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ORDINANCE NO.2014-213
AN ORDINANCE OF THE CITY OF DENTON, TEXAS FOR THE PURCHASE FROM
BROWN DEVELOPMENT 1, LTD., A TEXAS LIMITED PARTNERSHIP ("OWNER") OF
(1) A 3.338 ACRE TRACT FOR AN ELECTRIC EASEMENT; AND, (2) A 1.227 ACRE
TRACT FOR A TEMPORARY CONSTRUCTION EASEMENT, BOTH OF WHICH ARE
GENERALLY SITUATED IN THE J. COLTART SURVEY, ABSTRACT NUMBER 288,
CITY OF DENTON, DENTON COUNTY, TEXAS ("PROPERTY INTEREST'), FOR THE
PUBLIC USE OF EXPANSION, CONSTRUCTION, OPERATION, MAINTENANCE
AUGMENTATION AND IMPROVEMENT OF ELECTRIC TRANSMISSION AND
DISTRIBUTION LINES, FACILITIES, STRUCTURES AND SUBSTATIONS, ("PROJECT"),
FOR THE AMOUNT OF TWO HUNDRED FORTY SEVEN THOUSAND SEVEN
HUNDRED SIXTEEN DOLLARS AND FIFTY TWO CENTS ($247,716.52); AUTHORIZING
THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE THE NECESSARY
AGREEMENT AND DOCUMENTS FOR THE PURCHASE; AUTHORIZING THE
EXPENDITURE OF FUNDS; 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:
SECTION 1. The City Council finds that a public use and necessity exists, and that the
public welfare and convenience require the acquisition of the Property Interest by the City of
Denton, Texas ("City"). The City Council finds and determines that the acquisition of the
Property Interest is necessary for public use to expand and improve the Denton Municipal
Electric distribution and transmission system to serve the public and the citizens of the City of
Denton, Texas.
SECTION 2. The City Manager, or his designee, is authorized to (a) execute (i) the
Easement Purchase Agreement, between the City and Owner, or other owners of the Property
Interest, as applicable, in the form attached as Exhibit "A", with a purchase price of $247,716.52
and other consideration, plus costs and expenses, all as prescribed in the Easement Purchase
Agreement; and (ii) any other documents necessary for closing the transaction contemplated by
the Easement Purchase Agreement; and (b) make expenditures in accordance with the terms of
the Easement Purchase Agreement.
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 �, day of , 2014.
CHRIS WATTS, MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
By:
Ll
APP VED FO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
By: I jv-o—
Easement Purchase Agreement
NOTICE
YOU, AS OWNER OF THE EASEMENT LANDS (AS DEFINED BELOW), HAVE THE
RIGHT TO: (1) DISCUSS ANY OFFER OR AGREEMENT REGARDING THE CITY
OF DENTON'S ACQUISITION OF THE EASEMENT WITH OTHERS; OR (2) KEEP
THE OFFER OR AGREEMENT CONFIDENTIAL, UNLESS THE OFFER OR
AGREEMENT IS SUBJECT TO CHAPTER 552, GOVERNMENT CODE.
THIS EASEMENT PURCHASE AGREEMENT ("Agreement") is dated
2014, between BROWN DEVELOPMENT I, LTD., a Texas limited
partnership, (the "Owner") and the City of Denton, Texas ("City").
WITNESSETH:
WHEREAS, BROWN DEVELOPMENT I, LTD., a Texas limited partnership is the Owner
of a tract of land (the "Land") in the J. Coltart Survey, Abstract Number 288, Denton County,
Texas being affected by the public improvement Project called the Spencer Transmission Line
Project ("Project"); and
WHEREAS, City is in need of certain easements in, along, over, upon, under and across the
tract of land described above 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 easements for the Project;
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
which is hereby acknowledged, the parties agree as follows:
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1. At Closing, the Owner shall grant, execute, and deliver to the City both permanent and
temporary construction easements, the scope, location and duration of which are described and
shall be memorialized in an Electric Utility Easement (herein, the "Easement"), the form and
content of which is shall be substantially similar to the Attachment 1 which is attached hereto
and made a part hereof for all purposes as if set forth herein verbatim. The Easement shall grant,
sell and convey a permanent easement in, along, over, upon, under and across the tract of land
being described in Exhibit "A-1" and depicted in Exhibit `B-1" attached to the Easement, and a
temporary construction easement in, along, over, upon, under and across the tract of land being
described in Exhibit "A-2" and depicted in Exhibit `B-2" also attached to the Easement. As
stated in the Easement, the permanent easement shall be granted for electric utility purposes, and
the temporary construction easement shall be granted for construction purposes, the purpose(s),
scope and duration of which are further set forth and defined in the Easement. The lands
described and depicted in the Exhibits attached to the Easement are collectively referred to
herein as the "Easement Lands".
