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HomeMy WebLinkAboutContract 43390-AD3 - Cjv SoMPT � 550 Bailey Avenue �9© �© Suite 100 Fort Worth,Texas 76107 (817)877-1481 Fax(817)654-0008 REPUBLIC TITLE" February 1 1, 2014 VIA FEDERAL EXPRESS: 817-877-1481 Vicki Ganske The City of Fort Worth 1000 Throckmorton St Foil Worth, TX 76102 Re: GF#1003-17070 The City of Fort Worth/JJE Properties Dear Vicki: In connection with the above referenced transaction, enclosed are the following documents executed in connection with closing: 1. Recorded Special Warranty Deed 2. Recorded Irrevocable Encroachment License Agreement 3. Recorded Subsurface Easement Agreement 4. Seller's Final Settlement Statement 5. Affidavit as to Debts and Liens 6. Attorney Representation and Fee Agreement 7. Tax Proration Agreement Sincerely, REPUBLIC TITLE OF TEXAS, INC. Erin Madson Commercial Escrow Asst. to Joanna Cloud, Sr. Vice President 0 Commercial Division Enclosures a r� -_U :: REPUBLIC TITLE OF TEXAS,INC A SUBSIDIARY OF First American Title Insurance Company TITLE INSURANCE AGENT FOR:Alamo Title Insurance Company,Chicago Title Insurance Company,Commonwealth Land Title Insurance Company,Fidelity National Title Insurance Company, First American Title Insurance Company,Old Republic National Title Insurance Company,Stewart Title Guaranty Company and Title Resources Guaranty Company Page 1 of 7 Electronically Recorded Tarrant County Official Public Records 12/2/2013 11 15 AM NOTICE OF COI NTIA ITY�RRIIG14TS: IF YOU ARE A NATURAL PERSON, YOU IRA Q OR STRIKE .4NY/t3 1y J! XPJ.s7 AWING INFORMAT16N FROMO?AWY INSTRUMENT THAT TRANSFE NTER T IN REA PROPERTY BEFORE RECORDS: Y ITR OC � �11MBER OR YOUR D � L ( :IY� MSERTHE PUBLIC le77-11 0a3 M/7107 0 SPECIAL WARRANTY DEED STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS: COl1N'rY Oh'TARRANT § DATE: Novemberr6,2013 GRANTOR: CITY OF FORT WORTH,a Texas home rule municipal corporation GRANTOR'S MAILING ADDRESS: 1000 Throckinortou,Fort Worth,Texas 76102 GRANTFE: JJI?PROPERTIES,LTD.,a 1'exas limited partnership GRANTEE'S MAILING ADDRESS: C/O Jim Eagle,I'.O. Box 1867, Fort Wonh,Texas 76101 CONS]DE.RAT ION:Ten Dollars and and other good mid valuable consideration, PROPERTY (including any improvements): See attached l.xhihit "A", attached hereto and incorporated herein for all purposes, together with the improvements thereon and all of Granter's rights to appurtenances, casements, adjacent Streets and alleys, strips, and gores. Representations,Warranties, "AS IS" EXCEPT AS EXPRESSLY STATED IN TIIIS SPECIAL WARRANTY DEED, GRANTEE, ACKNOWLEDGES AND AGREES THAT GRANTOR HAS NOT MADE., DOES NOT MAKE AND SPECIFICALLY NEGATES AND DISCLAIMS ANY RI;PRESF:NTATIONS, WARRAN'T'IES, PROMISES, COVENANTS, AGREEMENTS OR GUARANTIES OF ANY KIND OR CHARACTER WHATSOEVER, WHETHER EXPRESS OR IMPLIED, ORAL OR WRITTEN, PAST, PRESENT OR FUTURE,OF,AS,TO CONCERNING OR WITH RESPECT TO (A)THE VALUE, NATURE, QUALITY OR CONDITION OF THE PROPERTY INCLUDING, WITHOUT LIMITATION, THE WATER, SOIL, AND GEOLOGY, (B) THE LNCO`MF TO BE DERIVED FROM THE PROPERTY, (C) THE SUITABILITY OF THE PROPERTY FOR ANY AND ALL ACTIVITIES AND USES WHICH GRANTEE: MAY CONDUCT THEREON, (0) THE COMPLIANCE OF OR BY 1-11E PROPERTY OR ITS d OPERATION WITH ANY LAWS, RULES, ORDINANCES OR REGULATIONS OF ANY APPLICABLE GOVERNMENTAL AUTHORITY OR BODY, (E) THE HABITABILITY, MF,RCHANTABII,ITY, MARKETABILITY, PROFITABILITY OR FITNESS FOR A PARTICULAR PURPOSE OF THE PROPERTY, (F)THE 14'IANNF<R OR QUALITY OF THE CONSTRUCTION OR MATERIALS, IF ANY, INCORPORATED INTO THE PROPERTY, (G) TIIE MANNER, QUALITY, STATE OF REPAIR OR LLJ LACK OF REPAIR OF THE PROPERTY, OR(H) ANY OTHER MATTER WTTII RESPECT TO 'TIIE PROPERTY, AND SPECIFICALLY, THAT GRANTOR HAS NOT MADE, DOES NOT MAKE AND SPECIFICALLY DISCLAIMS ANY REPRESENTATIONS REGARDING COMPLIANCE WITH ANY Lj ENVIRONMENTAL PROTECTION, POLLUTION OR LAND USE LAW'S", RULES, REGULATIONS, ORDERS OF REQUIREMENTS, INCLUDING SOLID WASTE, AS DEFINED BY THE U. S. ENVIRONMENTAL PROTECTION AGENCY REGULATIONS AT 40 C.F.K., PART 261, OR THE DISPOSAL OR EXISTENCE IN OR ON THE PROPERTY, OF ANY HAZARDOUS SUBSTANCE, AS DEFINED BY THE COMPREHENSIVE ENVIRONMENTAL RESPONSE COMPENSATION AND LIABILITY ACT OF 1980, AS AMENDED (-CERCLA"), AND REGULATIONS PROMULGATED N,+NUms4sstsst 3 1107712 THEREUNDER. GRANTEE FURTHER ACKNOWLEDGES ANI} AGREES THAT HAVING BEEN GIVEN THE OPPORTUNITY TO INSPECT THE PROPERTY, GRANTEE IS RELYING SOLELY ON ITS OWN INVESTIGATION OF THE PROPERTYAND NOT ON ANY INFORMATION PROVIDED OR TO BE PROVIDED BY GRAN'T'OR. AS A MATERIAL PART OF THE CONSIDERATION FOR THIS SPECIAL WARRANTY DEED, GRANTOR AND GRANTEE, AGREE THAT GRANTEE. IS TAKING THE PROPERTY "AS IS" WITH ANY AND ALT: LATENT AND PATENT