1998-236 ORDINANCE NO ~
CONSIDER AN ORDINANCE AMENDING ORDINANCE NO 98-182 RELATING TO THE
PURCHASE OF RIGHT-OF-WAY AND CONSTRUCTION OF PUBLIC IMPROVEMENTS IN
LAKEVIEW RANCH TO SUBSTITUTE REVISED EXHIBITS "A" THROUGH "E" IN LIEU
OF EXItlBITS "A' THROUGH "C' AND ADDING AN EXHIBIT "F" TO PROVIDE FOR
REIMBURSEMENT OF THE COSTS OF CONDEMNATION FOR 1 83 ACRES OF LAND
LOCATED IN THE M FORREST SURVEY, ABSTRACT NO 417 AUTHORIZED BY
ORDINANCE NO 98-082, AND PROVIDING AN EFFECTIVE DATE
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
E~._E..O_TiQ]2~ That the Agreement attached to Ordinance No 98-182, ~n wbaeh the City of
Denton and Dieter Schwarz, through its Attorney-in-Fact, NR & RJ Properties, L P and
Terra/Bran, Inc are parties, relating to the purchase of right-of-way and construction of public
improvements in Lakev~ew Ranch, is hereby amended by substituting rewsed Exhibits A through
C and addang an Exhibit F to provade for reimbursement of the costs of condemnation for 1 83
acres of land located ~n the M Forrest Survey, Abstract No 417, authorized by Ordinance No
98-082
~ That this ordinance shall become effective immediately upon ~ts passage
and approval
PASSED AND APPROVED th~s the ¢/'' dayof _~,UOL/~ ,1998
ATTEST
JENNIFER WALTERS, CITY SECRETARY
HERBERT L PROUTY, CITY ATTORNEY
AGREEMENT
AGREEMENT dated 0L/.flt, tnL , 1998 between the City of Denton ("C~ty") and
Dieter Schwarz by and through NR(& RJ Properties, L P, his attorney in fact ("Owner")
WlTNESSETH.
WHEREAS, Dieter Schwarz ("Owner") is the owner of certain land in Denton County,
Texas, which is being developed ("ProJect") into residential lots and related amenities (to be
known as LAKEVIEW RANCH), and
WHEREAS, Terra/Bain, Inc, a Texas corporation ("Manager"), has been engaged by
Owner to develop and market the ProJect, and
WHEREAS, the ProJect will benefit the City, and the City and Owner reached certain
agreements regarding assistance the City will provide in connection with development of the
ProJect,
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
which is hereby acknowledged, the parties agree as follows
1 The City and Owner shall enter a written pamclpatlon agreement for the
overaizmg ofthe Project's water and sewer mmns larger than 101ncheslndlameter The
agreement shall follow the form typically used by the City
2 The City and Owner shall enter a written pro rata agreement for the collection of
charges paid by persons connecting to or making use of such faclhty to serve their
property in accordance with the provisions of the agreement The agreement shall follow
the form typically used by the City
3 The City will make monthly payments for its share of the oversize facilities
Manager shall submit monthly pay requests on forms provided by the City Manager's
Engineer shall verify that the pay request is correct The request, along with the
Engineers verification, will be submitted to the Englneenng & Transportation
Department The City will retain 10% of the total dollar amount until the ProJect is
accepted
4 The Owner or his authorized Agent shall dedicate a sixty (60) foot w~de ("Spine
Road") right-of-way through the entire ProJect The Spine Road alignment shall extend
across the "adJacent" property north from the Project and connect to U S 380 as
described by metes and bounds on Exhibit "A" - Page 1 and illustrated on Exhibit "A" -
Page 2 The Owner shall negotiate an eighty (80) foot wide right-of-way across the
adjacent property and cause to be dedicated (on the dedication document form provided
by City) smd right-of-way free and clear of any and all liens, debts, taxes, or other
encumbrances effectlng title of the tract being dedicated In the event Owner is unable to
