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HomeMy WebLinkAbout1997-147ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER TO EXECUTE A CONTRACT BETWEEN THE CITY OF DENTON AND THREE-K CONSTRUCTION, INCORPORATED; AUTHORIZING THE CITY MANAGER TO EXECUTE ANY AND ALL DOCUMENTS NECESSARY TO CONSUMMATE THE PURCHASE OF REAL PROPERTY IN ACCORDANCE WITH SAID CONTRACT, AUTHORIZING THE EXPENDITURE OF FUNDS AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCH, OF THE CITY OF DENTON HEREBY ORDAINS, SECTION I. That the City Manager is hereby authorized to execute a contract between the City of Denton and 3-K Construction, a copy of which is attached hereto and incorporated by reference herein SECTION II. That the City Manager is hereby authorized to execute any and all documents necessary to consummate the purchase of real property in accordance with said Contract SECTION IIL That the City Council hereby authorizes the expenditure of funds as provided in the Contract SECTION IV. That this ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this thad-�i day of 1997 JAdrMITTM, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY BY AP VED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY BY c mo.�wnnva.. K.mmwuanm. REAL ESTATE CONTRACT FOR PURCHASE OF RESIDENTIAL Pi STATE OF TEXAS COUNTY OF DENTON THIS CONTRACT OF SALE is made by and between Three-K Construction (hereinafter referred to as "Seller") and CITY OF DENTON, TEXAS, a home rule municipality, of Denton, Denton County, Texas, (hereinafter referred to as "Purchaser"), upon the terms and conditions set forth herein PURCHASE AND SALE Seller hereby sells and agrees to convey, and Purchaser hereby purchases and agrees to pay for, the tract of land containing ap- proximately 17.860 square feet and situated in Denton County, Texas, being more particularly described in Exhibit A attached hereto and incorporated herein by reference for all purposes together with all and singular the rights and appurtenances pertaining to the property, including any right, title and interest of Seller in and to adjacent streets, alleys or rights -of -way (all of such real property, rights, and appurtenances being hereinafter referred to as the "Property"), together with any improvements, fixtures, and personal property situated on and attached to the Property, for the consideration and upon and subject to the terms, provisions, and conditions hereinafter set forth PURCHASE PRICE 1 Amount of Purchase Price The purchase price for the Property shall be the sum of 59,600.00 2 Payment of Purchase Price The full amount of the Purchase Price shall be payable in cash at the closing PURCHASER'S OBLIGATIONS The obligations of Purchaser hereunder to consummate the trans- actions contemplated hereby are subject to the satisfaction of each of the following conditions any of which may be waived in whole or in part by Purchaser at or prior to the closing 1 Preliminary Title Report Within twenty (20) days after the date hereof, Purchaser, at Purchaser's sole cost and expense, shall have caused the Title Company (hereinafter defined) to issue a preliminary title report (the "Title Report") accompanied by copies of all recorded documents relating to easements, rights -of - way, etc , affecting the Property Purchaser shall give Seller written notice on or before the expiration of ten (10) days after Purchaser receives the Title Report that the condition of title as set forth in the title binder is or is not satisfactory, and in the event Purchaser states the condition is not satisfactory, Seller shall, at Seller's option, promptly undertake to eliminate or modify all unacceptable matters to the reasonable satisfaction of Purchaser In the event Seller is unable to do so within ten (10) days after receipt of written notice, this Agreement shall thereupon be null and void for all purposes and the Escrow Deposit shall be forthwith returned by the Title Company to Purchaser, otherwise, this condition shall be deemed to be acceptable and any objection thereto shall be deemed to have been waived for all purposes 2 Survey Upon written request by Purchaser delivered to Seller contemporaneously with Purchaser's delivery of an executed original of this Agreement, Seller shall within twenty (20) days from the date hereof, at Purchaser's sole cost and expense, deliver to Purchaser a current survey of the Property, prepared by a duly licensed Texas land surveyor acceptable to Purchaser The survey shall be staked on the ground, and shall show the location of all improvements, highways, streets, roads, railroads, rivers, creeks, or other water courses, fences, easements, and rights -of -way on or adjacent to the Property, if any, and shall contain the surveyor's certification that there are no encroachments