DEFECTS AND THAT 'TIIERE IS NO WARRANTY BY GRANTOR THAT TIIE PROPERTY IS FIT FOR A PARTICULAR PURPOSF, GRANTEE ACKNOWLEDGES THAT IT IS NOT RF;LYING UPON ANY REPRESENTATIONS, STATEMENTS, ASSERTIONS OR NON-ASSERTIONS BY TIIE GRANTOR WITH RESPECT TO TIIE PROPERTY CONDITION, BUT IS RELYING SOLELY U P O N ITS EXAMINATION OFTHE PROPERTY. GRANTEE TAKESTHE PROPERTY UNDER THE EXPRESS UNDERSTANDING THERE A R E NO EXPRESS Oil IMPLIED WARRANTIES(EXCEPT FOR LIMITED WARRANTIES OF TITLE SET FORTH IN 'TIIIS SPECIAL WARRANTY DEED). UPON CONVEYANCE, AS BETWEEN GRANTOR AND GRANTEE, THE RISK OF LIABILITY OR EXPENSE FOR ENVIRONMI LNTAL PROBLEMS AFFECTING THE PROPERTY, EVEN IT ARISING FROM EVENTS BEFORE CLOSING, WILL BE THE SOLE•. RESPONSIBILITY OF GRANTEE, REGARDLESS OF WHETHER THE E:NVIRONMFNTAL PROBLEMS WERE KNOWN OR UNICNOWN AS OF THE DATE ABOVE. GRANTEE INDEMNIFIES, HOLDS HARMLESS AND RELEASES GRANTOR FROM LIABIT,TTY FOR ENVIRONN FNTAL PROBLEMS AFFECTING THE PROPERTY, INCLUDING, BUT NOT LIMITED TO, UNDER CERCLA, THE RESOURCE CONSERVATION AND RECOVERY ACTT(RCRA),THE 'I'EXAS SOLID WASTE DISPOSAL ACT OR THE TEXAS WATER CODE. GRANTEE INDEMNIFIES, HOLDS IIARMI,ESS AND RELEASES GRANTOR FROM ANY LIABILITY FOR ENVIRONMENTAL PROBLEMS OR CONDITIONS AFFECTING THE PROPERTY ARISING AS THE RESULT OF GRAiNTOR'S OWN NEGLIGENCE OR THE NEGLIGENCE OF GRANTOR'S REPRESENTATIVES, BUT NOT ANY WILT,FGL ACTS OR OMISSIONS OR GROSS NEGLIGENCE OF GRANTOR OR GRANTOR'S REPRESE NTATIVES. GRANTEE INDEVINIFIES, HOLDS HARMLESS AND RELEASES GRANTOR FROy1 ANY LIABILITY FOR ENVIRONMENTAL PROBLEMS OR CONDITIONS AFFECTING THE; PROPERTY ARISING AS A RESULT OF THEORIES OF PRODUCTS LIA131LITY AND STRICT LIABILITY,OR UNDER NEW LAWS OR CHANGES'TO EXISTING LAWS ENACTED AFTER THE CONVEYANCE DATE THAT WOULD OTHERWISE TMPOSE ON GRANTOR IN THIS TYPE OF TRANSACTION NEW LIABILITIES FOR ENVIRONMENTAL PROBLEMS OR CONDITIONS AFFECTING THE PROPERTY. IT IS UNDERSTOOD AND AGREED THAT THE PURCHASE PRICE HAS BEEN ADJUSTED BY PRIOR NE G OT I A T I ON TO REFLECT THAT ALL OF THE PROPERTY IS SOLD BY GRANTOR AND PURCHASED BY GRANTEE SUBJECT TO THE FOREGOING. GRANTEE ACKNOWLEDGES AND ACCEPTS ALL THE TERMS AND PROVISIONS BY ITS ACCEPTANCE:HEREOF RESERVATIONS FROM CO VEYANCE' For Grantor and Grantor's heirs,successors,and assigns forever,a reservation of all oil, gas,and other minerals(the "Minerals") in and under and that may be produced from the Property, however Grantor hereby waives any and all rights it) conduct drilling, ininin,g, exploratory and producing operations on the surface of the Properry or to construct houses, pits, tanks, pipelultS, compressors or similar structures thereon. In addition, neither Grantor nor its successors cr assigns may produce or transport any minerals from the Property by nmcans of one or more wellbores drilled directionally into the subsurface of the Property at a depth of less than five hundred (500) feet below the surface of the Property from any tracts) adjacent to the Property, 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, provided that the lessee under such existing lease waives all rights to conduct drilling, mining, exploratory and producing operations on the surface of the Property or to construct houses, pits, tanks, pipelines, compressors or similar structures thereon. The right to produce the oil, gas, hydrocarbons and any other minerals under the Property shat[ be exercised by concluding all such exploring, mining, drilling and producing operations on lands other than the Property. N,Itlllocs 4181851 3 1 1077.12 f-:XC}:PT TONS TO CONVEYANCE AND WARRAN'I`Y: This conveyance is liven and accepted subject to the matters set forth on Exhibit"R"attached hereto. Grantor, for the Consideration and subject to (ho 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, together With all and singular the rights and appurtenances thereto in any way belonging, to Grantee and Grantee's heirs, successors, and assigns forever.Grantor binds Grantor and Grantor's heirs, successors,and assigns to WARRANT AND FOREVER DEFEND all and singular the Property to Grantee and Grantee's heirs, successors; and assigns against every person whomsoever lawfully claiming or to claim the same or any part thereof when the claim is by, through, or under Grantor but not otherwise,except as to the Reservations from Conveyance and the Exceptions to Conveyance and Warrant),. When the context requires,singular nouns and pronouns include the plural. [;Signature pagefollmvsl AlDocs 4581851.3 11077.12 GRANTOR: City of Fort Worth,a Texas home rule municipal corporation Fernando Costa,Assistant City Manager Approved as to Legality and Form t � l A,,kistant City Attorney J T14F STATE OF TEXAS § COUNTY OF TARRANT§ BY-',I"-'ORE ME, the undersigned