, not to exceed Sixty -Five Thousand
and 00l100 Dollars ($65,000.00).
Section 15. Survival of Obligations. To the extent necessary to carry out the terms and provisions
hereof, the terms, conditions, warranties, representations, obligations and rights set forth herein shall not be
deemed terminated at the time of the Closing, nor shall they merge into the various documents executed
and delivered at the time of the Closing. All representations and warranties by Seller in this Agreement (i)
will expire two (2) years after the Closing as to matters for which Purchaser has not provided written notice
to Seller within such period of time; and (ii) will expire as to all matters specified in any such written notice
to the extent that such matters are not resolved or made the subject of litigation instituted prior to the
expiration of two (2) years after the Closing.
Section 16. Entire Contract. This Contract (including the attached Exhibits) contains the entire
contract between Seller and Purchaser, and no oral statements or prior written matter not specifically
incorporated herein is of any force and effect. No modifications are binding on either party unless set forth
in a document executed by that party.
Section 17. Assiens. This Contract inures to the benefit of and is binding on the parties and their
respective legal representatives, successors, and assigns. Neither party may assign its interest under this
Contract without the prior written consent of the other party.
Section 18. Takiine Prior to Closing. If, prior to Closing, the Property or any portion thereof becomes
subject to a taking by virtue of eminent domain, other than by the City of Fort Worth, Purchaser may, in
Purchaser's sole discretion, either (i) terminate this Contract and neither party shall have any further rights
or obligations hereunder, or (ii) proceed with the Closing of the transaction with an adjustment in the
Purchase Price to reflect the net square footage of the Property after the taking.
Section 19. Governine Law. This Contract shall be governed by and construed in accordance with
the laws of the State of Texas.
Section 20. Performance of Contract. The obligations under the terms of the Contract are
performable in Tarrant County, Texas, and any and all payments under the terms of the Contract are to be
made in Tarrant County, Texas.
Section 21. Venue. Venue of any action brought under this Contract shall be in Tarrant County,
Texas if venue is legally proper in that County.
Section 22. Severability. 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 23. 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 Effective Date
of this Contract is the date on which this Contract is executed by the last to sign of Seller and Purchaser.
Section 24. Counterparts. This Contract may be executed in multiple counterparts, each of which
will be deemed an original, but which together will constitute one instrument.
Section 25. Terminoloey. The captions beside the section numbers of this Contract are for reference
only and do not modify or affect this Contract in any manner. Wherever required by the context, any gender
includes any other gender, the singular includes the plural, and the plural includes the singular.
Section 26. Construction. The parties acknowledge that each party and its counsel have reviewed and
revised this Contract and that the normal rule of construction to the effect that any ambiguities are to be
resolved against the drafting party is not to be employed in the interpretation of this Contract or any
amendments or exhibits to it.
Section 27. Attorney's Fees. If any action at law or in equity is necessary to enforce or interpret the
terms of this Contract, the prevailing party or parties are entitled to reasonable attorneys' fees, costs and
necessary disbursements in addition to any other relief to which such party or parties may be entitled. A
plaintiff is a prevailing party if it succeeds on the merits of its claim(s). A defendant is a prevailing party
if the defendant defeats the claim(s) brought by the plaintiff or if the defendant succeeds on any claims for
affirmative relief against the plaintiff. It is not necessary for a defendant to bring affirmative claims against
plaintiff to be a prevailing party for purposes of this provision.
[SIGNATURES APPEAR ON THE FOLLOWING PAGEI
This Contract is EXECUTED as of the Effective Date.
SELLER:
Gary Drechs Successor Tru ee of the Lewis W. Drechsel Bypass Trust
lee Ann Drechsel, an individual
Ro nd H.W. Drech I, an individu
l
Gary William Drechsel, an individ
Derek Drechsl, an individual
PURCHASER:
CITY OF FORT WORTH, TEXAS
✓aLYLA- L
Valerie Washington (Aug 7, 2026 22:51:46 EDT)
Valerie Washnington, Assistant City Manager
Date: 08/07/2026
Attest:
City Secretary
M&C No: 26-0555 Date: June 23, 2026
APPROVED AS TO LEGALITY AND FORM
Thomas Royce Hansen
Senior Assistant City Attorney
This Contract is EXECUTED as of the Effective Date.
SELLER:
Gary Drechsel, Successor Trustee of the Lewis W. Drechsel Bypass Trust
Dee Ann Drechsel, an individual
-a - o4.
Roland H.W. Drechsel, an individual
Gary William Drechsel, an individual
Randy Derek Drechsel, an individual
PURCHASER:
CITY OF FORT WORTH, TEXAS
By: Valerie Washington (Aug 7, 2026 22:51:46 EDT)
Valerie Washnington, Assistant City Manager
Date: 08/07/2026
Attest:
City Secretary
M&C No: 26-0555 Date: June 23, 2026
APPROVED AS TO LEGALITY AND FORM
Thomas Royce Hansen
Senior Assistant City Attorney
Contract Compliance Manager:
By signing I acknowledge that I am the person responsible
for the monitoring and administration of this contract, including
ensuring all performance and reporting requirements.
