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HomeMy WebLinkAbout065848 - Construction-Related - Contract - Jennifer Fleming Starr and Brett StarrOFFICIAL RECORD CSC # 65848 CITY SECRETARY _ FT. WORTH, TX CONTRACT OF SALE AND PURCHASE THIS CONTRACT OF SALE AND PURCHASE ("Contract") is made and entered into by and between the CITY OF FORT WORTH, TEXAS, a home rule Municipal Corporation of the State of Texas, acting by and through its duly authorized City Manager or Assistant City Manager ("Purchaser") and Jennifer Fleming Starr and Brett Starr (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) 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 4.952 acres of land known as Meadowbrook Heights RESUB ADDN, Lot B, Tarrant County, Texas (also known as 2201 Watson Avenue, Fort Worth, Texas) (the "Land"), together with (i) all buildings, fixtures, structures and improvements thereon; (ii) any strips or gores between the Land and all abutting properties; (iii) all roads, alleys, rights -of -way, easements, streets and ways adjacent to or serving the Land and rights of ingress and egress thereto, whether surface, subsurface or otherwise; (iv) any land lying in the bed of any street, road or access way, opened or proposed, in front of, at a side of or adjoining the Land, to the centerline of such street, road or access way; (v) all of Seller's rights, titles and interest, if any, in and to all water rights or any kind or character pertaining to the Land; and (vi) all licenses, interests, and rights appurtenant to the Land. The Land and Items (i)-(vi) are collectively referred to as the "Property". (b) 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. Independent Contract Consideration, Earnest Money and Purchase Price. (a) Contemporaneously with the execution of this Contract, Purchaser delivers to Seller a check in the amount of $50.00 ("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). (b) Within ten (10) calendar days after the Effective Date, Purchaser must deliver to the Title Company's escrow agent an Earnest Money deposit of Five Thousand Three Hundred and 00/100 dollars SPECIAL WARRANTY DEED PAGE 1 ($5,300.00) 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 shall be held by the Title Company and will be (i) refunded to Purchaser if Purchaser terminates the Contract prior to expiration of the Contract's Option Period, or (ii) forfeited to Seller if Purchaser does not terminate but defaults in its obligation to close. (c) The purchase price ("Purchase Price") for the Property, payable by Purchaser to Seller at Closing (as hereinafter defined), is FIVE HUNDRED FORTY-THREE THOUSAND AND 00/100 DOLLARS ($543,000.00). 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") from Fidelity National Title Company, 4541 Bellaire Drive Ste. 101, Fort Worth, Texas 76109, Telephone: 817-377-4100, Attention: Nikki Jackson (the "Title Company"). The Title Commitment shall be effective as of a date which is on or after the Effective Date, showing Seller as the record title owner of the Land, and shall show all Encumbrances and other matters, if any, relating to the Property. The Title Company shall also deliver contemporaneously with the Title Commitment legible copies of all documents referred to in the Title Commitment, including but not limited to, plats, reservations, restrictions, and easements. (b) Purchaser may obtain a new or updated survey of the Property ("Survey") at Purchaser's sole cost and expense. The Survey shall consist of a plat and field notes describing the Property, prepared pursuant to a current on -the -ground staked survey performed by a registered public surveyor or engineer satisfactory to Purchaser and Title Company. The Survey shall (i) be certified to Purchaser, its successors and assigns, and Title Company, (ii) reflect the actual dimensions of and the total number of square feet within the Property net of any portion thereof lying within a publicly dedicated roadway or a utility easement, (iii) identify any rights -of -way, easements, or other Encumbrances by reference to applicable recording data, and (iv) include the Surveyor's registered number and seal and the date of the Survey. The description of the Property prepared as a part of the Survey will be used in all of the documents set forth in this Contract that require a legal description of the Property. (c) Purchaser shall have a period of time ("Title Review Period") commencing on the Effective Date and ending thirty (30) calendar days after the later to occur of (i) Purchaser's receipt of the Title Commitment or (ii) provided that Purchaser ordered the Survey within ten (10) calendar days of receiving the Title Commitment, Purchaser's receipt of the Survey, in which to notify Seller in writing of any objections ("Objections") Purchaser has to any matters shown on the Title Commitment or the Survey. 