on the Property and shall set forth the number of total acres comprising the Property, together with a metes and bounds description thereof Purchaser will have ten (10) days after receipt of the survey to review and approve the survey In the event the survey is unacceptable, then Purchaser shall within the ten (10) day period, give Seller written notice of this fact Seller shall, at Seller's option, promptly undertake to eliminate or modify the unacceptable portions of the survey to the reasonable satisfaction of Purchaser In the event Seller is unable to do so within ten (10) days after receipt of written notice, Purchaser may terminate this Agreement, and the Agreement shall thereupon be null and void for all purposes PAGE 2 Purchaser Purchaser's failure to give Seller this written notice shall be deemed to be Purchaser's acceptance of the survey 3 Seller's Compliance Seller shall have performed, ob- served, and complied with all of the covenants, agreements, and conditions required by this Agreement to be performed, observed, and complied with by Seller prior to or as of the closing REPRESENTATIONS AND WARRANTIES OF SELLER Seller hereby represents and warrants to Purchaser as follows, which representations and warranties shall be deemed made by Seller to Purchaser also as of the closing date 1 There are no parties in possession of any portion of the Property as lessees, tenants at sufferance, or trespassers 2 Except for the prior actions of Purchaser, there is no pending or threatened condemnation or similar proceeding or asses- sment affecting the Property, or any part thereof, nor to the best knowledge and belief of Seller is any such proceeding or assessment contemplated by any governmental authority 3 Seller has complied with all applicable laws, ordinances, regulations, statutes, rules and restrictions relating to the Property, or any part thereof 4 There are no toxic or hazardous wastes or materials on or within the Property Such toxic or hazardous wastes or materials include, but are not limited to, hazardous materials or wastes as same are defined by the Resource Conservation and Recovery Act (RCRA), as amended, and the Comprehensive Environmental Response Compensation and Liability Act (CERCLA), as amended MISCELLANEOUS OBLIGATIONS OF PARTIES Purchaser agrees to refund sidewalk escrow fees deposited with the City of Denton during the platting process regarding the subject lot CLOSING The closing shall be held at the office of Dentex Title Company PAGE 3 ,300 N. Elm Street, Denton, Texas, on or before June 15. 1997, or at such title company, time, date, and place as Seller and Purchaser may mutually agree upon (which date is herein referred to as the "closing date") CLOSING REQUIREMENTS 1 Seller's Requirements At the closing Seller shall A Deliver to Purchaser a duly executed and acknowledged General Warranty Deed conveying good and marketable title in fee simple to all of the Property, free and clear of any and all liens, encumbrances, conditions, easements, assess- ments, and restrictions, except for the following 1 General real estate taxes for the year of closing (however, Seller shall be responsible for taxes prorated to date of closing) and subsequent years not yet due and payable, 2 Any exceptions approved by Purchaser pursuant to Purchaser's Obligations hereof, and 3 Any exceptions approved by Purchaser in writing B Deliver to Purchaser a Texas Owner's Title Policy at Purchaser's sole expense, issued by Dentex Title Company, Denton, Texas, (the "Title Company"), or such title company as Seller and Purchaser may mutually agree upon, in Purch- aser's favor in the full amount of the purchase price, insuring Purchaser's fee simple title to the Property subject only to those title exceptions listed in Closing Requirements hereof, such other exceptions as may be approved in writing by Purchaser, and the standard printed exceptions contained in the usual form of Texas Owner's Title Policy, provided, however 1 The boundary and survey exceptions shall be deleted if required by Purchaser and if so required, the costs associated with same shall be borne by Seller, 2 The exception as to restrictive covenants shall be endorsed "None of Record", PAGE 4 3 The exception for taxes shall be limited to the year of closing and shall be endorsed "Not Yet Due and Payable", and 4 The exception as to liens encumbering the Property shall be endorsed "None of Record" C Deliver to Purchaser possession of the Property on the day of closing 2 Purchaser's Requirements Purchaser shall pay the full cash purchase price to Seller at Closing in immediately available funds 3 Closing Costs Through the date of Closing, Seller shall pay all taxes assessed by any tax jurisdiction through the date of Closing All other costs