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HomeMy WebLinkAbout2014-013sAlegal\our documents\ordinances\14\ke1soe ordinance.doc ORDINANCE NO. 2014-013 AN ORDINANCE AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE A PURCHASE AGREEMENT, BY AND BETWEEN THE CITY OF DENTON, TEXAS ("CITY"), AS BUYER, AND JERRY M. KELSOE (THE "OWNER"), AS SELLER, TO ACQUIRE (I) FEE SIMPLE TO A 0.216 ACRE TRACT; AND (II) A TEMPORARY CONSTRUCTION, GRADING AND ACCESS EASEMENT, ENCUMBERING A 0.152 ACRE TRACT, ALL TRACTS SITUATED IN THE M.E.P. & P.R.R. CO. SURVEY, ABSTRACT NO. 1469, LOCATED IN THE CITY OF DENTON, DENTON COUNTY, TEXAS, AND BEING GENERALLY LOCATED IN THE 1500 BLOCK OF NORTH MAYHILL ROAD; FOR THE PURCHASE PRICE OF THREE HUNDRED THIRTY NINE THOUSAND TWO HUNDRED FORTY FIVE DOLLARS AND NO CENTS ($339,245.00), AND OTHER CONSIDERATION, AS PRESCRIBED IN THE PURCHASE AGREEMENT (THE "AGREEMENT"), AS ATTACHED HERETO AND MADE A PART HEREOF AS EXHIBIT "A", AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AUTHORIZING RELOCATION EXPENDITURES; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, after due consideration of the public interest and necessity and the public use and benefit to accrue to the City of Denton, Texas; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTIONIT 1.. The City Manager, or his designee, is hereby authorized to execute for and on behalf of the City (i) the Agreement, by and between the City and Owner, in the form attached hereto and made a part hereof as Exhibit "A", with a purchase price of $339,245.00, as prescribed in the Agreement; and (ii) any other documents necessary for closing the transactions contemplated by the Agreement. SECTION 2. The City Manager is authorized to make expenditures in accordance with (i) the terms of the Agreement; and (ii) Ordinance No. 2012-073, dated April 17, 2012, pertaining to relocation related expenses and advisory services. SECTION 3. If any section, article, paragraph, sentence, phrase, clause or word in this ordinance, or application thereof to any persons or circumstances, is held invalid or unconstitutional by a court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this ordinance; the City Council declares that it would have ordained such remaining portion despite such invalidity, and such remaining portion shall remain in full force and effect. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the Tl�l day of _33-awa�--�j "-" 2014. ATTEST: JENNIFER WALTERS, CITY SECRETARY By: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By: L.4--C e--� --v . . ........... . . ........... --- . . .... Page 2 YOU, AS OWNER OF THE PROPERTY (AS DEFINED BELOW), HAVE THE RIGHT TO: (1) DISCUSS ANY OFFER OR AGREEMENT REGARDING THE CITY OF DENTON'S ACQUISITION OF THE PROPERTY WITH OTHERS; OR (2) KEEP THE UNLESS THE OFFER OR AGREEMENT I -S SUBJECT TO CHAPTER 552, GOVERNMENT CODE. THIS PURCHASE AGREEMENT (the "Agreement") is dated 2013, but effective as of the date provided below, between Jerry M. Kelsoe (referred to herein as "Owner") and the City of Denton, Texas ("City"). WITNESSETH: WHEREAS, Jerry M. Kelsoe is the Owner of a tract of land (the "Land") in the M.E.P. & P.R.R. Co. Survey, Abstract Number 1469, being affected by the public improvement project called the Mayhill Road Widening and Improvements Project ("Project"); and WHEREAS, City is in need of certain (i) fee simple lands, being a part of the Land; and (ii) an easement in, along, over, upon, under and across, a portion of the Land, each related to the Project; and WHEREAS, it is desirous of both parties to stipulate and agree to the terms and conditions associated with the purchase of the necessary real property interests for the Project; consideration, the receipt and adequacy of which is hereby acknowledged,the parties agree as follows: 1. A. At Closing, the Owner shall grant, execute, and deliver to the City (i) a Special Warranty Deed (herein so called), conveying to the City, subject to the reservations described 11 below, the tract of land being described in Exhibit "A" and depicted in Exhibit "B" to that certain Special Warranty Deed, and other interests as prescribed therein (the "Fee Lands"), the Special Warranty Deed being attached hereto as Attachment 1 and made a part hereof; and (ii) a Temporary Construction, Grading and Access Easement (the "Easement"), in, along, upon, under, over and across the tract of land being described in Exhibit "A" and depicted in Exhibit "B" (the "Easement Lands"), to that certain Temporary Construction, Grading and Access Easement, attached hereto