negotiate the purchase of said right-of-way, the City will pursue condemnation of the
right-of-way identified ~n Ordinance No 98-082 per the obhgatlons of the Owner and
C~ty identified in Exhibit F which is attached hereto and made a part hereof for all
purposes The proposed Spine Road ahgnment from the "adjacent" property north from
the ProJect through Phase I of the ProJect and including the alignment from south end of
Phase I to Mill Street, shown on the plat attached as Exhibit "B" hereto Exfubtt "C"
attached is the description of the proposed 20' right-of-way to be purchased by mty out of
Phase I and Exhibit "D" attached is the description of the proposed 80' right-of-way from
the south end of Phase I to Mill Street The exact Spree Road alignment through
subsequent phases of the ProJect shall be determined at the t~me the preliminary plat or
plats describing such additional phases are approved by the City, provided, however, that
the City shall be entitled to an additional twenty (20') feet wide strip of land along and
adjacent to the eastern boundary of such Spine Road as a reserved right-of-way
5 The survey for the rights-of-way shall be prepared by a duly licensed Texas Land
Surveyor and at the direction and cost of the Owner, his Agents or Managers Specific
F~eld Note Descriptions shall be prepared by said surveyor and reviewed by all part~es
prior to closing
6 The City and Owner shall enter a Real Estate contract, (attached as Exhibit "E")
within ten (10) days from the date the approved plat of the first phase is filed for record
w~th the Denton County Clerks Office The contract will be for the City to purchase Lot
67, Block 9, per preliminary plat referenced ~n paragraph 7 below and the right-of-way
reserve wlttun the Project The purchase price for said Lot 67 shall be $30,000 00 The
purchase prme for the right-of-way reserve shall be $10 per hneal foot This price shall
be for the phases being final platted now, as well as for all future phases until the entire
ProJect is complete This amount shall be fixed and deemed as adequate consideration ~n
the event of Spine Road reahgnment Imtlally the City w~ll purchase 6,626 lineal foot of
right-of-way reserve It shall begin at the north hne of the Project and run south of
Cooper Creek at Tnmty Road The City shall dehver one fully executed copy of the
contract to the title company of the City's choice Upon the final platting of future
phases, the Owner or its assigns shall sell said twenty (20') feet right-of-way reserve to
the City of Denton for each phase prior to final acceptance of pubhc improvement for
that phase
7 The C~ty agrees to construct a lift station on Lot 67, Block 9 The hft station will
have sufficient capamty to serve all of the Lakemew Ranch Development (Rancho del
Lago) as at was lind out ~n the preliminary plat approved April 23, 1997
8 The Owner hereby agrees to fully remove and d~spose of the existing bridge and
drainage structure that hes w~th~n that section of Tnmty Road within the boundaries of
smd Lot 67, Block 9 The timing of th~s removal and d~sposal shall coincide with the
future development phase south of and adjacent to Lot 67, Block 9 and the related
abandonment and closure of Tnmty Road
9 The Owner and Manager hereby agree that the City of Denton Electric Utilities
shall be the sole provider of electric servme w~thln the boundaries of the ProJect
Page 2
10 This agreement may not be assigned wnhout the express written consent of
Owner and C~ty
I 1 TI'ns agreement shall be construed under and tn accordance wtth the laws of the
State of Texas, and all obligations of the parttes created hereunder are performable tn
Denton County, Texas
