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HomeMy WebLinkAbout1999-214P �Cpk AL0 �=W�ioeaM99 MriyG 1W pdmhe. Ew ORDINANCE NO AN ORDINANCE APPROVING A REAL ESTATE CONTRACT BETWEEN THE CITY OF DENTON AND BEL AIR DEVELOPMENT, INC, RELATING TO THE PURCHASE OF 9 290 ACRES OF LAND FOR THE BUILDING OF A DRAINAGE DETENTION POND PURSUANT TO COOPER CREEK AND PEC 4 MASTER REGIONAL DRAINAGE STUDY PLAN, AUTHORIZING THE EXPENDITURE OF FUNDS THEREFORE, AND PROVIDING AN EFFECTIVE DATE THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS SECTION I That the City Manager is hereby authorized to execute a Real Estate Contract between the City and Bel Air Development, Inc, in substantially the form of the Real Estate Contract which is attached to and made a part of this ordinance for all purposes, for the purchase of 9 290 acres of land for the building of a drainage detention pond pursuant to Cooper Creek and PEC 4 Master Regional Drainage Study Plan SECTION II That the City Manager is authorized to make the expenditures as set forth in the attached Real Estate Contract SECTION III That this ordinance shall become effective immediately upon its passage and approval d4 PASSED AND APPROVED this the /6 day of 1999 JAC LER, MAYOR ATTEST; JENNIFER WALTERS, CITY SECRETARY i APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY BY C REAL ESTATE CONTRACT STATE OF TEXAS COUNTY OF DENTON THIS CONTRACT OF SALE is made by and between Bel Air Development, LTD (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 herem PURCHASE AND SALE 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 a 9 290 acre tract of land, more or less, as described in Exhibit "A', 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 unprovements, 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 Amount of Purchase Pace The purchase price for the Property (9 290-acre tract) shall be the sum of One Hundred Thousand Dollars and No Cents ($100,000 Q0) 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 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 prior to the closing Preliminary Title Report. 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, nghts-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 inthis paragraph In the event Seller is unable to do so within ten (10) days after receipt of written notice, tlus Agreement shall thereupon be null and void for all purposes, otherwise, tins condition shall be deemed to be acceptable and any objection thereto shall be deemed to have been waived for all purposes 2 Survey Seller shall, at Seller'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, highways, streets, roads, railroads, rivers, creeks, or other water courses, fences, easements, and nghts-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 tins fact Seller shall, at Seller's option, promptly undertake to eliminate or modify the unacceptable portions of the survey to the reasonable satisfactions 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 Purchaser's failure to give Seller tlus written notice shall be deemed to be Purchaser's acceptance of the survey Seller's CoMghance. 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, which representations and warranties shall be deemed made by Seller to Purchaser also as of the closing date 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 assessment or suit, affecting title to the Page 2 of 6 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 linuted 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 CLOSING The closing shall be held at the office of Title Resources, 1112 Dallas Drive, Suite 402, Denton, Texas, on or before 1999, (winch date is herem referred to as the `closing date") CLOSING REQUIREMENTS Seller's Reauirements, 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 Obligations hereof, and 3 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 Title Resources, Denton, Texas, (the "Title 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 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 Policy of Title Insurance, provided, however Page 3 of 6 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", 3. The exception as to hens encumbering the Property shall be endorsed "None of Record" other than those set forth in "Purchaser's Obligations" The exception for taxes shall be hmited to the year of closing and shall be endorsed "not yet due and payable" C Deliver to Purchaser possession of the Property on the day of closing 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 3 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 herem shall be paid by Seller 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 Page 4 of 6 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 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 AMly. 