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 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 Agreement may be terminated in its entirety by Purchaser by giving Seller written notice to such effect during the period of time (the "Termination Period") ending on the fifth business day following the end of the Cure Period, and the parties shall be released of further obligations under this Agreement; or (ii) any such Objections may be waived by or on behalf of Purchaser, with Purchaser to be deemed to have waived such Objections SPECIAL WARRANTY DEED PAGE 2 if notice of termination is not given within the Termination Period. Any title encumbrances or exceptions which are set forth in the Title Commitment or the Survey and to which Purchaser does not object within Title Review Period (or which are thereafter waived or deemed to be waived by Purchaser) shall be deemed to be permitted exceptions (the "Permitted Exceptions") to the status of Seller's title to the Property. (e) Any other provision herein to the contrary notwithstanding, (i) all exceptions disclosed in the Title Commitment (or any subsequent commitment) which arise on or after the Effective Date of this Agreement and are not attributable to actions by Purchaser and (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 (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. At the conclusion of the Tests, the Property will be restored by Purchaser, at Purchaser's sole expense, to at least a similar condition as before the Tests were conducted. In the event this transaction does not close for any reason whatsoever, the Purchaser shall release to Seller any and all independent studies or results of Tests obtained during the Option Period (as defined below). Section 6. Option Period. (a) Notwithstanding anything to the contrary contained in this Contract, until 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) 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. (c) The provisions of this Section 6 control all other provisions of this Contract. (d) The parties agree that the Option Period will not be extended upon expiration without a written amendment signed by both parties. Section 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-one (31) calendar days after the expiration of the Option Period. SPECIAL WARRANTY DEED PAGE 3 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) 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 Encumbrances, 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 necessary for Title Company to issue the Owner Policy in accordance with Section 8(a)(3) below. (2) Purchaser, at Purchaser's sole cost and expense, shall deliver or cause to be delivered to Seller through the Title Company federally wired funds or a certified or cashier's check or such other means of funding acceptable to Seller, in an amount equal to the Purchase Price, adjusted for closing costs and prorations. (3) Title Company shall issue to Purchaser, at Seller's sole cost and expense, an Owner Policy of Title Insurance ("Owner Policy") issued by Title Company in the amount of the Purchase Price insuring that, after the completion of the Closing, Purchaser is the owner of indefeasible fee simple title to the Property, subject only to the Permitted Encumbrances, and the standard printed exceptions included in a Texas Standard Form Owner Policy of Title Insurance; provided, however, the printed form survey exception shall be limited to "shortages in area," the printed form exception for restrictive covenants shall be deleted except for those restrictive covenants that are Permitted Encumbrances, there shall be no exception for rights of parties in possession, and the standard exception for taxes shall read: "Standby Fees and Taxes for the year of Closing and subsequent years, and subsequent assessments for prior years due to change in land usage or ownership". (4) Seller and Purchaser shall each pay their respective attorneys' fees. (5) Seller shall pay all recording fees and any other closing costs as set forth by the Title Company. (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 SPECIAL WARRANTY DEED PAGE 4 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 