as Attachment 2 and made a part hereof, for temporary construction, grading and access purposes, as more particularly described therein. The (i) Special Warranty Deed shall be in the form and upon the terms as attached hereto and incorporated herein as "Attachment 1"; and (ii) the Easement shall be in the form and upon the terms as attached hereto and incorporated herein as "Attachment 2" (the Fee Lands and the Easement are collectively referred to herein as the "Property"). B. Owner, subject to the limitation of such reservation made herein, shall reserve, for himself, his heirs, devisees, successors and assigns all oil, gas and other minerals in, on and under and that may be produced from the Fee Lands. Owner, his heirs, devisees, successors and assigns, shall not have the right to use or access the surface of the Fee Lands, in any way, manner or form, in connection with or related to the reserved oil, gas, and other minerals and/or related to exploration and/or production of the oil, gas and other minerals reserved herein, including without limitation, use or access of the surface of the Fee Lands for the location of any well or drill sites, well bores, whether vertical or any deviation from vertical, water wells, pit areas, seismic activities, tanks or tank batteries, pipelines, roads, electricity or other utility infrastructure, and/or for subjacent or lateral support for any surface facilities or well bores, or any other infrastructure or improvement of any kind or type in connection with or related to the reserved oil, gas and other minerals, and/or related to the exploration or production of same. As used herein, the term "minerals" shall include oil, gas and all associated hydrocarbons, and shall exclude (i) all substances that any reasonable extraction, mining or other exploration and/or production method, operation, process or procedure would consume, deplete or destroy the surface of the Fee Lands; and (ii) all substances which are at or near the surface of the Fee Lands. The intent 2 of the parties hereto is that the meaning of the term "minerals" as utilized herein, shall be in accordance with that set forth in Reed v. Wylie, 597 S.W.2d 743 (Tex. 1980). As used herein, the term "surface of the Fee Lands" shall include the area from the surface of the earth to a depth of five hundred feet (500') below the surface of the earth and all areas above the surface of the earth. 2. Subject to the terms hereof, as consideration for (i) the granting and conveying of the Fee Lands and the Easement to the City; and (ii) damages to the Owner's remaining property, the City shall pay to Owner the sum of Three Hundred Thirty Nine Thousand Two Hundred Forty Five and No/100 Dollars ($339,245.00). The monetary compensation prescribed in this Section 2 is herein referred to as the "Total Monetary Compensation" 3. Owner shall remove from the Fee Lands all improvements now located on the Fee Lands, including without limitation, all pipe and chain link fencing, that certain portion of the existing office building and shop, along with the foundation and all components thereof or related thereto, now located on the Fee Lands, and along with all personal property and any and all waste and debris related thereto (collectively, the "Removal Improvements'), on or before ninety (90) days after Closing (the "Removal Period"). In connection with such activities, Owner shall disconnect and retire all utilities or reroute such utilities related to the Removal Improvements, in accordance with the Denton Building Code requirements of the City of Denton, Texas. All activities contemplated herein, including the disposal of any of the Removed Improvements after their removal from the Fee Lands, shall be conducted in accordance with all applicable statutes, rules, regulations and ordinances, including without limitation, the Code of the City of Denton, Texas. To secure the obligations of Owner related to the timely removal of the Removal Improvements, City shall retain the sum of Fifty Thousand and no/100 Dollars ($50,000.00) (the "Retained Amount") at Closing from the amount due Owner hereunder, leaving the sum of Two Hundred Eighty Nine Thousand Two Hundred Forty Five and no/100 Dollars ($289,245.00) due Owner by City at Closing. Upon (i) the timely completion of the removal of the Removal 3 fixtures ofOwn er that ruay be located ou, the I -,'cc Lauds, i I'any, and the Removal Improvements, the Rebined Amount shall be disbursed to Owner. 