2. As consideration for the granting of the Easement, the City shall pay to Owner at Closing the
sum of Two Hundred Forty -Seven Thousand Seven Hundred Sixteen and 52/100 Dollars
($247,716.52) as compensation for the Easement. The monetary compensation prescribed in this
Section 2 is herein referred to as the "Total Monetary Compensation".
3. 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, 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
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located within the Easement Lands related to activities conducted pursuant to the Easement,
interference with Owner's activities on the Easement Lands or other property interests of Owner
caused by or related to the Project and/or activities related to the Easement, whether accruing
now or hereafter, and Owner hereby releases for itself, its heirs, beneficiaries, devisees,
successors and assigns, City, it's officers, employees, elected officials, agents and contractors
from and against any and all claims they may have now or in the future, related to the herein
described matters, events and/or damages.
4. The Closing (herein so called) shall occur in and through the office of Title Resources, 525
South Loop 288, Suite #125, Denton, Texas 76205 ("Title Company"), with said Title Company
acting as escrow agent, on the date which is 60 days after the Effective Date, unless the Owner
and the City mutually agree, in writing, to an earlier or later date ("Closing Date"). The Owner
shall convey the Easement free and clear of all debts, liens and encumbrances. The Owner shall
assist and support satisfaction of all closing requirements in relation to solicitation of release or
subordination of liens and encumbrances and other curative efforts affecting the Easement, if
necessary in the discretion of the City.
5. The stipulated Total Monetary Compensation amount shall be paid by the City at Closing to
the Owner through the Title Company. 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.
6. The date on which this Agreement is executed by the Owner shall be the "Effective Date" of
this Agreement.
7. 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 such 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 or termination of
this Agreement.
8. 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.
9. 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.
10. From and after the date of execution of this Agreement by Owner to the date of Closing,
Owner shall not (i) convey or lease any interest in the Easement Lands; or (ii) enter into any
Agreement that will be binding upon the Easement Lands or upon the Owner with respect to the
Easement Lands after the date of Closing.
11. Any notices prescribed or allowed hereunder to Owner and/or City shall be in writing and,
except as otherwise provided herein, shall be delivered by telephonic facsimile, hand delivery or
by United States Mail, as described herein, and shall be deemed delivered 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:
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OWNER:
Brown Development I, Ltd.
P.O. Box 292966
Lewisville, Texas 75029
Telecopy: (940) 243-1362
Copies to:
For Owner:
Richard D. Cox, Esq.
Husch Blackwell LLP
2001 Ross Ave., Suite 2000
Dallas, Texas 75201
Telecopy: (214) 220-8518
CITY:
City of Denton
Paul Williamson
Real Estate and Capital Support
901-A Texas Street
Denton, Texas 76209
Telecopy: (940) 349-8951
For City:
Scott W. Hickey, Attorney at Law
Kelsey, Kelsey & Hickey, PLLC
P.O. Box 918
Denton, Texas 76202
Telecopy: (940) 387-9553
12. 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.
13. The representations, warranties, agreements and covenants contained herein shall survive
the Closing and shall not merge with the Easement.
14. Authority to take any actions that are to be, or may be, taken by Buyer under this
Agreement, including without limitation, adjustment of the Closing Date, are hereby delegated
by Buyer, pursuant to action by the City Council of Denton, Texas, to Phil Williams, General
Manager, Electric Administration of Buyer, or his designee.
15. In the event prior to the Closing Date, condemnation or eminent domain proceedings are
threatened or initiated by any entity other than the City that might result in the taking of any
portion of the Easement Lands, City may, at its election, terminate this Agreement at any time
prior to Closing.
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16. If the Closing Date or day of performance of any act required or permitted hereunder falls
on a Saturday, Sunday or legal holiday, then the Closing Date or day of performance, as the case
may be, shall be the next following regular business day.
CITY OF DENTON, TEXAS
By GEORGE C,,,
. CAMPBELL,
CITY MANAGER
Date . , 2014
ATTEST:
Date:
1=ER' ALTERS,,C'1ITY SECRETARY
2014
APPROVED AS TO LEGAL FORM:
Kelse ,
Richa-.� N uor�y
John F,_ Kp]sey
Scot W - Hekey
[ian
BY:
Date: _IT , 2014
X"'=
BROWN DEVELOPMENT I, LTD.,
a Texas limited partnership
By: BROWN DEVELOPMENT CORPORATION,
its general partner
Connie L. Brown, President
RECEIPT OF AGREEMENT BY TITLE COMPANY
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 and 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
Attn: Virginia Kubiak
525 South Loop 288, Suite 125
Denton, Texas 76205
Telephone: (940) 381-1006
Telecopy: Q4,) 898-0121
Printed Name:
Title:... i.'...