Stuart E. Young
Assistant Director Property Management
By its execution below, Title Company agrees to perform its other duties pursuant to the provisions of this
Contract.
FIDELITY NATIONAL TITLE COMPANY:
By:
Name:
Title:
Date:
EXHIBIT "A"
PROPERTY ADDRESS
LEGAL DESCRIPTION
OWNER(S)
915 SUMMIT AVE, FORT
Jennings West Addition Block 31 Lot
Drechsel Roland III Etal
WORTH, TARRANT
7A2 & 8A, City of Fort Worth, Tarrant
COUNTY, TEXAS
County, Texas
919 SUMMIT AVE, FORT
Jennings West Addition Block 31 Lot 9
Drechsel Bypass Trust
WORTH, TARRANT
& 10 Less Row, City of Fort Worth,
COUNTY, TEXAS
Tarrant County, Texas
906 BALLINGER St.,
Jennings West Addition Block 31 Lot
Drechsel Bypass Trust Etal
FORT WORTH,
2, City of Fort Worth, Tarrant County,
TARRANT COUNTY,
Texas
TEXAS
914 BALLINGER St,
Jennings West Addition Block 31 Lot
Drechsel Bypass Trust Etal
FORT WORTH,
3, City of Fort Worth, Tarrant County,
TARRANT COUNTY,
Texas
TEXAS
1400 TEXAS ST, FORT
Jennings West Addition Block 31 Lot
R H W 3rd DA GW RD
WORTH, TARRANT
4, City of Fort Worth, Tarrant County,
Drechsel
COUNTY, TEXAS
Texas
EXHIBIT B
WARRANTY DEEDS
Special Warranty Deed for 915 & 919 Summit Ave. and 906 & 914 Ballinger St.
NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY
REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY
INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS
FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR
YOUR DRIVER'S LICENSE NUMBER.
SPECIAL WARRANTY DEED
Date: , 2026
Grantors: Gary Drechsel, Successor Trustee of the Lewis W. Drechsel Bypass Trust who owns a fifty
percent (50%) interest in the Property described below immediately prior to this conveyance, Roland H. W.
Drechsel and Dee Ann Drechsel each of whom owns a twenty-five percent (25%) interest in the Property
described below immediately prior to this conveyance.
Gary Drechsel, Successor Trustee of the Lewis W. Drechsel Bypass Trust (50% ownership interest),
whose mailing address is:
2861 Oakbriar Trail
Fort Worth, Tarrant County, Texas 76109
Roland H. W. Drechsel (25% ownership interest), whose mailing address is:
2532 Willing Avenue
Fort Worth, Tarrant County, Texas 76110
Dee Ann Drechsel (25% ownership interest), whose mailing address is:
817 Iona Drive
Fort Worth, Tarrant County, Texas 76120
Grantee: THE CITY OF FORT WORTH, TEXAS A MUNICIPAL CORPORATION
Grantee's Mailing Address (including County):
100 FORT WORTH TRAIL
FORT WORTH, TAR -RANT COUNTY, TEXAS 76102
Consideration: TEN AND NOI100 DOLLARS ($10.00) and other good and valuable consideration, the
receipt of which is hereby acknowledged and confessed
Property (including any improvements):
BEING A TRACT OF LAND SITUATED IN TARRANT COUNTY, TEXAS AND BEING MORE
PARTICULARLY DESCRIBED ON EXHIBIT "A" ATTACHED HERETO AND MADE A PART
HEREOF FOR ALL PURPOSES (THE "LAND") and all of Grantor's rights, titles and interests, if any, in
and to (i) all buildings, fixtures, structures and improvements thereon; (ii) any strips or gores between the
Land and all abutting properties; (iii) all roads, alleys, rights -of -way, easements, streets and ways adjacent
to or serving the Land and rights of ingress and egress thereto, whether surface, subsurface or otherwise;
(iv) any land lying in the bed of any street, road or access way, opened or proposed, in front of, at a side of
or adjoining the Land, to the centerline of such street, road or access way; (v) all water rights of any kind
or character pertaining to the Land; and (vi) all licenses, interests, and rights appurtenant to the Land..
Reservations from Conveyance:
A. THIS CONVEYANCE IS MADE SUBJECT TO AND THERE IS EXCEPTED HEREFROM,
ALL OIL, GAS AND OTHER MINERALS AND ROYALTIES HERETOFORE RESERVED OR
CONVEYED TO OTHERS AND GRANTOR HEREBY EXCEPTS AND RESERVES UNTO
GRANTOR, GRANTOR'S HEIRS SUCCESSORS AND ASSIGNS FOREVER, ALL
REMAINING OIL, GAS AND OTHER MINERALS IN AND UNDER AND THAT MAY BE
PRODUCED FROM THE PROPERTY DESCRIBED HEREIN. IF THE MINERAL ESTATE IS
SUBJECT TO EXISTING PRODUCTION OR AN EXISTING LEASE, THIS RESERVATION
INCLUDES THE PRODUCTION, THE LEASE AND ALL BENEFITS FROM IT.