0 -it5-; iiy property, ol'any kiud or type, rernainirig ou the Fee Lands after the expiration of Yi the Removal Period shall be deemed abandoned and City may retain, destroy or dispose of any such matters or property, of any kind or type, including without limitation, any personal property or trade fixtures of Owner or any other party, left remaining on the Fee Lands without liability of 0 AND COURT COSTS), CAUSED BY OR RELATED TO OWNER'S OCCUPANCY OF THE FEE LANDS, DEFAULT UNDER THIS AGREEMENT AND/OR THE ACTIVITIES CONTEMPLATED HEREIN, INCLUDING WITHOUT LIMITATION, ANY CLAIM OF ANY KIND RELATED TO TENANTS, LICENSEES OR ANY OTHER THIRD PARTY OCCUPYING OR CLAIMING ANY RIGHTS TO THE FEE LANDS, OR ANY PORTION THEREOF, SUCH OBLIGATIONS (A) TO BE INDEPENDENT OF OWNER'S INSURANCE; (B) TO NOT BE LIMITED BY COMPARATIVE NEGLIGENT STATUTES OR DAMAGES PAID UNDER THE WORKERS' COMPENSATION ACT OR SIMILAR EMPLOYEE BENEFIT ACTS; (C) WITHOUT LIMITING THE GENERAL NATURE OF SECTION 14, BELOW, TO SURVIVE CLOSING, AND NOT BE MERGED IN THE SPECIAL WARRANTY DEED OR TEMPORARY CONSTRUCTION, GRADING AND ACCESS EASEMENT; AND (D) SHALL APPLY EVEN IF AN INJURY OR DAMAGE IS CAUSED IN WHOLE OR IN PART BY THE NEGLIGENCE, BUT SHALL NOT APPLY IN THE CASE OF SOLE OR GROSS NEGLIGENCE, OF CITY. Upon timely completion of the obligations of Owner in this Section 3, City shall release the Temporary Construction, Grading and Access Easement, and file a release of same of record in the Real Property Records of Denton County, Texas. 3.A. During the period commencing with the Effective Date of this Agreement and ending forty five (45) calendar days thereafter (the "Review Period"), the City shall have the right to conduct such tests, examinations, studies, investigations and inspections of the Property and improvements located thereon the City deems necessary or desirable, including but not limited to studies or inspections to determine the existence of any environmental hazards or conditions, performed at City's sole cost. City is granted the right to conduct a physical inspection of the Property and improvements located thereon, including inspections that invade the surface and subsurface of the Property. If City determines, in its sole judgment, that the insurance required by Owner under this Agreement is not sufficient in regard to scope and/or amounts of coverage, City may request owner to amend this Agreement in respect to the insurance coverage required herein. Owner shall not be required to enter into any such amendment. However, any term or provision of this Agreement notwithstanding, in the event Owner shall refuse to so amend this Agreement 61 as requested by City prior to Closing, City may terminate this Agreement by written notice to the Owner, as soon as reasonably practicable, but in any event prior to Closing, in which case neither City nor Owner shall have any further duties or obligations hereunder. 4. The Owner shall convey and grant to the City the Fee Lands and the Easement free and clear of all debts, liens and other encumbrances (the `Encumbrances"). The Owner shall assist and support satisfaction of all closing requirements of the City in relation to solicitation of releases or subordinations of the Encumbrances and other curative efforts affecting the Fee Lands and/or Easement Lands, if necessary in the discretion of the City. In the event that all Encumbrances are not cured to the satisfaction of City prior to Closing, such shall not be a default hereunder, although Owner may otherwise be in default under Section 11, below. However, if the Encumbrances are not cured as provided herein, City has the option of either (i) waiving the defects related to the remaining Encumbrances by notice in writing to Owner on or prior to the Closing Date, upon which the remaining Encumbrances shall become Permitted Exceptions (herein so called), and proceed to close the transaction contemplated by this Agreement; or (ii) terminating this Agreement by notice in writing to Owner, in which latter event Owner and City shall have no further obligations under this Agreement. 