Encumbrances. Section 9. Seller's Representations. Seller hereby represents and warrants to Purchaser, as of the Effective Date and as of the Closing Date, except as otherwise disclosed in written notice from Seller to Purchaser at or prior to Closing, that: (a) Seller's Authority. This Contract has been duly authorized by requisite action and is enforceable against Seller in accordance with its terms; neither the execution and delivery of this Agreement nor the consummation of the sale provided for herein will constitute a violation or breach by Seller of any provision of any agreement or other instrument to which Seller is a party or to which Seller may be subject although not a party, or will result in or constitute a violation or breach of any judgment, order, writ, junction or decree issued against or binding upon Seller or the Property; (b) No Pending Proceedings. 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 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, 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, SPECIAL WARRANTY DEED PAGE 5 and no claim, action, suit or proceeding is pending or, to the best of Seller's knowledge 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, any release of hazardous substances on, over, at, from, into or onto any facility at the Property, as such terms are understood under the Comprehensive Environmental Response, Compensation and Liability Act; and (v) Seller does not have actual knowledge of any environmental condition, situation or incident on, at or concerning the Property that could reasonably be expected to give rise to an action or to liability under any law, rule, ordinance or common law theory governing environmental protection. Seller acknowledges that Purchaser has relied and will rely on the representations and warranties of Seller in executing this Agreement and in closing the purchase and sale of the Property pursuant to this Agreement, and Seller, during the term of this Agreement, agrees to notify Purchaser promptly in the event that Seller obtains knowledge of any change affecting any of such representations and warranties, in which event Purchaser shall be entitled to exercise the remedies set forth in Section 14 hereof. Until and unless Seller's warranties and representations shall have been qualified and modified as appropriate by any such additional information provided by Seller to Purchaser, Purchaser shall continue to be entitled to rely on Seller's representations and warranties set forth in this Agreement, notwithstanding any contrary information resulting from any inspection or investigation made by or on behalf of Purchaser. All of Seller's representations and warranties, as so qualified and modified, shall survive Closing. Section 10. Seller's Covenants. (a) Updating of Information. Seller acknowledges that Purchaser will rely upon the 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 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. SPECIAL WARRANTY DEED PAGE 6 (c) Cooperation in Permitting Activities. During the term of this Agreement, Seller will cooperate with Purchaser in such manner and at such times as Purchaser may request in obtaining subdivision, zoning or rezoning, site plan development, building permit and other approvals required for Purchaser's proposed use, including without limitation, signing such applications for such approvals and other instruments as may be required or authorizing Purchaser to sign such applications or instruments as Seller's agent or both. Purchaser shall bear the costs and expenses of obtaining all such approvals 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. Seller has represented that it has engaged the services of Eric Walsh as Seller's Broker with Compass RE Texas, LLC, acting as Agent, in connection with this transaction and Seller represents and warrants herein that Seller will be responsible to pay all commissions and fees related to this transaction out of Seller's proceeds of the sale. Purchaser will not pay any commission. Section 12. Closing Documents. No later than 3 business days prior to the Closing, Seller shall deliver to Purchaser copies of the closing documents (including but not limited to the Deed) for Purchaser's reasonable right of approval. Section 13. Notices. (a) Any notice under this Contract shall be in writing and shall be deemed to have been served if (i) delivered in person to the address set forth below for the party to whom the notice is given, (ii) delivered in person