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HomeMy WebLinkAbout1999-467ORDINANCE NO 4- 4 f7 AN ORDINANCE APPROVING A REAL ESTATE CONTRACT BETWEEN THE CITY OF DENTON, CALVIN WOOLAVER AND CALVIN WAYNE WOOLAVER RELATING TO THE PURCHASE OF LOT 1 AND THE EAST 13 AND 1/3 FEET OF LOT 2, STROUD ADDITION FOR FLOOD MITIGATION ASSISTANCE PROJECT GRANT, TEXAS WATER DEVELOPMENT BOARD CONTRACT NO 99-001-027, AUTHORIZING THE EXPENDITURE OF FUNDS THEREFORE, AND PROVIDING AN EFFECTIVE DATE THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS SECTION 1 That the City Manager is authorized to execute a Real Estate Contract between the City, Calvin Woolaver and Calvin Wayne Woolaver, in substantially the form of the Real Estate Contract which is attached to and made part of this ordinance for all purposes, for the purchase of Lot 1 and the East 13 and 1/3 feet of Lot 2, Stroud Addition for Flood Mitigation Assistance Project Grant, Texas Water Development Board Contract No 99-001-027 SECTION 2 The City Manager is authonzed to make the expenditures as set forth in the attached Real Estate Contract SECTION 3 That this ordinance shall become effective immediately upon its passage and approval PASSED AND APPROVED this the —A day of �(�/�� 1999 JACI LER, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY awl EM REAL ESTATE CONTRACT STATE OF TEXAS COUNTY OF DENTON THIS CONTRACT OF SALE is made by and between Calvin Wayne Woolaver and Calvin Woolaver (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 terns and conditions set forth herein PURCHASE AND SALE 1 Seller hereby sells and agrees to convey, and Purchaser hereby purchases and agrees to pay for all that certain tract, lot or parcel of land consisting of Lot 1 and the east 13 1/3 feet of Lot 2, STROLD ADDITION, an addition to the City of Denton recorded in Volume 80, Page 395 of the Deed Records of Denton County, Texas and being that same tract conveyed from Jacquelene M Robeck to Calvin Wayne Woolaver and Calvin Woolaver on November 28, 1995 by Warranty Deed recorded with Clerk's File Number 95-R0075949 in the Real Property Records of Denton County, Texas , together with all rights and appurtenances pertaining to the said 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 -par wW piep /J o situated on and attached to the Property, for the consideration and upon and subjec to the terms, provisions, and conditions hereinafter set forth 2 However, it is expressly understood that the Seller shall have the right to salvage and remove any part of the existing residence and/or outbuildings presently situated upon said tract within a time period of mnety days (90) after the date of conveyance (Closing) After mnety days (90) from the date of conveyance (Closing) ownership of any remaining structures, appurtenances and personal property shall vest in the Purchaser, to be removed and disposcd of at the sole discretion of the Purchaser 3 Possession of the Property by the Purchaser shall occur at 12 01 A M , March 31, 2000 4 The Seller hereby acknowledges that the Purchaser has previously informed the Seller that Purchaser has negotiated for the purchase of the tracts with no intent to use its powers of emment domain to obtain the parcels PURCHASE PRICE Amount of Purchase Price The purchase price for the Property shall be the sum of Eighty Seven Thousand Dollars and No Cents ($87,000) Page 1 of 8 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 transactions 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 prim to the closing Preliminary Title rt. Within twenty (20) days after the date hereof, Seller, at Seller's sole cost and expense, shall have caused the Title Company (hereinafter defined) to issue an owner's policy commitment (the "Commitment') 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 Commitment that the condition of title as set forth in the Commitment is or is not satisfactory In the event Purchaser states the condition of title is not satisfactory, Seller shall, at Seller's option, promptly undertake to eliminate or modify all unacceptable matters to the reasonable satisfaction of Purchaser Purchaser understands that Seller is under no obligation to cure any title defects complained of by Purchaser stated in Purchaser's written notice to Seller as provided in this paragraph In the event Seller is unable to do so within ten (10) days Auer receipt of written notice, tlus Agreement shall thereupon be null and void for all purposes, otherwise, tlus condition shall be deemed to be acceptable and any objection thereto shall be deemed to have been waived for all purposes 2 Survey Purchaser may, at Purchaser's sole cost and expense, obtain 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, lughways, 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 tea (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 satisfactions of 7"rchaser In the event Seller is unable to do so within ten Page 2 of 8 (10) days after receipt of written notice, Purchaser may terminate this Agreement, and the Agreement shall th meupon be null and void for all purposes Purchaser's faulure to give Seller this written notice shall be deemed to be Purchaser's acceptance of the survey 3. Seller's Comphance Seller shall have performed, observed, and complied with all of the covenants, agreements, and conditions required by tins 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, to the best of its current knowledge, as follows, winch representations and warranties shall be deemed made by Seller to Purchaser also as of the closing date There are no parties in possLssion of any portion of the Property as lessees, tenants at sufferance, or trespassers Except for the prior