authority, on this day personally appeared Fernando Costa, Assistant City Manager of the City of Fort Worth, a Texas honk rule municipal corporation. known to me to be the person and officer whose narne is subscribed to the foregoing instrument,and acknowledged to me that he executed the same as the act and decd and on behalf of the City of Fort Worth, for the purposes and consideration therein expressed. GIVEN UNDER MY HAND Ar,D SEAL OF OFFICE,this-200 day ot`Alx mhh r 2013, 4ta ublic ' -- ��,,,. VEVE ONIA DANlELS +Y°Ue,-, f Texas ro:' '•�= No1oSy Public,S1oiR Q 7 my Commission Expires July 10, 2017 NIHDocs 4581851_3 11077.12 GRANTFF: JJE Properties, Ltd., a Texas limited partnership, By Property Company of Fort Worth,LLC, its General Partner, Eiy: James 1.I::a l resident THE STATE OF TEXAS § COUNTY OF TARRA.NT§ Btfore me,the undersigned authority,on this day personally appeared Jinn Eagle,President of Property Company of Fort Worth, LLC, general partner of JJE Properties, Ltd; a 7-exas limited partnership, known to me to be the person whose name is subscribed to the foregoi ig instrUnlent and acknowledged to me that the same is the act and deed and on behalf of JJE Properties, Ltd., and that lie executed the same as its General Partner and as the act of such limited partnership and for the purposes and considerations expresse in the foregoing instrument. GIVEN UNDER MY HAND AND SEAL OF OF ICE,this ay o NO 01 Notai3,Public 4 Y A MO 1' HOOKS After recording please send to; ' Notary PUNIC state of Texas Jim Eagle �prof{. Comm, Expires 04-07.2015 P.O,Box 1867 Dort Worth,Texas 76101 MHDocs 45819.513 11077.12 Exhibit"A" Description of Property BEING Lot 1 and the East one-half of Lot 6, Block 3 Jennings South Addition, an unrecorded addition, in the City of Fort Worth,Tarrant County,Texas and being a part of a tract described in the Deed to the City of Fort Worth recorded in Volume 15162, Page 132 and Volume 15202, Page 210 of the Deed Records of Tarrant County,Texas(DRTC) and being all of the tract described in the Deed to G. D. Lewis recorded in Volume 11620, Page 752 DRTC,said tract being flied to the Texas Coordinate System, North Central Zone NAD83, bearings are grid, distances are horizontal ground measurements and said tract being more particularly described as follows: BEGINNING at a found 3/4 inch iron pin forthe northeast corner of the tract described herein and being at the southwest intersection of West Vickery Boulevard and Lipscomb Street,from which a found 'Y' cut in concrete bears N1°40'37"E,7.91 ft., said 'Y"being incorrectly described as the northeast corner of the said Lewis Tract as referenced in Volume 15162, Page 132 DRTC; THENCE S1°40'37"W,with the west right-of-way of Lipscomb Street,at 227.3 ft a found reference 'Y' cut in the concrete dock, in all 234.30ft to a set 5/8 inch brazed iron pin (5/813IP) being at the southeast corner of the said Block 3 and being the northwest intersection of Lipscomb Street and Jarvis Street. THENCE N88"19`23"W,with the north line of the said Jarvis Street, 100.00 ft to a set 5/8BIP, THENCE N1°40'37"E,with the line described in the Party Wall Agreement recorded in Volume 2252, Page 290 DRTC, 230.55 ft to a point in the north wall of an existing building and being in the south line of the said West Vickery Blvd.,from which a found IOOd nail bears NO°28'23"W, 0.80 ft; THENCE N89°31'37"E,with the south line of the said West Vickery Blvd, and being the north line of the said Lewis Deed recorded in Volume 11620, Page 752 DRTC, 100.07 ft to the place of beginning and containing 23,241 square feet of land. EXHIBIT "13" EXCEPTIONS To ('ONVfYANCF AND WARRANTY a. Terms, provisions, and conditions contained in instrument filed l I I'M 11950, recorded in Volume 2252, Page 290,Real Propeity Records,'Tarrant County, Texas, and as shown on survey of J.B. Davies., ill, R.P.L.S. No. 4368,dated 08/1712012, last revised M26/2012. b. All leases,Grants;exceptions or reservations of coal, lignite,oil,gas and other minerals, together with all rights, privileges,and immunities relating thereto, appearing in the Public Records. c. Fncroachment of two story brick building over storm sewer drain lirws per City of Port Woilb public works plans as shown and noted on survey of J.6. Davies, Ill,R.P.L.S,No.4368;dated 08/1712012. h411Docs 45131851 3 11077J2 Republic Title of Texas, Inc. 550 Bailey Avenue,Suite 100•Fort Worth,TX 76107 REPUBLIC TITLED Seller's Settlement Statement Property: 801 W Vickery Boulevard,Fort Worth,TX File No; 1003-17070-RTT Officer: Joanna Cloud/MH New Loan No: None Settlement Date: 1 ll,k12013 Disbursement Date: 11/p/2013 Print Date: 11/11/2013,2:27 PM Buyer: JJE Properties,Ltd. Seller: City of Fort Worth charge Description Seller Char e Seller Credit Consideration; - - ---------- ----- --------- ---- - --.... 