at the Closing (if that party is present at the Closing), (iii) placed in the United States mail, return receipt requested, addressed to such party at the address specified below, or (iv) deposited into the custody of Federal Express Corporation to be sent by FedEx Overnight Delivery or other reputable overnight carrier for next day delivery, addressed to the party at the address specified below. (b) (c) (d) The address of Buyer under this Contract is: City of Fort Worth 100 Fort Worth Trail Fort Worth, Texas 76102 Attention: Property Management Telephone: 817-392-8053 The address of Seller under this Contract is: Jennifer Fleming Starr and Bret Starr 22 Hooker Ave Northampton, MA 01060 With a copy to: City Attorney's Office City of Fort Worth 100 Fort Worth Trail Fort Worth, Texas 76102 Telephone: (817) 392-7670 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. SPECIAL WARRANTY DEED PAGE 7 Section 14. Termination, Default, and Remedies. (a) If Purchaser fails or refuses to consummate the purchase of the Property pursuant to this Contract at the Closing for any reason other than termination of this Contract by Purchaser pursuant to a right so to terminate expressly set forth in this Contract or Seller's failure to perform Seller's obligations under this Contract, then Seller, as Seller's sole and exclusive remedy, shall have the right to terminate this Contract by giving written notice thereof to Purchaser prior to or at the Closing, and receive the Earnest Money as full liquidated damages (and not as a penalty) for Purchaser's failure to consummate the purchase, whereupon neither party hereto shall have any further rights or obligations hereunder. (b) If (1) Seller fails or refuses to timely consummate the sale of the Property pursuant to this Contract at Closing, (2) at the Closing any of Seller's representations, warranties or covenants contained herein is not true or has been breached or modified, or (3) Seller fails to perform any of Seller's other obligations hereunder either prior to or at the Closing for any reason other than the termination of this Contract by Seller pursuant to a right so to terminate expressly set forth in this Contract or Purchaser's failure to perform Purchaser's obligations under this Contract, then Purchaser shall have the right to: (i) terminate this Contract by giving written notice thereof to Seller prior to or at the Closing, receive the Earnest Money back and neither party hereto shall have any further rights or obligations hereunder; (ii) waive, prior to or at the Closing, the applicable objection or condition and proceed to close the transaction contemplated hereby in accordance with the remaining terms hereof; or (iii) enforce specific performance of Seller's obligations under this Agreement. Section 15. Survival of Obligations. To the extent necessary to carry out the terms and provisions hereof, the terms, conditions, warranties, representations, obligations and rights set forth herein shall not be deemed terminated at the time of the Closing, nor shall they merge into the various documents executed and delivered at the time of the Closing. All representations and warranties by Seller in this Agreement (i) will expire two 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 three 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. Assigns. This Contract inures to the benefit of and is binding on the parties and their respective legal representatives, successors, and assigns. Neither party may assign its interest under this Contract without the prior written consent of the other party. Section 18. Taking Prior to Closing. If, prior to Closing, the Property or any portion thereof becomes subject to a taking by virtue of eminent domain, Purchaser may, in Purchaser's sole discretion, either (i) terminate this Contract and neither party shall have any further rights or obligations hereunder, or (ii) SPECIAL WARRANTY DEED PAGE 8 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. 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 ambiguity is 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. [SIGNATURES APPEAR ON THE FOLLOWING PAGE] SPECIAL WARRANTY DEED PAGE 9 This Contract is EXECUTED as of the Effective Date. SELLER: PURCHASER: JENNIFER FLEMING AND BRET STARR CITY OF FORT WORTH, a Texas home -rule municipal corporation je9ing Starr (Sep 17, 2026 08:07:13 EDT) By: Valerie Washington (Sep 22, 2026 10:49:13 CDT) Jennifer Fleming Starr By: Bret Starr APPROVED BY: By: Marilyn Marvin, Director, Property Management By:Michael CDT) Michael Doss Assistant City Attorney a Fpgr n� p�� F.o.oe oo !yAdd QCadn�.X454 d By: Jannette Goodall M&C: 26-0606 Date: 8.11.2026 SPECIAL WARRANTY DEED PAGE 10 Valerie Washington, Asst. City Manager CONTRACT COMPLIANCE MANAGER: By signing, I acknowledge that I am the person responsible for monitoring and administration of this contract, including ensuring all performance and re orting requirements. 