GRANTOR DOES HEREBY EXPRESSLY RELEASE AND WAIVE, ON BEHALF OF THE
GRANTOR AND THE GRANTOR'S SUCCESSORS AND ASSIGNS, ALL RIGHTS OF
INGRESS AND EGRESS, AND ANY AND ALL OTHER RIGHTS OF EVERY KIND AND
CHARACTER WHATSOEVER, TO ENTER UPON AND USE ANY PART OF THE SURFACE
OF THE PROPERTY FOR ANY PURPOSE INCIDENT TO EXPLORING FOR, DEVELOPING,
DRILLING FOR, PRODUCING, TRANSPORTING, MINING, TREATING, OR STORING THE
OIL, GAS AND OTHER MINERALS 1N, ON, AND UNDER THE SUBJECT PROPERTY.
B. NOTHING HEREIN CONTAINED SHALL EVER BE CONSTRUED TO PREVENT THE
GRANTOR, OR THE 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 SO LONG AS THE WELL BORE
FOR ANY OIL OR GAS WELL ENTERS THE SUBSURFACE OF THE PROPERTY AT A
DEPTH OF AT LEAST 500 FEET BELOW THE SURFACE OF THE PROPETY.
Exceptions to Conveyance and Warranty:
This conveyance is expressly made by Grantor and accepted by Grantee subject to the permitted
encumbrances on the attached Exhibit 1111," attached hereto and incorporated herein for all purposes.
Grantor, for the consideration expressed herein and subject only to the Reservations from
Conveyance and the Exceptions to Conveyance and Warranty, grants, sells, and conveys to Grantee the
Property, together with all and singular the rights and appurtenances thereto in any way belonging, to have
and to hold it to Grantee and Grantee's successors, and assigns forever. Grantor binds Grantor and Grantor's
successors and assigns to warrant and forever defend all and singular the Property to Grantee and Grantee's
successors and assigns against every person whomsoever lawfully claiming or to claim the same or any part
thereof, by, through or under Grantor, but not otherwise, except as to the Reservations from Conveyance
and the Exceptions to Conveyance and Warranty.
GRANTOR:
Gary Drechsel as Successor Trustee of the Lewis W. Drechsel Bypass Trust
By: _
(Title)
(Acknowledgment)
THE STATE OF TEXAS
COUNTY OF TARRANT
BEFORE ME, the undersigned authority, on this day
personally appeared known to me to be the person whose
name is subscribed to the foregoing instrument, and acknowledged to me that they executed the same for
the purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of , 2026.
Notary Public
[SEAL]
Roland H. W. Drechsel, an individual
By:
(name)
THE STATE OF TEXAS
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day
personally appeared known to me to be the person and
officer whose name is subscribed to the foregoing instrument, and acknowledged to me that they executed
the same as the act and deed and on behalf of the 919 Summit Ave, 915 Summit Ave, 906 Ballinger St.,
914 Ballinger St, and 1400 Texas St. of Tarrant County, Texas, for the purposes and consideration therein
expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of , 2026.
Notary Public
[SEAL]
Dee Ann Drechsel, an individual
By:
(Title)
THE STATE OF TEXAS
COUNTY OF TARRANT
BEFORE ME, the undersigned authority, on this day
personally appeared known to me to be the person and
officer whose name is subscribed to the foregoing instrument, and acknowledged to me that they executed
the same for the purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of , 2026.
Notary Public
[SEAL]
ACCEPTED AND AGREED TO:
CITY OF FORT WORTH
Valerie Washington
Assistant City Manager
APPROVED AS TO FORM AND LEGALITY:
�0
Thomas R. Hansen
Assistant City Attorney
M&C:
Date:
(Acknowledgment)
THE STATE OF TEXAS
COUNTY OF TARRANT
BEFORE ME, the undersigned authority, on this day personally appeared Valerie Washington,
Assistant City Manager for the City of Fort Worth, known to me to be the person and officer whose name
is subscribed to the foregoing instrument, and acknowledged to me that she executed the same as the act
and deed and on behalf of the City of Fort Worth, a municipal corporation of Tarrant County, Texas, for
the purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of , 2026.