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 mure to the benefit of the parties and their respective legal representatives, successors and assigns where permitted by this Agreement 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 this Agreement shall be construed as if the invalid, illegal, or unenforceable provision had never been contained herem Prior AsTeements 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 subject matter 8 Time of Essence Tune 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 die singular number shall be held to include the plural, and vice versa, unless the context requires otherwise 10 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 Page 5 of 6 11 Time Limit In the event a fully executed copy of this Agreement has not been returned to Purchaser within ten (10) days after Purchaser executes this Agreement and delivers same to Seller, Purchaser shall have the right to terminate this Agreement upon written notice to Seller DATED this KA day of cI lA uF 11999 ,LTD m ATTEST JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY BYC--- THE STATE OF TEXAS COUNTY OF DENTON PURCHASER THE,,CITY OF DENTON, TEXAS City Nrnagef 215 E McKinney Denton, Texas 76201 This instrument was acknowledged before me on this the qA day of ,1mdE ,1999 by M T Akhavizadeh Notary Public, the State o efT xas My Commission Expires Page 6 of 6 EXHIBIT A Samuel McCracken Survey Abstract No 70e Denton County, Teas DESCRIPTION February 5 1999 Job No SS-110 City of Denton Teas BEING A 9 290 ACRE PARCEL OF LAND, SITUATED IN THE SAMUEL MCCRACKEN SURVEY, ABSTRACT NO 708, DENTON COUNTY, TEXAS, SAID TRACT BEING PART OF A 94 061 ACRE TRACT OF LAND AS DEEDED TO BEL AIR DEVELOPMENT, LTD, FROM TED ZADEH ON AUGUST 8, 1997, AS RECORDED IN INSTRUMENT NO 057088, OF THE DEED RECORDS OF DENTON COUNTY, TEXAS SAID PARCEL BEING ALL OF LOT 1, BLOCK "D" OF THE PROPOSED BEVERLY PARK ESTATES PHASE II ADDITION SAID 9 290 ACRE PARCEL BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS BEGINNING at a %-inch Iron rod found, being a southwest comer of Beverly Park Estates Phase 1, an addition to the city of Denton, Texas, as recorded in Cabinet "O", Slide 306, DRDCT, same point being the southwest comer of Lot 16, Block "B", THENCE along the west lines of said Beverly Park Estates Phase I the following six (8) courses and distances S 85'54' 39" E, a distance of 14015 feet to a Yrinch iron rod found, N 87°08' 08" E, a distance of 70 20 feet to a Yrinch iron rod found, S 20022' 59" W, a distance of 112 38 feet to a '%-inch iron rod found, S 03018' OS" E, a distance of 165 48 feet to a Yrinch iron rod found, S 59043' 31" E, a distance of 199 52 feet to a Yrinch iron rod found, and S 00053' 53" E, a distance of 153 77 feet to a point, said point being in the proposed north right- of-way line of Kings Row (variable width right-of-way), THENCE N 87059' 12" W, leaving said common line and crossing said 94 061 acre tract, with said proposed right-of-way line a distance of 694 51 feet to a point, said point being in the west line of said 94 061 acre tract, same being the east line of Cambridge Square Subdivision, an addition to the city of Denton, Texas, as recorded in Volume 4, Page 38, DRDCT, THENCE along the west line of said 94 061 acre tract, being the east line of said Cambridge Subdivision the following four (4) courses and distances N 02028' 48" E, a distance of 117 85 feet to point, N 87"31' 12" W, a distance of 98 53 feet to a point, Along a curve to the right, having a radius of 101 91 feet, a delta angle of 52016' 04", an arc distance of 92 97 feet and having a chord that bears N 81023' 14" W, a distance of 89 78 feet to a point, and N 35015' 12" W, a distance of 568 31 feet to a point, THENCE leaving said common line and crossing said 94 001 acre tract with the south line of the proposed Block "B" of said Proposed Beverly Estates Phase II the following eight (8) courses and distances Samuel McCraoken Survey Abstract No 708 Damon County, Texas N 41 °55' 02" E, a distance of 50 44 feet to a point, S 57000' 31" E, a distance of 97 45 feet to a point, S 68°32' 05" E, a distance of 97 24 feet to a point, S 49036' 14" E, a distance of 61 81 feet to a point, S 34043' 51" E, a distance of 162 58 feet to a point, S 89056' 34" E, a distance of 164 36 feet to a point, N 44056' 52" E, a distance of 160 56 feet to a point, and February 5, less Job No W110 City of Denton, Texas S 85°54' 39" E, a distance of 210 24 feet to the POINT OF BEGINNING and containing 9 290 acres of land more of less Basis of bearing for this description is the Texas State Plane Coordinate System, North central Zone