5. Owner stipulates that the Total Monetary Compensation payment constitutes and includes all compensation due Owner by City related to the Project, including without limitation, any damage to or diminution in the value of the remainder of Owner's property caused by, incident to, or related to the Project and the transactions contemplated under this Agreement, value of, damage to and/or costs of repair, replacement and/or relocation of any improvements, turf, landscape, vegetation, or any other structure or facility of any kind, including without limitation, commercial structures, located within the Easement Lands and/or Fee Lands, related to activities conducted pursuant to the Easement or City ownership of the Fee Lands, interference with Owner's activities on the Easement Lands or other property interests of Owner, caused by or related to activities within the scope of the rights granted by the Easement, whether accruing now or hereafter, and Owner hereby releases for themselves, their heirs, devisees, successors and assigns, City, it's officers, employees, elected officials, agents and contractors from and 6 against any and all claims they may have now or in the future, related to the herein described matters, events and/or damages. In the event Owner shall timely perform all of its obligations under Section 3, above, and City shall terminate its rights under the Easement, all references herein to the Easement and/or Easement Lands shall be deemed to be deleted from this Section 5. 6. The Closing (herein so called) shall occur in and through the office of Title Resources, LLC, 525 South Loop 288, Suite 125, Denton, Texas 76205 ("Title Company"), with said Title Company acting as escrow agent, on the date which is 180 days after the Effective Date, unless the Owner and the City mutually agree, in writing, to an earlier or later date ("Closing Date"). In the event the Closing Date, as described above, occurs on a Saturday, Sunday or Denton County holiday, the Closing Date shall be the next resulting business day. 7. The stipulated Total Monetary Compensation amount shall be paid by the City to the Owner, through the Title Company, in accordance with the terms hereof. Ad valorem taxes relating to the Fee Lands for the calendar year in which Closing shall occur shall be prorated between Owner and City as of the Closing Date. If the actual amount of taxes for the calendar year in which Closing shall occur is not known as of the Closing Date, the proration shall be based on the amount of taxes due and payable with respect to the Fee Lands for the preceding calendar year, and shall be readjusted in cash as soon as the amount of taxes levied against the Fee Lands for the calendar year in which Closing shall occur is known. The result of such proration is that the Owner shall pay for those taxes attributable to the period of time prior to the Closing Date (including, but not limited to, subsequent assessments for prior years due to change of land usage or ownership occurring prior to Closing) and City shall pay for those taxes attributable to the period commencing as of the Closing Date. All other typical, customary and standard closing costs associated with this transaction shall be paid specifically by the City, except for Owner's attorney's fees, if any, which shall be paid by Owner. 8. The date on which this Agreement is executed by the City shall be the "Effective Date" of this Agreement. 7 9.A. In the event Owner shall default in the performance of any covenant or term provided herein, and such default shall be continuing after ten (10) days written notice of default and opportunity to cure, City may exercise any right or remedy available to it by law, contract, equity or otherwise, including without limitation, the remedy of specific performance. B. In the event City shall default in the performance of any covenant or term provided herein, and such default shall be continuing after ten (10) days written notice of default and opportunity to cure, Owner may, as its sole and exclusive remedy, either (i) terminate this Agreement prior to Closing by written notice of such election to City; or (ii) enforce specific performance of this Agreement. 10. THE LAWS OF THE STATE OF TEXAS SHALL CONTROL AND APPLY TO THIS AGREEMENT FOR ALL PURPOSES. THIS AGREEMENT IS PERFORMABLE IN DENTON COUNTY, TEXAS. VENUE FOR ANY ACTION ARISING HEREUNDER SHALL LIE SOLELY IN THE COURTS OF COMPETENT JURISDICTION OF DENTON COUNTY, TEXAS. 11. From and after the Effective Date of this Agreement, through and including the Closing Date, Owner shall not (i) convey or lease any interest in the Fee Lands or Easement Lands; (ii) enter into any Agreement that will be binding upon the Fee Lands or upon the Owner with respect to the Fee Lands after the date of Closing; or (iii) enter into any agreement that will be binding on the Easement Lands, or upon Owner with respect to the Easement Lands, prior to the termination of the Easement. 