236,000.00 Total Consideration � _ - ----- - - -- - --- ---------- Ad�ustmegts: f____..---__-._.____-_----------- - 50.00 9th Extension Fee Credit from Seller to Buyer -- —-- ---— Cash(X To)( From)Seller 235,950.00 Totals 236,000.00 1 236,000.00 SEE SIGNATURE ADDENDUM ATTACHED, Page 1 of 1 Republic Tide of Texas,Inc. 550 Bailey Avenue,Suite 100 Fort Worth,TX 76107 (817)877-1481 Fax-(817)654-0008 REPU13I_.IC TI`I"I.EO DATE: GF N0, 1003-17070-RTT SALE FROM: City of Fort Worth TO: JJE Properties, Ltd. SALES PRICE: $236,000.00 DISBURSEMENTS/CREDITS ARE ITEMIZED ON THE "SELLER'S SETTLEMENT STATEMENT' ATTACHED. in regards to the Settlement Statement attached: Seller understands the Closing or Escrow Agent has assembled this information representing the transaction from the best information available from other sources and cannot guarantee the accuracy thereof. Any real estate agent or lender involved may be furnished a copy of this Statement. Seller understands that tax and insurance prorations and reserves were based on figures for the preceding year or supplied by others, or estimates for current year, and in the event of any change for current year, all necessary adjustments must be made between Purchaser and Seller direct. The undersigned hereby authorizes Republic Title of Texas,Inc. to make expenditures and disbursements as shown and approves same for payment. The undersigned also acknowledges receipt of Loan Funds, if applicable, in the amount shown above and a receipt of a copy of this Statement, *Note: Interest of existing liens is figured to the date indicated. If not paid by then, additional interest will have to be collected and your statement will be adjusted to have sufficient funds to secure release from the lienholder. SELLER'S AND/OR BUYER'S/BORROWER'S STATEMENT I have carefully reviewed the HUD-1/Settlement Statement and to the best of my knowledge and belief, it is a true and accurate statement of all receipts and disbursements made on my account or by me in this transaction. I further certify that I have received a copy of the HUD-1/Settlement Statement, The Seller's and Buyer's/Borrower's signatures hereon acknowledge their approval and signify their understanding that tax, and insurance prorations and/or escrow reserves are based on figures for the preceding year or supplied by others or estimated for the current year, In the event of any change for the current year, all necessary adjustments will be made between Buyer/Borrower and Seller directly. Any deficit in delinquent taxes or mortgage payoffs will be promptly reimbursed to the Settlement Agent by the party responsible for payment. The following persons, firms or corporations have received a portion of the real estate commission amount shown above(HUD Line(s) 701-704): DATE: City of Fort Worth, a Texas home rule municipal corporation By: Fernando Costa, Assistant City Manager Republic Tide of Texas,Inc, 550 Bailey Avenue,Suite 100 Fort Worth,TX 76107 (817)877-1481 Fax-(817)654-0008 REPUBLIC TITLED Approved as to LegallUnd Form Vw Assishant City Attorney CLOSING 0 ESCROW AGENT AFFIDAVIT AS TO DEBTS AND LIENS AND PARTIES IN POSSESSION (ENTITY OWNER) GF#: 1003-17070 SUBJECT PROPERTY: BEING Lot 1 and the East one-half of Lot 6, Block 3 Jennings South Addition, an unrecorded addition, in the City of Fort Worth, Tarrant County,Texas, and being more particularly described on Exhibit"A"attached hereto and made a part hereof. OWNER: CITY OF FORT WORTH, TEXAS BUYER: HE PROPERTIES,LTD., a Texas limited partnership STATE OF TEXAS COUNTY OF TARRANT BEFORE ME, the undersigned authority,on this day personally appeared the undersigned Aunt, personally known to me to be the person whose name is subscribed hereto and upon oath deposes and says that: 1. To the best knowledge and belief of Affiant: a. The charges for all labor and materials that may have been furnished to the property or to the improvements thereon have been fully paid. b. All contracts for the furnishing of labor or materials to the property or for improvements thereon have been completed and fully paid. c. There are no security agreements or leases affecting any goods or chattels that have become attached, or that will at any later date become attached, to the property or improvements thereon as fixtures that have not been fully performed and satisfied,which are not shown on the referenced title commitment. d. There are no loans of any kind on the property, which are not shown on the referenced title commitment. e. There are no brokers that have a signed commission agreement with Owner under which a commission is claimed or earned and has not been paid, which are not shown on the settlement statements. 