and expenses of closing in consummating the sale and purchase of the Property not specifically allocated herein shall be equally shared by Purchaser and Seller REAL ESTATE COMMISSION Any real estate commissions occasioned by the consummation of this Agreement shall be the sole responsibility of Seller, and Seller agrees to indemnify and hold harmless Purchaser from any and all claims for these commissions BREACH BY SELLER In the event Seller shall fail to fully and timely perform any of its obligations hereunder or shall fail to consummate the sale of the Property except Purchaser's default, Purchaser may either enforce specific performance of this Agreement or terminate this Agreement BREACH BY PURCHASER In the event Purchaser should fail to consummate the purchase of the Property, the conditions to Purchaser's obligations set forth in PURCHASER'S OBLIGATIONS having been satisfied and Purchaser being in default Seller may either enforce specific PAGE 5 performance of this Agreement, or terminate this Agreement MISCELLANEOUS 1 Assignment of Agreement This Agreement may not be assigned by Purchaser without the express written consent of Seller 2 Survival of Covenants Any of the representations, war- ranties, covenants, and agreements of the parties, as well as any rights and benefits of the parties, pertaining to a period of time following the closing of the transactions contemplated hereby shall survive the closing and shall not be merged therein 3 Notice Any notice required or permitted to be delivered hereunder shall be deemed received when sent by United States mail, postage prepaid, certified mail, return receipt requested, addres- sed to Seller or Purchaser, as the case may be, at the address set forth beneath the signature of the party 4 Texas Law to Apply This Agreement shall be construed under and in accordance with the laws of the State of Texas, and all obligations of the parties created hereunder are performable in Denton County, Texas 5 Parties Bound This Agreement shall be binding upon and inure to the benefit of the parties and their respective heirs, executors, administrators, legal representatives, successors and assigns where permitted by this Agreement 6 Legal Construction In case any one or more of the pro- visions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, said in- validity, illegality, or unenforceability shall not affect any other provision hereof, and this Agreement shall be construed as if the invalid, illegal, or unenforceable provision had never been contained herein 7 Prior Agreements Superseded This Agreement constitutes the sole and only agreement of the parties and supersedes any prior understandings or written or oral agreements between the parties respecting the within sub3ect matter PAGE 6 8 Time of Essence Time is of the essence in this Agreement 9 Gender Words of any gender used in this Agreement shall be held and construed to include any other gender, and words in the singular number shall be held to include the plural, and vice versa, unless the context requires otherwise 10 Memorandum of Contract Upon request of either party, both parties shall promptly execute a memorandum of this Agreement suitable for filing of record 11 Compliance In accordance with the requirements of the Texas Real Estate License Act, Purchaser is hereby advised that it should be furnished with or obtain a policy of title insurance or Purchaser should have the abstract covering the Property examined by an attorney of Purchaser's own selection DATED this _ day of - - lye 199-7� SELLER PURCHASER THE CITY OF DENTON, TEXAS OVA Ted Benavides City Manager 215 E McKinney -K Construction Denton, Texas 76201 APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY i PAGE 7 STATE OF TEXAS COUNTY OF DENTON G�- This instrument was acknowledged before me on/ this O/ day of 199_T by 144!1:5 (Seller) 14P I BARBARA L ROSS � ? : Notary Public, State of Texas My Commission Expires 0829 98 Notary Public in and for Texas STATE OF TEXAS COUNTY OF DENTON T,-h,ip instrument is acknowledged before me, on this day of , 199Y by TED BENAVIDES, City Manager, of the City 7 Denton, a municipal corporation, known to me to be the person and officer whose name is subscribed to the foregoing instrument and acknowledged to me that the same was the act of the said City of Denton, Texas, a municipal corporation, that he was duly authorized to perform the same by appropriate ordinance of the City Council of the City of Denton and that he executed the same as the act of the said City for purposes and consideration therein expressed, and in the capacity therein sta d 0000000000000OX0000000000Notary Public in and r Texas Notary �Yk ANN FORSYTHE g �Q %,Oo 'MyCommissl Commission etao05.Wlq 8 �Y 0060W0o00000W000O00000O000p?$ PAGE 8