12. Any notices prescribed or allowed hereunder to Owner shall be in writing and shall be delivered by telephonic facsimile, hand delivery or by United States Mail, as described herein, and shall be deemed delivered and received upon the earlier to occur of (a) the date provided if hand delivered or delivered by telephonic facsimile; and (b) on the date of deposit of, in a regularly maintained receptacle for the United States Mail, registered or certified, return receipt requested, postage prepaid, addressed as follows: 8 CITY: .Terry M. Kelsoe City of Denton (1, , Paul Williamson ° Real Estate and Capital Support r 901-A Texas Street P on -, � n �' � ,y � Denton, Texas 76209 Telecopy: (940) 349-8951 Copies to: For Owner: For City: r Richard Casner, First Assistant City Attorney rr. City Attorney's Office V' _� 215 E. McKinney ° Denton, Texas 76201 Telecopy: Telecopy: (940) 382-7923 uy 13. This Agreement constitutes the sole and only agreement of the parties and supersedes any prior understandings or written or oral agreements between the parties with respect to the subject matter of this Agreement. Time is of the essence with respect to this Agreement. Relocation advisory services and relocation financial assistance, if applicable pursuant to Ordinance No. 2012-073 (the "Relocation Ordinance"), shall be administered as provided by the Relocation Ordinance, aside and apart from the transaction contemplated by this Agreement. 14. Owner represents and warrants to the City that Owner possesses the legal authority to enter into this Agreement and to perform all actions prescribed hereunder without joinder of any other party. The representations, warranties, agreements and covenants contained herein shall survive the Closing and shall not merge with the Special Warranty Deed and/or Easement. 15. In the event prior to the Closing Date, condemnation or eminent domain proceedings are threatened or initiated by any entity or party other than the City that might result in the taking of any portion of the Property, City may, at its election, terminate this Agreement at any time prior to Closing. 16. Authority to take any actions that are to be, or may be, taken by City under this Agreement and/or Easement, including without limitation, adjusting the Closing Date of this Agreement and/or the termination date of the Easement, and the execution and recordation of the termination and release of the Easement, are hereby delegated by City, pursuant to action by the City Council of Denton, Texas, to Frank G. Payne, P.E., City Engineer of City, or his designee. By:(' y:(' .�. GORGE C. CAMPBELL, CITY MANAGER Dat , 20 1 ATTEST: JENNIFER WALTERS. CITY SECRETARY Date: 2o�9y BY: , u Date: 2013 JlaI RY M. L'�OE Dater 12013 10 By its execution below, Title Company acknowledges receipt of one (1) executed copy of this Agreement. Title Company agrees to comply with, and be bound by, the terms and provisions of this Agreement to perform its duties pursuant to the provisions of this Agreement and comply with Section 6045(e) of the Internal Revenue Code of 1986, as amended from time to time, and as further set forth in any regulations or forms promulgated thereunder. TITLE COMPANY: Title Resources, LLC 525 South Loop 288, Suite 125 Denton, Texas 76205 Telephone: (940) 381-1006 Telecopy: (940) 898-0121 I By: JA-Wj-- Printed Name:r f Title: '' Contract receipt date: 0 _, 2013 11 ATTACHMENT 1/ NOTICE 1 CONFIDENTIALITYYOU ARE A NATURAL PERSON,1U MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING 1 1N FROM ANY INSTRUMENT PROPERTYTRANSFERS AN INTEREST IN REAL 1 1 FOR RECORD 1 1S: YOUR SOCIALNUMBER OR YOUR DRIVER'S QTATE 1 KNOW ALL MEN BY THESE PRESENTJ COUNTYOF DENTON That JERRY M. KELSOE (referred to herein as "Grantor"), not joined by his spouse due to the Property (as defined below) comprising no part of the homestead of Grantor and spouse, for and in consideration of the sum of TEN AND NO/100 DOLLARS ($10.00), and other good and valuable consideration to Grantor in hand paid by the CITY OF DENTON, TEXAS, a Texas Home Rule Municipal Corporation (herein called "Grantee"), 215 E. McKinney, Denton, Texas 76201, the receipt and sufficiency of which are hereby acknowledged and confessed, has GRANTED, SOLD and CONVEYED, and by these presents does GRANT, SELL and CONVEY, unto Grantee all the real property in Denton County, Texas being particularly described on Exhibit "A" and depicted on Exhibit `B", both attached hereto and made a part hereof for all purposes, and being located in Denton County, Texas, together with any and all rights or interests of Grantor in and to adjacent streets, alleys and rights of way and together with all and singular the improvements and fixtures thereon and all other rights and appurtenances