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1999-273 O ,IN CENO AN ORDINANCE APPROVING A REAL ESTATE CONTRACT BETWEEN THE CITY OF DENTON AND DENTON CHRISTIAN CHURCH RELATING TO THE PURCHASE OF 0 009 ACRES OF LAND FOR THE EXPANSION OF U S HIGHWAY 77 (PARCEL 35), AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR, AND PROVIDING AN EFFECTIVE DATE THE COLrNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS ~ That the City Manager is hereby authorized to execute a Real Estate Contract between the City and Denton Christian Church, in substantially the form of the Real Estate Contract which is attached to and made a part of this ordmance for all purposes, for the purchase of 0 009 acres of land for the expansion ofU S Highway 77 (Parcel 35) ~ That the City Manager is authorized to make the expenditures as set forth m the attached Real Estate Contract ~ That this ordinance shall become effective immediately upon ~ts passage and approval PASSED AND APPROVED thls the /r~_..~ dayof ~(.~,~--~ ,1999 JAC~t~ILLER, MAYOR ATTEST JENNIFER. WALTERS, CITY SECRETARY APPROX~ED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY REAL ESTATE CONTRACT STATE OF TEXAS COUNTY OF DENTON THIS CONTRACT OF SALE iS made by and between DENTON CHRISTIAN CHURCH (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 all that certain tract, lot or parcel of land described in Exhibit "A" attached 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 reel prop- erty, 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 con~ideration and upon and subject to the terms, provisions, and conditions hereinafter set forth. Seller shall pay all cost for the removal, installation, construction, reinstallation, reconst~uotion, labor and materials for any and/or improvements located within the property described in Exhibit "A". Any improve~ents not removed by September 30, 1999 shall become property of the City of Denton, Texas. PURCHASE PRICE 1. Amount of Purchase Price. The purchase price for the Property shall be the sum of $500.00. 2. P&~-t 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. 1. Preliminary Title ReDort. 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 a owners policy commitment (the ..Commitment") accompanied by copies o£ 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. 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; otherwise, this condition shall be deemed to be acceptable and any objection thereto shall be deemed to have been waived £or all purposes. 2. ~rvev. 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, 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 and the Escrow Deposit shall be returned by the Title Company to Purchaser. Purchaser's failure to give Seller this written notice shall be deemed to be Purchaser's acceptance of the survey. AEE008FE PAGE 2 3. Seller's Compliance. Seller shall have performed, ob- served, and complied with all of the covenants, agreements, and conditions rewired 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, trespassers or other parties. 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 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, re~ulations, 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, hut 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. CLOSIN~ The closing shall be held at the office of Dentex Title Company on or before September 30,1999, 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"). AEE008FE PAGE 3 CLOSINa REQUIREMENTS 1. Seller's Recmairements. At the closing Seller shall: A. Deliver to State of Texas, acting by and through the Texas Transportation Commission a duly executed and &cknowledged Deed and Drainage Easement Documents in the £orms as attached hereto as Exhibit ~B" conveying good and marketable title to all of the Property, free and clear of any and all liens, encumbrances, conditions, easements, assessments, and restrictions, except for the following: 1. aeneral real estate taxes for the year of closing and subsequent years not yet due and payable; 2. Any exceptions approved by Purchaser pursuant to Pur~B-ser's Obliaations here- of; and 3. Any exceptions approved by Purchaser in writing. B. Deliver to Purchaser a Texas Owner's Policy of Title Insurance 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 Purchaser's favor in the full amount of the purchase price, insuring fee simple title for the State of Texas to the Property subject only to those title exceptions listed in Closina Re=uirements 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: 1. The boundary and survey exceptions shall he deleted if required by Purchaser and if so required, the costs associated with same shall be borne by Purchaser; 2. The exception as to restrictive cove- nants shall be endorsed "None of Record"; AEE008FE 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 Reauirements. Purchaser shall pay the consideration as referenced in the "Purchase Price" section of this contract at Closing in inunediately available funds. 