Notary Public
[SEAL]
AFTER RECORDING RETURN TO:
CITY OF FORT WORTH, A MUNICIPAL CORPORATION
c/o PROPERTY MANAGEMENT DEPARTMENT
100 FORT WORTH TRAIL
FORT WORTH, TEXAS 76102
EXHIBIT A
PROPERTY ADDRESS
LEGAL DESCRIPTION
OWNER(S)
915 SUMMIT AVE, FORT
Jennings West Addition Block 31 Lot
Drechsel Roland III Etal
WORTH, TARRANT
7A2 & 8A, City of Fort Worth, Tarrant
COUNTY, TEXAS
County, Texas
919 SUMMIT AVE, FORT
Jennings West Addition Block 31 Lot 9
Drechsel Bypass Trust
WORTH, TARRANT
& 10 Less Row, City of Fort Worth,
COUNTY, TEXAS
Tarrant County, Texas
906 BALLINGER St.,
Jennings West Addition Block 31 Lot
Drechsel Bypass Trust Etal
FORT WORTH,
2, City of Fort Worth, Tarrant County,
TARRANT COUNTY,
Texas
TEXAS
914 BALLINGER St,
Jennings West Addition Block 31 Lot
Drechsel Bypass Trust Etal
FORT WORTH,
3, City of Fort Worth, Tarrant County,
TARRANT COUNTY,
Texas
TEXAS
1400 TEXAS ST, FORT
Jennings West Addition Block 31 Lot
R H W 3rd DA GW RD
WORTH, TARRANT
4, City of Fort Worth, Tarrant County,
Drechsel
COUNTY, TEXAS
Texas
(Final Legal Description to be added based on Title Commitment and Survey)
EXHIBIT B
PERMITTED EXCEPTIONS
SPECIAL WARRANTY DEED PAGE I
Special Warranty Deed for 1400 Texas Street
NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY
REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM ANY
INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS
FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR
YOUR DRIVER'S LICENSE NUMBER.
SPECIAL WARRANTY DEED
Date: .2026
Grantors: Roland H. W. Drechsel, Dee Ann Drechsel, Gary William Drechsel and Randy Derek Drechsel,
each of whom owns an undivided twenty-five percent (25%) interest in the Property described below
immediately prior to this conveyance:
Roland H. W. Drechsel (25% ownership interest), whose mailing address is:
2532 Willing Avenue
Fort Worth, Tarrant County, Texas 76110
Dee Ann Drechsel (25% ownership interest), whose mailing address is:
817 Iona Drive
Fort Worth, Tarrant County, Texas 76120
Gary William Drechsel (25% ownership interest), whose mailing address is:
2861 Oakbriar Trail
Fort Worth, Tarrant County, Texas 76109
Randy Derek Drechsel (25% ownership interest), whose mailing address is:
329 Shane Lane
Burleson, Tarrant County, Texas 76028
Grantee: THE CITY OF FORT WORTH, TEXAS A MUNICIPAL CORPORATION
Grantee's Mailing Address (including County):
100 FORT WORTH TRAIL
FORT WORTH, TARRANT COUNTY, TEXAS 76102
Consideration: TEN AND NOI100 DOLLARS ($10.00) and other good and valuable consideration, the
receipt of which is hereby acknowledged and confessed
SPECIAL WARRANTY DEED PAGE 2
Property (including any improvements):
BEING A TRACT OF LAND SITUATED IN TARRANT COUNTY, TEXAS AND BEING MORE
PARTICULARLY DESCRIBED ON EXHIBIT "A" ATTACHED HERETO AND MADE A PART
HEREOF FOR ALL PURPOSES (THE "LAND") and all of Grantor's rights, titles and interests, if any, in
and to (i) all buildings, fixtures, structures and improvements thereon; (ii) any strips or gores between the
Land and all abutting properties; (iii) all roads, alleys, rights -of -way, easements, streets and ways adjacent
to or serving the Land and rights of ingress and egress thereto, whether surface, subsurface or otherwise;
(iv) any land lying in the bed of any street, road or access way, opened or proposed, in front of, at a side of
or adjoining the Land, to the centerline of such street, road or access way; (v) all water rights of any kind
or character pertaining to the Land; and (vi) all licenses, interests, and rights appurtenant to the Land.
Reservations from Conveyance:
A. THIS CONVEYANCE IS MADE SUBJECT TO AND THERE IS EXCEPTED HEREFROM,
ALL OIL, GAS AND OTHER MINERALS AND ROYALTIES HERETOFORE RESERVED OR
CONVEYED TO OTHERS AND GRANTOR HEREBY EXCEPTS AND RESERVES UNTO
GRANTOR, GRANTOR'S HEIRS SUCCESSORS AND ASSIGNS FOREVER, ALL
REMAINING OIL, GAS AND OTHER MINERALS IN AND UNDER AND THAT MAY BE
PRODUCED FROM THE PROPERTY DESCRIBED HEREIN. IF THE MINERAL ESTATE IS
SUBJECT TO EXISTING PRODUCTION OR AN EXISTING LEASE, THIS RESERVATION
INCLUDES THE PRODUCTION, THE LEASE AND ALL BENEFITS FROM IT.