2. Affiant has no knowledge of a notice of change of use nor has Owner received a notice of change of use by the appraisal district. 3. The property is currently being used for the following purposes, and to the best knowledge and belief of Affiant, the improvements, if any,and such use do not violate any restrictive covenants affecting the property: Waimp==d- UKOQCV Elk d. There are no proceedings involving Owner, or notice to Owner of any proceedings,by any agency or authority,public or private,that levies taxes or assessments,which may result in taxes or assessments affecting the property and which are not shown by the referenced title commitment. 5. There are no Judgments, Federal Tax Liens, or State Tax Liens against lief the property;Owner is not indebted to the State of Texas for any penalties or wages pursuant to a final order of the Texas Workforce Commission; and neither Owner nor the Property is subject to a claim under the Medicaid Estate Recovery Program. b. (a)All ad valorem and personal property taxes(if any),all"use"type business taxes(if any), including but not limited to hotel use and occupancy taxes,and all association/maintenance type taxes or assessments(if any)that are currently due and payable have been paid or will be paid at closing and are shown on the settlement statements. (b)Any of the above referenced taxes which are the obligation of Owner and which have been prorated on the settlement statements are based on information approved by Owner. 7. Owner is the only occupant of the property,except(list any leases):_VA 8. There are no unrecorded contracts;deeds;mortgages;mechanic's liens;options of any kind, including but not limited to options to purchase or lease; rights of first refusal or requirements of prior approval of a future purchaser or occupant;rights of reentry;rights of reverter;or rights of forfeiture affecting the property or improvernents thereon,which are not shown on the referenced title commitment. 9. There are no unrecorded contracts or agreements related to facilities,systems or equipment located on the property, including but not limited to laundry facilities, cable television systems,central antenna systems,telecommunication systems and alarm systems,which are not shown on the referenced title commitment. 10. ship h 1 > 0 �- mr nt fnr trip f1PYlPftt of C-Eodk—, '-{�{}�'/}�1'CLr1-IT([S �1�1 r) made l/AUl I"I11 it T� 11. The property has legal access and/or curb cut(s)and driveway(s)providing actual vehicular and pedestrian access which is/are currently open. This affidavit is made to the Purchaser and/or Lender and to Republic Title of Texas,Inc.,as an inducement to them to complete the above referenced transaction, and Affiant realizes that said Purchaser and/or Lender and Republic Title of Texas, Inc., are relying upon the representations contained herein; and Affiant does hereby swear under the penalties of perjury that the foregoing information is true and correct in all respects;to the best knowledge and belief of Affiant, and that Affiant is authorized to make this affidavit on behalf of Owner. EXECUTED effective as of 26`November,2013. CITY OF FORT WORTH, a Texas home rule municipal corporation By: Fernando Costa, Assistant City Manager Approved as to form and legality i t Assistant City Attorney ATTEST: City S etary STATE OF TEXAS § COUNTY OF TARRANT § Before me, the undersigned authority, on this day personally appeared Fernando Costa, Assistant City Manager of the CITY OF FORT WORTH,a Texas home rule municipal corporation, on behalf of said corporation. Given under my hand and seal of office this day of IVp VeM(h 2013. Notary Public, State of Texas rz!s".°.�B?,, EVONIA DANIELS Notary Public,state of Texas My Commission Expires July in om I Exhibit"A" Description of Property BEING Lot 1 and the East one-half of Lot 6, Block 3 Jennings South Addition, an unrecorded addition, in the City of Fort Worth,Tarrant County,Texas and being a part of a tract described in the Deed to the City of Fort Worth recorded in Volume 15162, Page 132 and Volume 15202, Page 210 of the Deed Records of Tarrant County,Texas(DRTC)and being all of the tract described in the Deed to G. D. Lewis recorded in Volume 11620, Page 752 DRTC,said tract being tied to the Texas Coordinate System, North Central Zone NAD83, bearings are grid, distances are horizontal ground measurements and said tract being more particularly described as follows: BEGINNING at a found 3/4 inch iron pin for the northeast corner of the tract described herein and being at the southwest intersection of West Vickery Boulevard and Lipscomb Street,from which a found 'Y' cut in concrete bears N1°40'37"E, 7.91 ft.,said 'Y" being incorrectly described as the