actions of Purchaser, there is no pending or threatened condemnation or similar proceeding or assessment or suit, affecting title to 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 Seller has complied with all applicable laws, ordinances, regulations, statutes, rules and restrictions relating to the Property or any part thereof 4 To the best of the Seller's knowledge, 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 5. Seller hereby grants the City of Denton and or its designee formal permission to enter Seller's property in order to perform such field surveying activities to establish boundaries and monuments necessary to consummate the above -mentioned real property purchase transaction CLOSING The closing shall be held at the office of First American Title Company, 1100 Dallas Drive, Suite 112, Denton, Texas on or before Dicember 31, 1999 (which date is herein referred to as the `closing date') Page 3 of 8 CLOSING REQUIREMENTS 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, assessments, and restrictions, except for the following General real estate taxes for the year of closing and subsequent years not yet due and payable, and 2 Any exceptions approved by Purchaser pursuant to Purchaser's Oblt tga ions hereof, and Any exceptions approved by Purchaser in writing B Deliver to Purchaser a Texas owner's Policy of Title Insurance at Seller's sole expense, issued by First American Title Company, Denton, Texas, (the "ride Company"), in Purchaser'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 Closmg Regg?remeats 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 Policy of Title Insurance, provided, however 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, The exception as to restrictive covenants shall be endorsed "None of Record". The exception as to hens encumbering the Property shall be endorsed "None of Record" other than those set forth in "Purchaser's Obli ahg ons" The exception for taxes shall be limited to the year of closing and shall be endorsed "not yet due and payable" Page 4 of 8 C Deliver to Purchaser possession of the Property on the day of Possession (12 01 A M , March 31, 2000) 2 Purchaser's Requirements. Purchaser shall pay the consideration as referenced in the "Purchase Price" section of this contract at Closing in immediately available funds Closing Costs, Seller shall pay all taxes assessed by any tax jurisdiction through the date of the Closing All other costs and expenses of closing in consummating the sale and purchase of the Property not specifically allocated herein shall be paid by Purchaser REAL ESTATE COMMISSION Any real estate commissions occasioned by the consummation of this Agreement shall be the sole responsibility of Seller, to the extent Seller has agreed to pay any such real estate commission in writing, and Seller agrees to indemnify and hold Purchaser harmless from any and all claims for any such 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 as its sole and exclusive remedy may either enforce specific performance of this Agreement or terminate this Agreement by written notice delivered to Seller 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 as its sole and exclusive remedy may enforce specific performance of this Agreement, or terminate this Agreement by written notice delivered to Purchaser MISCELLANEOUS PROVISIONS 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, warranties, 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 Page 5 of 8 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, addressed to Seller or Purchaser, as the case may be, at the address set forth beneath the signature of the party 4 Texas Law to ARWY 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 Parties Bound, This Agreement shall be binding upon and mure to the benefit of the parties and their respective legal representatives, successors and assigns where permitted by this Agreement 6 Legal Construction. In case any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, said invalidity, illegality, or unenforceability shall not affect any other provision hereof, and tins Agreement shall be construed as if the invalid, illegal, or unenforceable provision had never been contained herein Prior Agreements Syperseded. Tlus 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 subject matter Time of Essence. Time is of the essence in this Agreement 9 Gender Words of any gender used in tins 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 Coin, iance 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 11 Tune Limit, In the event a fully executed copy of &us Agreement has not been returned to Purchaser within ten (10) days after Purchaser executes this Agreement and delivers some to Seller, Purchaser shall have the right to terminate this Agreement upon written notice to Seller Page 6 of 8 D • day of/f� �I%��1 91 PURCHASER THE CITY OF DENTON, TEXAS BY il�.,/ ATTEST JENNIFER WALTERS, CITY SECRETARY ,%M%Emmill , i APPROVED AS TO LEGAL FORM HERBERT jL PROUTY, CITY i BY SELLER =.� ,. mow_ME ton / 11 THE STATE OF TEXAS COUNTY OF DENTON City Nloger v 215E McKinney Denton, Texas 76201 SELLER Calvin Woolaverr ACKNOWLEDGMENT This instrument was acknowledged befor me on / �" V �— , 1999 by Calvin Wayne Woolaver nn AMYL MAYES otary Publ man for the State of zaQ NOTARY PUBLIC My Commission Expires S i'ATE OF TFxAS '• „ My Comm Exp 06 U2 2003 Page 7 of 8 ACKNOWLEDGMENT THE STATE OF TEXAS COUNTY OF DENTON Tlus instrument was acknowledged before me on 1999 by Calvin Woolaver Notary Public, in and for the State of Texas KAREN WNITI OCK My Commission Expires (/ d NOTARY PUBLIC STATE OFIEXAS rrmm Fxp 2 � 1 2001 a + r®rows ar"v,xap wYt".W.'$ Page 8 of 8