GRANTOR DOES HEREBY EXPRESSLY RELEASE AND WAIVE, ON BEHALF OF THE
GRANTOR AND THE GRANTOR'S SUCCESSORS AND ASSIGNS, ALL RIGHTS OF
INGRESS AND EGRESS, AND ANY AND ALL OTHER RIGHTS OF EVERY KIND AND
CHARACTER WHATSOEVER, TO ENTER UPON AND USE ANY PART OF THE SURFACE
OF THE PROPERTY FOR ANY PURPOSE INCIDENT TO EXPLORING FOR, DEVELOPING,
DRILLING FOR, PRODUCING, TRANSPORTING, MINING, TREATING, OR STORING THE
OIL, GAS AND OTHER MINERALS IN, ON, AND UNDER THE SUBJECT PROPERTY.
B. NOTHING HEREIN CONTAINED SHALL EVER BE CONSTRUED TO PREVENT THE
GRANTOR, OR THE 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 SO LONG AS THE WELL BORE
FOR ANY OIL OR GAS WELL ENTERS THE SUBSURFACE OF THE PROPERTY AT A
DEPTH OF AT LEAST 500 FEET BELOW THE SURFACE OF THE PROPETY.
Exceptions to Conveyance and Warranty:
This conveyance is expressly made by Grantor and accepted by Grantee subject to the permitted
encumbrances on the attached Exhibit 11B," attached hereto and incorporated herein for all purposes.
Grantor, for the consideration expressed herein and subject only to the Reservations from
Conveyance and the Exceptions to Conveyance and Warranty, grants, sells, and conveys to Grantee the
Property, together with all and singular the rights and appurtenances thereto in any way belonging, to have
and to hold it to Grantee and Grantee's successors, and assigns forever. Grantor binds Grantor and Grantor's
successors and assigns to warrant and forever defend all and singular the Property to Grantee and Grantee's
successors and assigns against every person whomsoever lawfully claiming or to claim the same or any part
SPECIAL WARRANTY DEEt) PAGE 3
thereof, by, through or under Grantor, but not otherwise, except as to the Reservations from Conveyance
and the Exceptions to Conveyance and Warranty.
[signature page follows]
SPECIAL WARRANTY DEED PAGE 4
GRANTOR:
Roland H. W. Drechsel, an individual
By:
(Name)
(Acknowledgment)
THE STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day
personally appeared known to me to be the person whose
name is subscribed to the foregoing instrument, and acknowledged to me that they executed the same for
the purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of , 2026.
Notary Public
[SEAL]
Dee Ann Drechsel, an individual
Bv:
(Name)
THE STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day
_ .personally appeared known to me to be the person and
officer whose name is subscribed to the foregoing instrument, and acknowledged to me that they executed
the same for the purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of , 2026.
Notary Public
[SEAL]
SPECIAL WARRANTY DEED PAGE 5
Gary William Drechsel, an individual
By: _
(Name
THE STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day
personally appeared known to me to be the person and
officer whose name is subscribed to the foregoing instrument, and acknowledged to me that they executed
the same for the purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of , 2026.
Notary Public
[SEAL]
Randy Derek Drechsel, an individual
By:
(Name)
THE STATE OF TEXAS §
COUNTY OF TARRANT §
BEFORE ME, the undersigned authority, on this day
personally appeared known to me to be the person and
officer whose name is subscribed to the foregoing instrument, and acknowledged to me that they executed
the same for the purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of , 2026.
Notary Public
[SEAL]
SPECIAL WARRANTY DEED PAGE 6
ACCEPTED AND AGREED TO:
CITY OF FORT WORTH
Valerie Washington
Assistant City Manager
APPROVED AS TO FORM AND LEGALITY:
in
Thomas R. Hansen
Assistant City Attorney
M&C:
Date:
(Acknowledgment)
THE STATE OF TEXAS
COUNTY OF TARRANT
BEFORE ME, the undersigned authority, on this day personally appeared Valerie Washington,
Assistant City Manager for the City of Fort Worth, known to me to be the person and officer whose name
is subscribed to the foregoing instrument, and acknowledged to me that she executed the same as the act
and deed and on behalf of the City of Fort Worth, a municipal corporation of Tarrant County, Texas, for
the purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of )2026.