northeast corner of the said Lewis Tract as referenced in Volume 15162, Page 132 DRTC; THENCE S1°40'37"W, with the west right-of-way of Lipscomb Street,at 227.3 ft a found reference `Y' cut in the concrete dock, in all 234.30ft to a set 5/8 inch brazed iron pin (5/8BIP) being at the southeast corner of the said Block 3 and being the northwest intersection of Lipscomb Street and Jarvis Street. THENCE N88°19'23"W,with the north line of the said Jarvis Street, 100.00 ft to a set 5/861P, THENCE N1°40'37"E,with the line described in the Party Wall Agreement recorded in Volume 2252, Page 290 DRTC, 230.55 ft to a point in the north wall of an existing building and being in the south line of the said West Vickery Blvd.,from which a found IOOd nail bears NO°28'23"W, 0.80 ft; THENCE N89°31'37"E,with the south line of the said West Vickery Blvd.and being the north line of the said Lewis Deed recorded in Volume 11620, Page 752 DRTC, 100.07 ft to the place of beginning and containing 23,241 square feet of land. ATTORNEY REPRESENTATION AND FEE AGREEMENT Effective Date: November 16, 2012 Seller: City of Fort Worth Buyer: JJE Properties, Ltd. Assignee: Shooters Palace,LLC Property: See Exhibit"A"attached hereto and made a part hereof The undersigned (whether one or more) acknowledge the preparation of certain legal instruments, including, but not limited to, Easement Encroachment Agreement, Assignment of Easement Encroachment Agreement, Encroachment License Agreement, Assignment of Encroachment License Agreement, Agreement for Simultaneous Closing and Conveyance, and other instruments and documents prepared by Pope, Hardwicke, Christie, Schell, Kelly & Ray, L.L.P. ("Assignee's Attorney") at the request, and for the benefit, of Shooters Palace, LLC in the above-described sale transaction related to the Property (the"Sale"). Assignee further acknowledges that by virtue of requirements of Assignee and/or agreements between Assignee and Assignee's Attorney, Assignee is required, or has agreed or has consented, to pay the fees charged by said Assignee's Attorney for the preparation of said instruments and documents, Ia this regard, the undersigned acknowledge that Assignee's Attorney has acted only as counsel to Assignee, and has not,in any manner,undertaken to assist or render legal advice to, or protect the legal interests of, Seller or Buyer with respect to the Sale or any aspect of the transaction whatsoever, or with respect to the content or effect of any of the documents or instruments being executed in connection therewith. Furthermore, should Assignee's Attorney be listed as the undersigned's attorney in any agreement to which the undersigned is a party, the undersigned acknowledges and agrees that Assignee's Attorney has not acted as legal counsel for the Seller or Buyer in regard to this transaction. Seller and Buyer further acknowledge that they are aware of their freedom to retain their own legal counsel to advise them regarding the Sale, or to review and render advice concerning any of the documents or instruments being executed in connection therewith. Buyer and Seller acknowledge that they have retained, or have had the opportunity to retain, their own legal counsel in connection with the Sale. Buyer and Assignee understand and agree that Assignee's Attorney has not conducted a title search on the Property and Assignee's Attorney makes no representation or warranty about the condition of the title, access to the Property or any other matters that might be revealed from an examination by Buyer or Assignee of a survey or the Property itself. If Buyer or Assignee is 1 ATTORNEY REPRESENTATION&FEE AGREEMENT acquiring title to the Property in this transaction,Buyer and Assignee are cautioned to ensure the deed to Buyer or Assignee conveys what Buyer or Assignee has contracted to acquire. Assignee further acknowledges its agreement with Assignee's Attorney to the payment of the legal fees of Assignee's Attorney in connection with the preparation of the above mentioned legal instruments, as evidenced by Assignee's execution hereof, and/or by the title company malting, at the closing, the payments to said Assignee's Attorney. The undersigned hereby acknowledges receiving and reading a copy hereof, and by their signature, the undersigned affirm and acknowledge the accuracy of the statements, acknowledgments, consents and agreements contained herein. APPROVED AS TO FORM AND CITY: City of Fort Worth LEGA ITY; As s ant City Attorne Fernando Costa, Asst. City Manager BUYER: ASSIGNEE: JJE PROPERTIES, LTD., SHOOTERS PALACE, LLC by PROPERTY COMPANY OF FORT WORTH, LLC By: By: James M. Eagle, President James K. Hill, Manager ATTEST: City�cretary [No M&C Required] 2 ATTORNEY REPRESENTATION&FEE AGREEMENT