41 By: Nita Shinsky (Sep 1 , 2026 09:39:50 CDT) Nita Shinsky, Land Agent OFFICIAL RECORD CITY SECRETARY FT. WORTH, TX By its execution below, Title Company agrees to perform its other duties pursuant to the provisions of this Contract. TITLE COMPANY: By: FIDELITY NATIONAL TITLE Name: NIKKI JACKSON Title: ESCROW OFFICER Phone: 817.377.4100 Email: NjacksonC fidelity-usa.com SPECIAL WARRANTY DEED PAGE 11 EXHIBIT "A" Approximately 4.952 acres, Meadowbrook Heights RESUB ADDN, Lot B, Tarrant County, Texas (also known as 2201 Watson Avenue, Fort Worth, Texas). To be confirmed by survey. SPECIAL WARRANTY DEED PAGE 12 EXHIBIT "B" 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: JENNIFER FLEMING STARR AND BRET STARR Grantor's Mailing Address (including County): 22 Hooker Ave. Northampton, Hampshire County, MA 01060 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 ($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. 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. SPECIAL WARRANTY DEED PAGE 13 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 all and singular the rights and appurtenances thereto in any way belonging, including (i) all buildings, fixtures, structures and improvements thereon; (ii) any strips or gores between the Land and all abutting properties; (iii) all roads, alleys, rights -of -way, easements, streets and ways adjacent to or serving the Land and rights of ingress and egress thereto, whether surface, subsurface or otherwise; (iv) any land lying in the bed of any street, road or access way, opened or proposed, in front of, at a side of or adjoining the Land, to the centerline of such street, road or access way; (v) all of rights, titles and interest, if any, in and to all water rights or any kind or character pertaining to the Property; and (vi) all licenses, interests, and rights appurtenant to the Property, 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. [signature page follows] SPECIAL WARRANTY DEED PAGE 14 GRANTOR: Jennifer Fleming Starr By: (Title) (Acknowledgment) THE STATE OF TEXAS COUNTY OF TARRANT § BEFORE ME, the undersigned authority, on this day Jeniffer Fleming Starr 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 Bret Starr By: _ (Title) (Acknowledgment) THE STATE OF TEXAS COUNTY OF TARRANT § BEFORE ME, the undersigned authority, on this day Bret Starr 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 SPECIAL WARRANTY DEED PAGE 15 ACCEPTED AND AGREED TO: CITY OF FORT WORTH I0 Valerie Washington Assistant City Manager APPROVED AS TO FORM AND LEGALITY: Michael Doss Assistant City Attorney M&C: 26-0606 Date: August 11, 2026 (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 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 16 EXHIBIT A TO SPECIAL WARRANTY DEED LEGAL DESCRIPTION OF THE PROPERTY [TO BE ATTACHED] EXHIBIT B TO SPECIAL WARRANTY DEED PERMITTED ENCUMBRANCES [TO BE ATTACHED] FORT WORTH,. MAYOR AND COUNCIL COMMUNICATION 7.3.1 PARD 2201 WATSON DATE: 08/11/26 M&C FILE NUMBER: M&C 26-0606 DEPARTMENT: PROPERTY MANAGEMENT SUBJECT (CD 11) Authorize the Acquisition of a Fee Simple Interest in Approximately 4.952 Acres of Land Located at 2201 Watson Street, Fort Worth, Tarrant County, Texas 76103 (TAD Account No. 04669614), from Jennifer Fleming Starr and Bret Starr, in the Amount of $543,000.00 and Pay Estimated Closing Costs in an Amount Up to $5,000.00, Adopt Appropriation Ordinance, Dedicate the Property as Parkland for Brook Heights Park, and Amend the Fiscal Years 2026- 2030 Capital Improvement Program RECOMMENDATION It is recommended that the City Council: Authorize the acquisition of a fee simple interest in approximately 4.952 acres of land, located at 2201 Watson Street, Fort Worth, Tarrant County, Texas 76103 (TAD Account No. 04669614) from Jennifer Fleming Starr and Bret Starr, in the amount of $543,000.00; 2. Authorize the payment of closing costs in an amount up to $5,000.00; 3. Adopt the attached appropriation ordinance increasing estimated receipts and appropriations in the PARD Dedication Fees Fund, in the amount of $638,000.00, from Interest Earnings, for the purpose