Notary Public
[SEAL]
AFTER RECORDING RETURN TO:
CITY OF FORT WORTH, A MUNICIPAL CORPORATION
c/o PROPERTY MANAGEMENT DEPARTMENT
100 FORT WORTH TRAIL
FORT WORTH, TEXAS 76102
SPECIAL WARRANTY DEED PAGE 7
EXHIBIT A
PROPERTY ADDRESS
LEGAL DESCRIPTION
OWNER(S)
915 SUMMIT AVE, FORT
Jennings West Addition Block 31 Lot
Drechsel Roland III Etal
WORTH, TARRANT
7A2 & 8A, City of Fort Worth, Tarrant
COUNTY, TEXAS
County, Texas
919 SUMMIT AVE, FORT
Jennings West Addition Block 31 Lot 9
Drechsel Bypass Trust
WORTH, TARRANT
& 10 Less Row, City of Fort Worth,
COUNTY, TEXAS
Tarrant County, Texas
906 BALLINGER St.,
Jennings West Addition Block 31 Lot
Drechsel Bypass Trust Etal
FORT WORTH,
2, City of Fort Worth, Tarrant County,
TARRANT COUNTY,
Texas
TEXAS
914 BALLINGER St,
Jennings West Addition Block 31 Lot
Drechsel Bypass Trust Etal
FORT WORTH,
3, City of Fort Worth, Tarrant County,
TARRANT COUNTY,
Texas
TEXAS
1400 TEXAS ST, FORT
Jennings West Addition Block 31 Lot
R H W 3rd DA GW RD
WORTH, TARRANT
4, City of Fort Worth, Tarrant County,
Drechsel
COUNTY, TEXAS
Texas
(Final Legal Description to be added based on Title Commitment and Survey)
SPECIAL WARRANTY DEED EXHIBIT A
EXHIBIT B
PERMITTED EXCEPTIONS
FORT WORTH,,
MAYOR AND COUNCIL COMMUNICATION
7.3.6 PURCHASE OF SUMMIT AVENUE PROPERTIES
DATE: 06/23/26 M&C FILE NUMBER: M&C 26-0555
DEPARTMENT: PROPERTY MANAGEMENT
SUBJECT
(CD 9) Authorize the Acquisition of a Fee Simple Interest in Approximately 1.38 Acres of Land
for All of Block 31 of the Jennings West Addition, an Addition to the City of Fort Worth, Tarrant
County, Texas from Three Separate Ownership Groups, Specifically, Parcels Located at 901
Summit Avenue and 900 Ballinger Street from 901 Summit LLC, 915 and 919 Summit Avenue and
906 and 914 Ballinger Street from Patsy Pridgeon Drechsel, Trustee of the Drechsel Bypass Trust,
Dee Ann Dreschel and Roland Dreschel III, respectively, and 1400 Texas Street from Gary
Drechsel, Randy Drechsel, Roland H.W. Drechsel III, and Dee Ann Drechsel, Respectively, for the
Downtown Library Project in an Amount Up to $5,950,000.00 and Authorize Payment of
Estimated Closing Costs in an Amount Up to $55,000.00
RECOMMENDATION
It is recommended that the City Council:
1. Authorize the acquisition of a fee simple interest in approximately 1.38 Acres of land for
all of Block 31 of the Jennings West Addition, an addition to the City of Fort Worth, Tarrant
County, Texas from three separate ownership groups, specifically, parcels located at 901
Summit Ave. and 900 Ballinger St. from 901 Summit LLC, 915 and 919 Summit Ave. and
906 and 914 Ballinger St. from Patsy Pridgeon Drechsel, Trustee of the Drechsel Bypass
Trust, Dee Ann Dreschel and Roland Dreschel III, respectively, and 1400 Texas Street from
Gary Drechsel, Randy Drechsel, Roland H.W. Drechsel III, and Dee Ann Drechsel,
respectively, for the Downtown Library project (City Project No. 106133) in an amount up
to $ 5,950,000.00;
2. Authorize the payment of closing costs in an amount up to $55,000.00; and
3. Authorize the City Manager or designee to execute the purchase and sale agreements
with the appropriate owners for the 1.38 acres of land and record the appropriate
instruments at closing.
1of3
FORT WORTH,,
DISCUSSION
The purpose of this Mayor and Council Communication (M&C) is to seek approval
to acquire a fee simple interest in 1.38 acres of land consisting of all of Block 31, Jennings
West Addition, an addition to the City of Fort Worth (City), Tarrant County, Texas and
recorded under Volume 510, page 341 of the Tarrant County Deed Records and located at the
physical addresses of 901, 915 & 919 Summit Avenue; 900, 906 & 914 Ballinger Street; and 1400
Texas Street, Fort Worth, Texas 76102 (Property), for the construction of a new downtown
library.
On August 13, 2024 (M&C 24-0690), Council approved the purchase of 512 W. 4th Street. After
complete construction costs were provided and realizing the facility had layout challenges for
effective library use, it was decided a new downtown library would better address the needs
of the community and library operations. The Property has been selected as the site for the
new downtown library (City Project No. 106133).
There are three separate ownership groups that own the various parcels consisting of the
Property. Each ownership group has agreed to sell their properties to the City for a total
purchase price of $5,950,000.00. 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 City will pay closing costs in an amount
up to $55,000.00.
901 Summit, LLC (Company Group) is the owner of lots 1, 5, 6, and a portion of lot 7 that have
addresses of 901 Summit Avenue and 900 Ballinger St. Fort Worth, Texas 76102. Patsy Pridgeon
Drecshel, trustee of the Drechsel Bypass Trust, along with Dee Ann Drechsel and Roland
Drechsel III (collectively the Bypass Trust Group) are the owners of lots 2, 3, a portion of Lot 7,
and lots 8, 9, and 10 with addresses at 915 and 919 Summit Avenue and 906 and 914 Ballinger
St. Fort Worth, Texas 76102. Finally, Gary Drechsel, Randy Drechsel, Roland Drechsel III, and Dee
Ann Drechsel (collectively the Family Group) are the owners of lot 4 which has an address at
1400 Texas St., Fort Worth, Texas, 76102.
The Company Group has agreed to sell its properties to the City for $2,026,422.74. The Bypass
Trust Group, along with the Family Group, have agreed to sell their properties to the City for
$3,923,577.26. Combined, the City would pay the total purchase price of $5,950,000.00 for the
Property.