acquiring title to the Property in this transaction, Buyer and Assignee are cautioned to ensure the deed to Buyer or Assignee conveys what Buyer or Assignee has contracted to acquire. Assignee further acknowledges its agreement with Assignee's Attorney to the payment of the legal fees of Assignee's Attorney in connection with the preparation of the above mentioned legal instruments, as evidenced by Assignee's execution hereof, and/or by the title company making, at the closing, the payments to said Assignee's Attorney. The undersigned hereby acknowledges receiving and reading a copy hereof, and by their signature, the undersigned affirm and acknowledge the accuracy of the statements, acknowledgments, consents and agreements contained herein. APPROVED AS TO FORM AND CITY: City of Fort Worth LEGALITY: Assistant City Attorney Fernando Costa, Asst. City Manager BUYER: ASSIGNEE: JJE PROPERTIES, LTD., SHOOTERS PALACE, LLC by PROPERTY COMPANY FORT WORTH, LLC By: By: Jam gle, President James K. Hill, Manager ATTEST: City Secretary [No M&C Required] 2 ATTORNEY REPRESENTATION&FEE AGREEMENT TAX PRORATION AGREEMENT Date: November, 2013 GF# 1003-17070 Legal: BEING Lot 1 and the East one-half of Lot 6,Block 3 Jennings South Addition,an unrecorded addition, in the City of Fort Worth,Tarrant Comity,Texas, and more particularly described on Exhibit"A"attached hereto and made a part hereof. It is hereby understood and agreed by the Buyer(s) and Seller(s) of the above property that the tax prorations or lack of tax prorations were based on figures provided to REPUBLIC TITLE OF TEXAS, INC. (Escrow Agent) by others either in writing or verbally. Escrow Agent assumes no liability for the correctness or accuracy thereof for the purpose of the tax prorations. Escrow Agent's information was based on the current year's tax figures. Buyer(s) and Seller(s) recognize that the tax account affecting the subject property is currently thereby resulting in zero taxes due for the tax year 2013. Buyer(s) and Seller(s) authorize and direct the Escrow Agent not Se to prorate any taxes on the Closing Statements, and agree and consent to make all adjustments between themselves upon receipt of actual tax figures, and agree to. mow Agent, its underwriter and any Lender hay-wlasr, from any liabilities or responsibilities in this regard, including but not limited to rollback or supplemental taxes which may be recaptured or assessed by reason of (1) a change in the use or ownership (2) subsequent reassessment of previously omitted improvements; (3) a determination of additional acreage or area; or (4) removal of the homestead or over 65 exemptions. date of closing of the subject transaction. Should any t s, interest, collection costs, or any other costs collected through th orzties, other than those collected at closing, become due an e er(s) agree(s) to make full payment to the appropriate taxing Buyer(s) recognize(s) and accept(s) full and complete responsibility for current year taxes. Buyer(s) agree(s) to notify all taxing authorities of the change in ownership on the subject property to assure proper receipt of future tax notices. Any adjustments in the amount of taxes paid by Buyers(s) to their Lender, or held in escrow by their Lender for payment of taxes, shall be adjusted between Buyer(s) and their Lender, and Seller(s) and Escrow Agent and its underwriter shall have no liability or responsibility therefor. i i SELLER(S): CITY OF FORT WORTH,a Texas home rule municipal corporation By: zz �/L' Fernando Costa,Assistant City Manager Approved as to form and legality sslstant City Attor y ATTEST: City etary BUYER(S): JJE Properties,Ltd., a Texas limited partnership BY: Property Company of Fort Worth, LLC, a Texas limited liability company, its General Partner By: Name: Its: SELLER(S): CITY OF FORT WORTH,a Texas home rule municipal corporation By: Fernando Costa, Assistant City Manager Approved as to form and legality Assistant City Attorney ATTEST: City Secretary BUYER(S): JJE Properties, Ltd., a Texas limited partnership BY: Property Company of Fort Worth,LLC,a Texas limited liability company, its General Partner By: Name: Its: R Exhibit"A" Description of Property BEING Lot 1 and the East one-half of Lot 6, Block 3 Jennings South Addition, an unrecorded addition, in the City of Fort Worth,Tarrant County,Texas and being a part of a tract described in the Deed to the City of Fort Worth recorded in Volume 15162, Page 132 and Volume 15202, Page 210 of the Deed Records of Tarrant County,Texas(DRTC)and being all of the tract described in the Deed to G. D. Lewis recorded in Volume 11620, Page 752 DRTC, said tract being tied to the Texas Coordinate System, North Central Zone NAD83, bearings are grid, distances are