of funding the 2201 Watson Street land acquisition project (City Project No. 106833); 4. Authorize the City Manager or designee to accept the conveyance, to execute the necessary contract of sale and purchase, and to execute and record the appropriate instruments; 5. Dedicate the property as Parkland for Brook Heights Park; and 6. Amend the Fiscal Years 2026-2030 Capital Improvement Program. DISCUSSION The purpose of this Mayor and Council Communication (M&C) is to seek approval to acquire land located in Part of Tract "B" of the Meadowbrook Heights Addition to the City of Fort Worth (City), Tarrant County, Texas; at the physical address of 2201 Watson Street, Fort Worth, Tarrant County, Texas 76103 (TAD Account No. 04669614); for the Park & Recreation Department (PARD) in accordance with the Neighborhood and Community Park Dedication 1 of 3 FORT WORTH,. Policy and the GREENprint Fort Worth: Parks, Recreation, Open Space, and Public Realm Master Plan, which calls for the provision of adequate park and recreational areas. Jennifer Fleming Starr and Bret Starr (Sellers) have agreed to sell the property for a total purchase price of $543,000.00. An independent appraisal supports the purchase price. The mineral estate will not be acquired, and the deed will contain a surface use waiver for the exploration of the mineral estate. The real estate taxes will be prorated, and the Seller will be responsible for taxes up to the closing date. The City will pay buyer closing costs in an amount up to $5,000.00. Funding for this project was not included in the PARD Fiscal Years 2026-2030 Capital Improvement Program due to the unpredictability of parkland acquisitions. The action in this M&C will amend the Fiscal Years 2026-2030 Capital Improvement Program as approved in connection with Ordinance 27979-09-2025. Funding is budgeted in the PARD Dedication Fees Fund for the Park & Recreation Department for the purpose of funding the 2201 Watson Street project. In order to address safety concerns, present in the proposed park area, there will be a one- time cost of $90,000.00 to be paid out the PARD Dedication Fees Fund for the removal of trash and debris, removal of invasive trees and bamboo, and the removal of dumped rocks on site. This property is located in COUNCIL DISTRICT 11. A Form 1295 is not required because this M&C does not request approval of a contract with a business entity. FISCAL INFORMATION/CERTIFICATION The Director of Finance certifies that funds are currently available in the Unspecified -All Funds project within the PARD Dedication Fees Fund and upon approval of the above recommendations and adoption of the attached appropriation ordinance, funds will be available in the PARD Dedication Fees Fund for the 2201 Watson Street project to support the acquisition of land. Prior to an expenditure being incurred, the Park & Recreation Department has the responsibility of verifying the availability of funds. SUBMITTED FOR CITY MANAGER'S OFFICE BY: ORIGINATING BUSINESS UNIT HEAD: ADDITIONAL INFORMATION CONTACT: ATTACHMENTS Dana Burghdoff, # 8018 Joel McElhany, # 5745 Stuart Young, # 2458 2 of 3 FORT WORTH,. 1. LOI 2201 Watson St for PARD - Executed 4.30.2026 [7.3.1.1 - 6 pages] 2. M& C Exhibit [7.3.1.2 - 1 page] 3. ORD APP 21PARD 2201 WATSON AO26 r3 (1) [7.3.1.3 - 1 page] Motion: Council Member Jeanette Martinez made a motion, seconded by Council Member Macy Hill, that M&C 26-0606 be approved as amended. The amendment was to strike Item No. 5 under the Recommendation Section to remove the park name. Motion passed. 11-0. 3 of 3 FORT WORTH® City Secretary's Office Contract Routing & Transmittal Slip Contractor's Name: Jennifer Fleming and Brett Star and CFW Subject of the Agreement: Fee Simple purchase for PARD 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 back page for permanent contract listing. Is this entire contract Confidential? *Yes ❑ No 0 If only specific information is Confidential, please list what information is Confidential and the page it is located. Effective Date: September 23, 2026 If different from the approval date. Expiration Date: September 30,2026 If applicable. Is a 1295 Form required? * Yes 0 No ❑ *If so, please ensure it is attached to the approving M&C or attached to the contract. Project Number: If applicable. NA *Did you include a Text field on the contract to add the City Secretary Contract (CSC) number? Yes 0 No O Contracts need to be routed for CSO processing in the following order: 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.