2 of 3
FORT WORTH,,
Funding is budgeted in the General Capital Projects Fund for the Library and Property
Management Departments for the purpose of funding the Downtown Library project, as
appropriated.
This project is in COUNCIL DISTRICT 9.
FISCAL INFORMATION/CERTIFICATION
The Director of Finance certifies that funds are available in the current capital budget, as
previously appropriated, in the General Capital Projects Fund for the Downtown Library project
to support the approval of the above recommendations and acquisition of fee simple
property rights. Prior to any expenditure being incurred, the Property Management and Library
Departments have the responsibility to validate the availability of funds.
SUBMITTED FOR CITY MANAGER'S OFFICE BY:
ORIGINATING BUSINESS UNIT HEAD:
FA91101111W►FA41kql1;[*];7L/erIIs] ► role] ►11r_[6119
Valerie R. Washington, # 6192
Marlyn Marvin, # 7708
Midori Clark, # 7707
Stuart Young, # 8379
Deborah Bell, # 5166
ATTACHMENTS
1. DOWNTOWN LIBRARY PROJEC T 2. Site Map [7.3.6.1 -1 page]
2. CONFIDENTIAL REDACTED - DOWNTOWN LIBRARY SUMMIT FID TABLE [7.3.6.2 -1 page]
3. CONFIDENTIAL REDACTED - 901 Summit LLC Form 1295 [7.3.6.3 - 1 page]
4. CONFIDENTIAL REDACTED - Purchase of Summit Avenue Properties funds avail [7.3.6.4 -
1 page]
Motion: Approved.
3of3
FORT WORTH,,
MAYOR AND COUNCIL COMMUNICATION
7.3.6 PURCHASE OF SUMMIT AVENUE PROPERTIES
DATE: 06/23/26 M&C FILE NUMBER: M&C 26-0555
DEPARTMENT: PROPERTY MANAGEMENT
SUBJECT
(CD 9) Authorize the Acquisition of a Fee Simple Interest in Approximately 1.38 Acres of Land
for All of Block 31 of the Jennings West Addition, an Addition to the City of Fort Worth, Tarrant
County, Texas from Three Separate Ownership Groups, Specifically, Parcels Located at 901
Summit Avenue and 900 Ballinger Street from 901 Summit LLC, 915 and 919 Summit Avenue and
906 and 914 Ballinger Street from Patsy Pridgeon Drechsel, Trustee of the Drechsel Bypass Trust,
Dee Ann Dreschel and Roland Dreschel III, respectively, and 1400 Texas Street from Gary
Drechsel, Randy Drechsel, Roland H.W. Drechsel III, and Dee Ann Drechsel, Respectively, for the
Downtown Library Project in an Amount Up to $5,950,000.00 and Authorize Payment of
Estimated Closing Costs in an Amount Up to $55,000.00
RECOMMENDATION
It is recommended that the City Council:
1. Authorize the acquisition of a fee simple interest in approximately 1.38 Acres of land for
all of Block 31 of the Jennings West Addition, an addition to the City of Fort Worth, Tarrant
County, Texas from three separate ownership groups, specifically, parcels located at 901
Summit Ave. and 900 Ballinger St. from 901 Summit LLC, 915 and 919 Summit Ave. and
906 and 914 Ballinger St. from Patsy Pridgeon Drechsel, Trustee of the Drechsel Bypass
Trust, Dee Ann Dreschel and Roland Dreschel III, respectively, and 1400 Texas Street from
Gary Drechsel, Randy Drechsel, Roland H.W. Drechsel III, and Dee Ann Drechsel,
respectively, for the Downtown Library project (City Project No. 106133) in an amount up
to $ 5,950,000.00;
2. Authorize the payment of closing costs in an amount up to $55,000.00; and
3. Authorize the City Manager or designee to execute the purchase and sale agreements
with the appropriate owners for the 1.38 acres of land and record the appropriate
instruments at closing.
1of3
FORT WORTH,,
DISCUSSION
The purpose of this Mayor and Council Communication (M&C) is to seek approval
to acquire a fee simple interest in 1.38 acres of land consisting of all of Block 31, Jennings
West Addition, an addition to the City of Fort Worth (City), Tarrant County, Texas and
recorded under Volume 510, page 341 of the Tarrant County Deed Records and located at the
physical addresses of 901, 915 & 919 Summit Avenue; 900, 906 & 914 Ballinger Street; and 1400
Texas Street, Fort Worth, Texas 76102 (Property), for the construction of a new downtown
library.