thereto (collectively, the "Property") Grantor, subject to the limitation of such reservation made herein, reserves, for himself, his heirs, devisees, successors and assigns all oil, gas and other minerals in, on and under and that may be produced from the Property. Grantor, his heirs, devisees, successors and assigns shall not have the right to use or access the surface of the Property, in any way, manner or form, in connection with or related to the reserved oil, gas, and other minerals and/or related to exploration and/or production of the oil, gas and other minerals reserved herein, including without limitation, use or access of the surface of the Property for the location of any well or drill sites, well bores, whether vertical or any deviation from vertical, water wells, pit areas, seismic activities, tanks or tank batteries, pipelines, roads, electricity or other utility infrastructure, and/or for subjacent or lateral support for any surface facilities or well bores, or any other infrastructure or improvement of any kind or type in connection with or related to the reserved oil, gas and other minerals, and/or related to the exploration or production of same. As used herein, the term "minerals" shall include oil, gas and all associated hydrocarbons and shall exclude (i) all substances that any reasonable extraction, mining or other exploration and/or production method, operation, process or procedure would consume, deplete or destroy the surface of the Property; and (ii) all substances which are at or near the surface of the Property. The intent of the parties hereto is that the meaning of the term "minerals" as utilized herein, shall be in accordance with that set forth in Reed v. Wylie, 597 S.W.2d 743 (Tex. 1980). As used herein, the term "surface of the Property" shall include the area from the surface of the earth to a depth of five hundred feet (500') below the surface of the earth and all areas above the surface of the earth. Exceptions to conveyance and warranty: [Insert Permitted Exceptions, if any] The Special Warranty Deed is subject to that certain Purchase Agreement, dated effective 1—' 2013, by and between Grantor and Grantee. Page 2 of 3 Grantor hereby assigns, without recourse or representation, to Grantee, any and all claims or causes of action that Grantor may have for or related to any defects in, or injury to, the Property. TO HAVE AND TO HOLD the Property, together with all and singular the rights and appurtenances thereto in anywise belonging unto Grantee and Grantee's successors and assigns forever; and Grantor does hereby bind Grantor and Grantor's successors and assigns to WARRANT AND FOREVER DEFEND all and singular the Property unto 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. EXECUTED the day of 2013. 1-7 J �Yt. KE ISOE A.CKNOWVLEDGMENT THE STATE OF TEXAS COUNTY OF . Wkt� This instrument was acknowledged before me on i , 2013 by Jerry M. Kelsoe. 4 SUE LIND My Commission Expires July 10, 2017 Upon Filing Return To: The City of Denton -Engineering Attn: Paul Williamson 901-A Texas Street Denton, TX 76209 Page 3 of 3 No Public, State of Texas My commission expires: -1- l b- 1 -1 Property Tax Bills To: City of Denton Finance Department 215 E. McKinney Street Denton, Texas 76201 Arthur Surveying Co., Inc. Px+vffess-io�tal �,arurd Szxrvey-ors P.O. ]Box 54 -• Lewisville, Texas 75067 Office: (972) 221-9439 --- Fax: (972) 221-4675 EXIMIT 66A99 MAYIHLL ROAD RIGHT-OF-WAY PARCEL M024 0.216 Acre City of Denton, Denton County, Texas BEING all that certain lot, tract or parcel of land situated in the M.E.P. & P.R.R. Co. Survey, Abstract Number 1469 and being part of that certain tract of land described by deed to Jerry M. Kelsoe, recorded in Volume 1823, Page 134 of the Real Property Records of Denton County, Texas (R.P.R.D.C.T.), and being more particularly described as follows: BEGINNING at a "PK' Nail set in Mayhill Road for the southeast corner of said Kelsoe tract and the northeast corner of a tract of land described by deed to Earl Edwards and wife, Ruth Edwards, recorded in Volume 1546, Page 775, R.P.R.D.C.T; THENCE South 80 degrees 18 minutes 15 seconds West, with the south line of said Kelsoe tract and the north line of said Edwards tract, a distance of 66.55 feet to a 1/2 inch iron rod with yellow cap stamped "Arthur Surveying Company" (A.S.C.) set for comer; THENCE North 02 degrees 46 minutes 43 seconds East, over and across said Kelsoe tract, a distance of 178.06 feet to a 1/2 inch iron rod with yellow cap stamped "A.S.C." set for corner in a northeasterly line of said