3. ~. Seller shall pay all taxes assessed by any tax collection authority 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 paid by Purchaser REAL ESTATE COMMISSION All obligations of the Seller and Purchaser for payment of brokers' fees are contained in separate written agreements. BREACH BY SELLER In the event Seller shall fail to fully and timely perform any of its obligations hereunder or shall fail to coneununate the sale of the Property except Purchaser's default, Purchaser 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 ~n PURCHASER'S OBLIGATIONS having been satisfied and Purchaser being in default Seller may either en£orce specific performance of this Agreement, or terminate this Agreement by written notice delivered to purchaser. AEE008FE PAGE 5 MISCELLANEOUS 1. Assicnment of A~reement. This Agreement may be assigned by Purchaser without the express written consent of Seller. 2. ~urvival 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, addressed to Seller or Purchaser, as the case may be, at the address set forth beneath the si~nature 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. ~. 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. Le~el 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 A~reements 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. Tim of s ne. Time is of the essence in this Agreement. AEE008FE PAGE 6 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. ~morandum of Contract. Upon request of either party, both parties shall promptly execute a memorandum of this Agreement suitable for filing of record. 11. Comolianoe. 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. 12. Timg__~. 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 Sel- ler, Purchaser shall have the right to terminate this Agreement upon written notice to Seller. SELLER PURCHASER DENTON CHRISTIAN CHURCH THE CITY OF DENTON, TEXAS Alice V. Bmith z BY; ~ ~-~~ 215 E. McKinney i= 'V ila ai Denton, Texas Clearance Leon Carter AEE008FE PAGE 7 STATE OF TEXAS COUNTY OF DENTON n.t .nt is acknowl.dg.d b.for, on thi. day of ~, 1999 by Michael W. Jez, City Manager, of the City of D~ton, a municipal co~oration, kno~ to me to be the person and officer whose n~e is s~scribed to the ~oregoin~ instr~ent and acknowledged to me that the s~e was the act o~ the said City of Denton, Texas, a municipal corporation, that he was duly authorized to perfo~ the s~e by appropriate ordinance of the City Council of the City o~ Denton and that he executed the as the act of the said City ~or p~oses and consideration therein expressed, and in the capacit~re~ ~.~.~ No~Pu~lic, S~te of Texas ~ Nota~ P~li~n ~nd for X ~ ~ ~ J / MyO~ml~ionExpims ~ the State of Texas ~ MAY9,2002 CO~Y O~ D~O~ Th~s ~tr~ent ~e aekn~Zedged ~efore me, on thie I~~ d~y ~y · ~99~ ~7 ~ v m~h. N°ta~lic in and for the State oE Texas STATS OF TSXAS COUNTY OF DENTON This instrument is acknowledged before me, on this /~ day of  Notary Public in and for the State of Texas AEE008FE PAGE 8 STATE OF TEXAS COUNTY OF DENTON This instrument is acknowledged be£ore me, on this--/4~1~ day of ~-~ ~ , 1999 by Cleeranoe Leon Smith. Not&fy }ublie in and for the State of Texas AEE008FE PA(~E 9 EXHIBIT County Denton Page 1 of 1 H~ghway U.S. 77 Project L~mits From I,H, 35 Rev September 15, 1994 To U.S. 380 CSJ 0195-02- Account FIELD NOTES FOR PARCEL 35 BEING A PARCEL OF LAND SITUATED IN A CALLED 6 31§-ACRE TRACT OF LAND CONVEYED TO DENTON CHRISTIAN CHURCH, RECORDED IN VOLUME 599, PAGE 251, DEED RECORDS OF DENTON COUNTY, TEXAS (DRDCT), AND BEING SITUATED IN THE B B B. & C R R SURVEY, ABSTRACT NO 186, CITY OF DENTON, DENTON COUNTY, TEXAS, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS COMMENCING for reference at a found 1/2-inch iron rod for the southeast corner of Lot One-E of the replat of Umt One, Block One, of the Denton North Add~tion, recorded in Cabinet H, Page 393, DRDCT, same bmng a point on the west hne of said Denton Christian Church tract and ex~st~ng north right of way hne of U.S 77, THENCE S 01 o 02' 24" W, along the west hne of said Denton Chnsflan Church tract, a distance of 31 41 feet to a point bmng the southwest corner of smd Denton Christian Church tract, same being a point on the ex~etmg north r~ght of way line of U.S 77, THENCE S 58° 46' 57' E, along the exmt~ng north right of way line of U S 77 and south properb/hne of said Denton Christian Church tract, a d~stance of 108 13 feet to a set 5/8-inch iron rod with an aluminum cap for the POINT OF BEGINNING and being on the new north right of way hne of U S 77, (1) THENCE N 69° 02' 43" E, crossing smd Denton Chrlstmn Church tract and along the new north r~ght of way hne of U S 77, a d~stance of 30 00 feet to a set 5/8-inch iron rod w~th an aluminum cap, smd point being on the east line of said Denton Christian Church tract, and same being on the ex~stmg west right of way line of Joyce Lane (60 foot r~ght of way), (2) THENCE S 01 o 06' 03" W, along a hne common to said Denton Christian Church tract and smd road, a d~stance of 27 40 feet to a point, being the southeast corner of smd Denton Christian Church tract, and smd point being on the existing north r~ght of way hne of said U S 77, (3) THENCE N 580 46' 57' W, along a hne common to smd Denton Christian Church tract, and existing north right of way hne of said U S 77, a d~stance of 32 15 feet to the POINT OF BEGINNING, and containing 0 009 acre, or 381 square feet of land, more or less John F W~lder, R P L.S Date Texas No 4285