On August 13, 2024 (M&C 24-0690), Council approved the purchase of 512 W. 4th Street. After
complete construction costs were provided and realizing the facility had layout challenges for
effective library use, it was decided a new downtown library would better address the needs
of the community and library operations. The Property has been selected as the site for the
new downtown library (City Project No. 106133).
There are three separate ownership groups that own the various parcels consisting of the
Property. Each ownership group has agreed to sell their properties to the City for a total
purchase price of $5,950,000.00. 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 City will pay closing costs in an amount
up to $55,000.00.
901 Summit, LLC (Company Group) is the owner of lots 1, 5, 6, and a portion of lot 7 that have
addresses of 901 Summit Avenue and 900 Ballinger St. Fort Worth, Texas 76102. Patsy Pridgeon
Drecshel, trustee of the Drechsel Bypass Trust, along with Dee Ann Drechsel and Roland
Drechsel III (collectively the Bypass Trust Group) are the owners of lots 2, 3, a portion of Lot 7,
and lots 8, 9, and 10 with addresses at 915 and 919 Summit Avenue and 906 and 914 Ballinger
St. Fort Worth, Texas 76102. Finally, Gary Drechsel, Randy Drechsel, Roland Drechsel III, and Dee
Ann Drechsel (collectively the Family Group) are the owners of lot 4 which has an address at
1400 Texas St., Fort Worth, Texas, 76102.
The Company Group has agreed to sell its properties to the City for $2,026,422.74. The Bypass
Trust Group, along with the Family Group, have agreed to sell their properties to the City for
$3,923,577.26. Combined, the City would pay the total purchase price of $5,950,000.00 for the
Property.
2 of 3
FORT WORTH,,
Funding is budgeted in the General Capital Projects Fund for the Library and Property
Management Departments for the purpose of funding the Downtown Library project, as
appropriated.
This project is in COUNCIL DISTRICT 9.
FISCAL INFORMATION/CERTIFICATION
The Director of Finance certifies that funds are available in the current capital budget, as
previously appropriated, in the General Capital Projects Fund for the Downtown Library project
to support the approval of the above recommendations and acquisition of fee simple
property rights. Prior to any expenditure being incurred, the Property Management and Library
Departments have the responsibility to validate the availability of funds.
SUBMITTED FOR CITY MANAGER'S OFFICE BY:
ORIGINATING BUSINESS UNIT HEAD:
FA91101111W►FA41kql1;[*];7L/erIIs] ► role] ►11r_[6119
Valerie R. Washington, # 6192
Marlyn Marvin, # 7708
Midori Clark, # 7707
Stuart Young, # 8379
Deborah Bell, # 5166
ATTACHMENTS
1. DOWNTOWN LIBRARY PROJEC T 2. Site Map [7.3.6.1 -1 page]
2. CONFIDENTIAL REDACTED - DOWNTOWN LIBRARY SUMMIT FID TABLE [7.3.6.2 -1 page]
3. CONFIDENTIAL REDACTED - 901 Summit LLC Form 1295 [7.3.6.3 - 1 page]
4. CONFIDENTIAL REDACTED - Purchase of Summit Avenue Properties funds avail [7.3.6.4 -
1 page]
Motion: Approved.
3of3
FORT WORTH.
City Secretary's Office
Contract Routing & Transmittal Slip
Contractor's Name: Sellers: 901 Summit, LLC, Lewis W. Drechsel Bypass Trust, Roland H.W. Drechsel, Dee Ann Drechsel, Gary William Drechsel & Randy Derek Drechsel
Subject of the Agreement: Contract to Purchase Agreement to the City of Fort Worth of the following lots:
901 Summit Ave, 900 Ballinger St, 915 & 919 Summit Ave, 906 & 914 Ballinger St. & 1400 Texas St., Fort Worth, TX 76102
M&C Approved by the Council? * Yes 0 No ❑
If so, the M&C must be attached to the contract.
Is this an Amendment to an Existing contract? Yes ❑ No 0
If so, provide the original contract number and the amendment number.
Is the Contract "Permanent"? *Yes 0 No ❑
If unsure, see backpage for permanent contract listing.
Is this entire contract Confidential? *Yes 0 No ❑ If only specific information is
Confidential, please list what information is Confidential and the page it is located.
Effective Date:
If different from the approval date.
Expiration Date:
If applicable.
Is a 1295 Form required? * Yes ❑ No 21
*If so, please ensure it is attached to the approving M&C or attached to the contract.
Project Number: If applicable.
*Did you include a Text field on the contract to add the City Secretary Contract (CSC)
number? Yes ❑ No 0
Contracts need to be routed for CSO processing in the followingorder:
rder:
1. Katherine Cenicola (Approver)
2. Jannette S. Goodall (Signer)
3. Allison Tidwell (Form Filler)
*Indicates the information is required and if the information is not provided, the contract will be
returned to the department.