Kelsoe tract and a southwesterly right-of-way line of U.S. Highway No. 380; THENCE South 48 degrees 53 minutes 46 seconds East, with a southwesterly right-of-way line of said U.S. Highway No. 380, a distance of 82.56 feet to a "PK" Nail set in said Mayhill Road for comer; THENCE South 02 degrees 40 minutes 25 seconds West, in said Mayhill Road, a distance of 112.49 feet to the POINT OF BEGINNING and containing 0.216 acre of land, of which 0.073 acre lies within the existing Mayhill Road. C1107131-8 P-1 14MA 3® Concrete 14 ®o Monumen t i�aund (C.M.) laq low dth ROW) 0 30 tit? New Right-of-way 0.143 ac. (6,232 sq. ft.) 3, Existing fmplicti Dedication 0.073 ac. (3,191 sq. ft.) k SCALE: V=60' Bearings shown hereon based on the City of 0.216 Acre (9,423 sq. ft.) �� Denton GIS Network. Right -of -Way "W" Non Parcel M024 set Jerry M. Kelsoe Noah L Turrubiarte Volume 1823, Page 134 Volume 2971, Page 177 I N - 1 1 buNdM9 exlatMg Soo Mgr set �r"W 10 I.R.S. g 66.56' 580,1842 F.I.R. (C.M.) CP I ' I Earl Edwards and wife, Ruth Edwards Volume 1546, Page 775 I 13 IN O 0 NOTES: I.R.F. = 1/2" Iron Rod Found I.R.S. = 1/2" Iron Rod Set with yellow cap stamped "Arthur ClG,jSurveying Company" • All improvements not shown hereon. 53t1w18'150 t.t xl �y 30,99 P.O.Box 54 — Lewisville, Texas 75067 Office: (972) 221-9439 Fax: (972) 221-4675 Estatblished 1986 ATTACHMENT TO AGREEMENT NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWINGINFORMATION 1 PROPERTYINSTRUMENT THAT TRANSFERS AN INTEREST IN REAL BEFORE FILED FOR RECORD IN THE PUBLIC RECORDS:,SOCIAL SECURITY NUMBER 1, YOUR 1NUMBER. 1 17111!7[ DM THE STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF DENTON § THAT Jerry M. Kelsoe (referred to herein as "Grantor"), not joined by his spouse due to the Property (as defined below) comprising no part of the homestead of Grantor and spouse, in consideration of the sum of Ten and No/100 Dollars ($10.00) and other good and valuable consideration in hand paid by the City of Denton, Texas, 215 East McKinney Street, Denton, Texas 76201, receipt and sufficiency of which is hereby acknowledged, has GRANTED, BARGAINED, SOLD and CONVEYED and does by these presents GRANT, BARGAIN, SELL and CONVEY unto the City of Denton, Texas ("Grantee") a temporary construction, grading and access easement in, along, upon, under, over and across the following described property (the "Property"), owned by Grantor, and situated in Denton County, Texas, located in the M.E.P. & P.R.R. Co. Survey, Abstract Number 1469, to wit: PROPERTY DESCRIBED IN EXHIBIT "A" 1 DEPICTED IN EXHIBIT BOTH ATTACHED HERETO AND MADE, HEREOF It is agreed that the said Grantee, in consideration of the benefits above set out, may remove from the Property above described, such fences, signage, buildings and other obstructions as may now be found upon said Property, for the purpose of construction activities, grading activities and access in, along, upon, under, over and across said Property. It is specifically stipulated by Grantor that the scope of the access, construction and grading activities shall include the clearing and removal of the commercial structure and vegetation and trees that exist within the Property. The Grantee, its agents, employees, contractors, workmen, and representatives shall have the right of ingress, egress and regress in, along, upon, under, over and across said Property for the purpose of access, construction and grading activities and other activities prescribed herein, or any part thereof. This Temporary Construction, Grading and Access Easement is subject to that certain Purchase Agreement (herein so called), dated effective 2013, by and between Grantor and Grantee. The term of this Temporary Construction, Grading and Access Agreement shall commence on the date of the execution hereof by Grantor and shall terminate upon the earlier to occur of (i) December 31, 2015; or (ii) as provided in the Purchase Agreement. TO HAVE AND TO HOLD unto the said City of Denton, Texas as aforesaid for the purposes aforesaid the premise above described. Witness my hand, this the day of '2013. M-1173-Mem By: W ObV 13 .2013. drry M. Ke oe ACKNOWLEDGMENT THE STATE OF TEXAS COUNTY OF --1DC0tN\ § This instrument was acknowledged before me on 2013, by Jerry M. Kelsoe. :SUEL :Mss IND]Expirss SUE LIND ion My Commission Expires ly 10, 17 July 10, 2017 Notary Public, in and for the State of Texas 1%111,11 mJ111 q iquPlagpoliq My Commission Expires: AFTER RECORDING RETURN TO: City of Denton — Engineering Department 901 -A Texas Street Denton, Texas 76209 Attn: Paul Williamson 2 