Contract receipt date: 1AACA IrrA 92014
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Exhlblt Al
LEGAL. DESCRIPTION
ELECTRIC EASEMENT
BEING a 3.338 acre bad of tarot si in lure �1. Coltsrt Sun". Abstract Number 288, Denton County. Texas, and
being pad of chat certain track of land d `bed in Deed to Brown Development 1, Ltd., as recorded In Document
Number W1683 of the Real praperly Records of Denton County, Texas, and being more particularly described as
follows;
BEGINNING at a 112 Inch iron rod with cap alamped'RPL 3693 found for comer at the into coon of the North
line of the above cited Brawnmenl tract with the Northeasterly line of State Highway 268 Ca variabie
wid. P4ed
th right-of-way), " point also in the South Una of a tract chi land desrath�l In a Deed to Charles �t
and wife, Harriet Reed, as r in hlolumo 82'5, Page 183 of the Deed Records of Denton County, Texas;. THENCE South SSA 6` is, East, departing the North ast+edy line of sold 'State Highway Loop 288, and along the
South lima of said trait and the Nou[tlr line of said 13rown Development tray passing a � indr iron rod with
crap stamped qNr set for reference at the centerline of the proposed power line at a diguince of 133.23 feet, and
continuing along said lire for a total a d t s of 202.31 foot to a point for , from which a 112 incur Iron rod
found for the Sou#wgd comier of said Reed tract and an angle ant in the North line of sand Brown DeWripment
tracts bars South 88 18' 18' East, a dkqwce of 3609.87 feat;
THENCE, departing the South line of said Reed tract and over and across said Brown Development tract, the
following two cours" and distanoes;
South W 23' 32' East, a distance of 1124.69 feel to a point for comer:
South 50° 39' or Fast. a distance of 429.10 feet to a point for comer;
South 3T 2
2' 66"Wesi, passing
a 6M Inch iron rod with cap stamped'TNP' set for reference at the
contedine of the proposed limn at a diu of 37.50 feet, and continuing along said fine 1a a total
distance of 80.46 feet to a font for comer in the Nodheasterly line of said state Highway Loop 288. from
which a broken corOM Monument found 1of reference bears South 50' 3T 36, East a distance of 2.86
feet;
THENCE along the Northeasterly line of said State Highway Loop 288, the following four courses and distances;
North 50' 3T 38" West, a distance of 580.83 feet to a broken concrete monument found for comer,
North 58' 15' 08" West, a distance of 460.37 feet to a broken concrete monument found for comer;
North 57' 38' W West, a distance of 599.52 feet to a 112 inch iron rod with cap stamped "RPLS 3693'
found for comer,
North 52, 07 03' West, a distance of 97.96 feet to the POINT OF BEGINNING, and containing 3.338 acres
of land, more or less.
T 11B3.TJurWr, R.P.t a.
OotoWr 10, 2013
September 21, 2012 — Field
T.B.P.L.S. Flan 10011M
Exhibit B1
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Exhibit A2
LEGAL DESCRIPTION
35'TEMPORARY CONSTRUCTION EASEMENT
BEIRAG a 1.227 ec(e tract of land situated In the J. coltarl Survey, Abstract Number 288, Denton County, Texas, and
being part cf that catalp Irad of land des `bed In a Deed to Brown Development 4. Lid,, as recorded in Document
Number 98-1683 of the Real Property Rem(ds of Denton County. Texas. and being more particularly described as
10110m:
BEGINNING at a point for comer in the North line of #w above cited Brown Devetopment tract and the South line of
a Iradof land dewn-bed In a Deed to Charles A. Reed and wife, Harriet Reed, as recorded in Volume 625, Page 183
of the Deed Records of Denton County, Texas, from which a 112 inch iron rod with cup stamped' RPLS 369T found
for reference in the Northeasterly line of Slate Highway Loop 288 (a variable width fight -of -way) bears North Or 19
jiT West a distance of 202.31 feet;
THENCE South 804 JW 16* East along the North line of said Brown Development tract and the South line of said
Reed tract, for a distance of 64.47 feet to a point for comer, from which a I& inch Iron rod found for the Southeast
comer of said Reed bad and an angle point in the North line of said Brown Development tracts bears South 88* 16
W East a distance of 3545.40 feet;
THENCE departing the South line of said Reed tract and over and across said Brown Development tract, the
following two courses and distances:
South 65* 23' 320 East, a distance of 10-11.99 feet to a point for comer,
South W 39 OW Eastog distance of 430.57 feet to a Point RK corner.,
South 39* 22'56' West, a distance of 35.00 feet to a point for corner in the Northeasterly line of a Proposed
variable width electric easement;
THENCE a" the Northeasterly One of said eieddc easement, the following four courses and distances:
North 50' 39' Ogr West. a distance of 429.10 feet to a point for COFFWF;
North 6W 23' X" West, a distance of 1124.69 W to the POINT OF BEGINNING, and containing 1227
acres of land, more or less.
id 96.Tuff/ po�
OCL 10. 2013
Sep. 21, 2012 — Field
T.B.P.L.S. Firm 110011116011
Exhibit B2
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