horizontal ground measurements and said tract being more particularly described as follows: BEGINNING at a found 3/4 inch iron pin for the northeast corner of the tract described herein and being at the southwest intersection of West Vickery Boulevard and Lipscomb Street,from which a found 'Y' cut in concrete bears N1°40'37"E, 7.91 ft.,said 'Y" being incorrectly described as the northeast corner of the said Lewis Tract as referenced in Volume 15162, Page 132 DRTC; THENCE S1°40'37"W, with the west right-of-way of Lipscomb Street,at 227.3 ft a found reference `Y'cut in the concrete dock, in all 234.30ft to a set 5/8 inch brazed iron pin (5/8BIP) being at the southeast corner of the said Block 3 and being the northwest intersection of Lipscomb Street and Jarvis Street. THENCE N88°19'23"W, with the north line of the said Jarvis Street, 100.00 ft to a set 5/8BIP, THENCE N1°40'37"E,with the line described in the Party Wall Agreement recorded in Volume 2252, Page 290 DRTC, 230.55 ft to a point in the north wall of an existing building and being in the south line of the said West Vickery Blvd., from which a found 100d nail bears NO°28'23"W, 0.80 ft; THENCE N89°31'37"E,with the south line of the said West Vickery Blvd. and being the north line of the said Lewis Deed recorded in Volume 11620, Page 752 DRTC,100.07 ft to the place of beginning and containing 23,241 square feet of land. City of Fort Worth, Texas Mayor and Council Communication COUNCIL ACTION: Approved on 5/15/2012 DATE: Tuesday, May 15, 2012 REFERENCE NO.: **L-15363 LOG NAME: 17801 WVICKERY SUBJECT: Authorize Direct Sale of a Fee Simple Property Owned by the City of Fort Worth Located at 801 West Vickery Boulevard to JJE Properties, Ltd., in the Amount of$236,000.00 in Accordance with Section 272.001(b)(6) of the Texas Local Government Code (COUNCIL DISTRICT 8) RECOMMENDATION: It is recommended that the City Council: 1. Authorize the direct sale of a fee simple property owned by the City of Fort Worth located at 801 West Vickery Boulevard to JJE Properties, Ltd., in the amount of$236,000.00 in accordance with Section 272.001(b)(6) of the Texas Local Government Code; and 2. Authorize execution and recording of the appropriate instruments conveying the property to complete the sale. DISCUSSION: The property at 801 West Vickery Boulevard was acquired by the City of Fort Worth (M&C L-13115) for the Vickery Boulevard Project, which was approved by City Council in November 1990 (M&C G-8923) and revised in October 1996 (M&C G-11605). The property was the former site of the Shooter's Palace Building which was used as a gun range. On December 14, 2004, (M&C G-14612) the City Council rescinded approval for the Vickery Boulevard Project and approved the sale of parcels purchased for the project. A written Intent to Purchase the property was received from JJE Properties, Ltd. The company plans to restore the 1925 structure and address the environmental issues on the property. The City of Fort Worth is authorized to sell fee owned property by Texas Local Government Code 272.001 (b)(6), which allows for the direct sale of property that is located in a reinvestment zone and that the municipality desires to have developed under a project plan adopted by the municipality for the zone. This property is located in the Tax Increment Reinvestment Zone Number 4 (TIF) and will be developed in accordance with the project plan for that TIF. The property was appraised on March 27, 2012 in the amount of$236,000.00. F The City of Fort Worth advertised the Intent to Sell the property in the Fort Worth Star-Telegram on April 22, 2012, April 29, 2012, May 6, 2012 and May 13, 2012. The Planning and Development Department has reviewed the current zoning of this property and Logname: 17801 WVICKERY Page I of 2 . � determined that the zoning classification of the property is compatible with respect to the existing land use, the existing land uses of the surrounding neighborhood ondfutuna |anduaoduoignaUoneindiootadbvthe Comprehensive Plan. ADDRESS LEGAL PRICE ZONING F 1 V��Gt\�C�8 Boulevard |��30OOOOO |����-T5 IJennings South Addition This property is located in COUNCIL DISTRICT 8, &4ap00070H. CERTIFICATION:FISCAL INFORMATION / The Financial Management Services Director certifies that the Housing and Economic Development Department is responsible for the collection and deposit of funds due to the City. CENTERS:FUND TO Fund/Account/Centers FROM Fund/AccounVCenters GC10 444583 030023002000 $236,000.00 CERTIFICATIONS:Submitted for Cily Manager's Office by: Fernando Costa (6122) Originating Department Head: JmyChapo (5804) Robin Bentley (7315) Additional Information Contact: Katherine Davenport (7923) ATTACHMENTS 1. 801WVICKERY.pdf (Public) � l7�0l Page � ~ - °