rthur Surveying Co., Inc. X,--M'd SU-rV-EkYCPrS P.O. Box 54 — Levvisville, Texas 75067 owlec: (972) 221-9439 — Fax: (972) 221-4675 EXHIBIT "A" 60'TEMPO RARY CONSTRUCTION EASEMENT 0.152 Acre City of Denton, Denton County, Texas BEING all that certain lot, tract or parcel of land situated in the M.E.P. & P.R.R, Co. Survey, Abstract Number 1469 and being part of that certain tract of land described by deed to Jerry M. Kelsoe, recorded in Volume 1823, Page 134 of the Real Property Records of Denton County, Texas (R,P.R.D.C.T.), and being more particularly described as follows: COMMENCING at a "PK!'Nail set in Mayhill Road for the southeast corner of said Kelsoe tract and the northeast comer of a tract of land described by deed to Earl Edwards and wife, Ruth Edwards, recorded in Volume 1546, Page 775, R.P.R.D.C.T.; THENCE South 80 degrees 18 minutes 15 seconds West, with the south line of said Kelsoe tract and the north line of said Edwards tract, a distance of 66.55 feet to a 1/2 inch iron rod with yellow cap stamped "Arthur Surveying Company" (A.S.C.) set for the POINT OF BEGINNING; THENCE South 80 degrees 18 minutes 15 seconds West, continuing with the south line of said Kelsoe tract and the north line of said Edwards tract, a distance of 107.32 feet to a point for the southwest comer of said Kelsoe tract and the southeast comer of a tract of land described by deed to Noah L. Turrubiaite, recorded in Volume 2971, Page 177, R.P.R.D.C.T., and being in the north line of said Edwards tract; THENCE North 02 degrees 46 minutes 16 seconds West, with the west line of said Kelsoe tract and the east line of said Turrubiarte tract, a distance, of 60.44 feet to a point for comer; THENCE North 80 degrees 18 minutes 15 seconds East, over and across said Kelsoe tract, a distance of 113.31 feet to a point for comer; THENCE South 02 degrees 46 minutes 43 seconds West over and across said Kelsoe tract, a distance of 61.45 feet tn An POINT OF BEGINNING and containing 0.152 acre of land, more or less. C110713140 Parcel M024 I ----- --- RY14YnTT -R - M Temnorary Construction, Grading and Access Easement ConcrefO 93BO monument p-ound (C-M) aviab Co �O 40, Noah L, Turrubiarte Jerry M. Kelsoe fn Volume 2971, Page 177 �,V61ume 1823, Page 134 proposed R19h t- of W, parce� AiO2Y 113,311 was* IM Y t C4 OPW 60 "I Nall t 58 o Z COW N) 01 a R et (6 69 set S80q 8-15"W (C.M.) P. 0. B Earl Edwards and wife,' Ruth Edwards cy Volume 1546, Page 775 EXHIBIT 111311 Parcel M024 60' Temporary Construction Easement o.152 acre in the M.E.P. & P.R.R. CO. Survey, Abstract Number 1469, . City of Denton Denton County, Texas — 2012 -- F.I. R. (M) i —0— , OW S80118 30"99 60 0 30 60 SCALE: V=60' Bearings shown hereon based on the City of Denton GIS Network. X dft , i9t M-71 nq NOTES: • I.R, - 1/2" Iron Rod Found F. • I.R.S. = 1/2" Iron Rod Set with yellow cap 51amped "Anlitir Surveying complany • Implied Dedication — apparM Proscriptive r1glit-of-way, creon. Arthur Surveying 1%vfessjonW Land Surveyow ---'j;.0 .Box csj — Lewisville, Texas 75067 Wine: (972) 221-9439 Fax: (972) 221-4676 Estatblished 1988 ATTACHMENT 3 TO PURCHASE AGREEMENT Insurance Requirements Owner shall procure and carry, at its sole cost and expense, insurance protection as hereinafter specified, in form and substance satisfactory to City, carried with an insurance company (or companies) authorized to transact business in the state of Texas, covering all aspects and risks of loss of all operations in connection with the Purchase Agreement. Owner shall obtain and maintain the following insurance coverages in full force and effect from Closing to the expiration of the Removal Period: Commercial General Liability: Per Occurrence Limit: Aggregate Limit: $1,000,000 $2,000,000 Business Automobile Liability (providing coverage for owned, non -owned and hired automobiles): Per Occurrence Limit Aggregate Limit: $ 500,000 $1,000,000 The City shall be listed as an Additional Insured with respect to the Commercial General Liability and Business Automobile Liability and shall be granted a waiver of subrogation under both policies. Owner shall provide a Certificate of Insurance on or before the date of Closing to City as evidence of coverage. The Certificate will provide 30 days notice of cancellation. A copy of the additional insured endorsement and waiver of subrogation attached to the policy will be included in the certificate. All insurance carriers must be admitted to do business in the state of Texas and have an AM Best's Rating of A-VII or better. All policies should be written on an occurrence basis.