12 This agreement constitutes the sole and only agreement of the parttes and
supersedes any pnor understandings or written or oral agreements between the parties
respecttng the w~thtn subject matter
13 This agreement shall be filed tn the Deed of Records of Demon County and shall
constitute a covenant runmng w~th the land
EXECUTED this ~4x day of~_~_, 1998
CITY OF DENTON, TEXAS
TED BENAVIDES, CITY MANAGER
ATTEST
JENNIFER WALTERS, CITY SECRETARY
HERBERT L PROUTY, CITY ATTORNEY
OWNER DIETER SCHWARZ
By NR & RI Properttes, L P, hts
attorney-m-fact
By NR & RJ Properttes G P, Inc
tts sole general partner
t~IdI~0LAS RAIMdN~O; pRE,DENT
Page 3
MANAGER
STATE OF TEXAS §
COUNTY or DENTON §
.... me on the t[g~' da of
Thru instrument was acr. nowteaged be~ore
19 q~ , by Ted Benawdes, C~ty M~ager of the City of Denton, a mum~n
behalf of smd co.oration
STATE OF TEXAS
CatTY OF DENTON
T~s ~ent was ac~owledged before me on the
19~q .,by ~ ~ , ofTe~Bmn, Inc, aTexas
NOt~rY
~ate of Texa,
STATE OF TEXAS §
COUNTY OV DENTON
Th~s instrument was acknowledged before me on the ;2f2~ay of '~o I c.] ,
19 q'6 , by Nmholas Rmmondo, Premdent ofNR & PJ Propemes, G P, Inc
Notary Publl~ J Not-ary P~tbhc, State of Texas
5'rate of Texas
Page 4
07/02/98 t2 05 ['AX 8172518845 TERRA COMPANIES [~08
EXHIBIT "A" - PAGE 1
80' ROW PROPERTY DESCR/PTION
Bern§ a tract or parcel of land muated m tho M Forest Survey, Abstracted number 417, Denton
Counto,, Texas Said tract or parc. el being apot~on of that certmn "Tract 3", a 59 996 acre tract as
de~mb~i fi.om Ron J Hoyl m First (hbralter Bank by deed recorded m Volume 2936, Paso 631,
Deed Records, Denton County, Texas, and also bom8 a portion of Lot 6, Block A of the
subd~vmmn of smd M Forest Survey as recorded m Vol-,~- 50, Page 236 of said Deed Records,
smd tra0t or parcel berns more pamenlarly das~nbed by metes a~d bounds as follows
COMMENCING at a ½" Iron rod found for the Northwest comer of sad F~rst Gibraher Bank
tract and also bea~ the Northwest comer of that cern-,- tract deeded to Ralph T Bullard m
Volume 1521, Page 948 of said Deed Records, san~e also bern8 on the south right-of-way line of
U $ lashway
THENCE North 81°29'04" East, 183 18' to a con,rote Tx.DOT ROW found on sad South nght-
of. wey line and the North hne of~,d First Oibmher Bank tram for a point of mtersacuon,
THENCE North 87°07'46" East, 100 55' to a ½" ~ron rod set with cap on said South right-of-way
line and the North line of smd First Glbralter Bank tract for corner,
THENCE NorOa 81°33'32'' East, 31 61'to a ½" ~run rod set with cap on said South right-of-way
line m the North hne of se~d First Cubraher Bank tract for the POINT OF BEGINNING,
THENCE North 81°33'32'' East. 80 00' to a ½" iron rod set w~th cap on smd South n,F=ht-of-way
hne and the No~h line of seid First Gzbralter Bank tract for comer,
THENCE South 08°43'20'' East, 79~ 67' to a ½" iron md set wnh cap for a porn! of curvature,
THENCE along the arc of a curve to the nght, havre8 a radius of 1240 00', a central angle of
09~08'27'', a tansent of 99 13', and a arc length of 197 83' to a ½" ~run rod set with cap for a
point o f t..n[enc~y,
THENCE South 00~25'09" West, 10 78' to a ½" Iron rod set with cap for comer, sad iron rod
also being on the South line of sad Fh-st Cnbraker Bank tract and the North tree of that certain
Tract 1, recorded m County Clerks Record No 94-045817, of sad Deed Records,
'rHENCE North 87"39'53" West, 80 04' m a ½" iron rod set for comer on the South hne of smd
Firsl Cnbralter Bsnk traet and the North line of smd Tinct 1,
THENCE North 00°25'09" East, 8 10' to a ½" Iron rod set with cap for a pom[ of curvature,
THENCE alon~ the arc of a curve to the left, having a radms of 1160 00', a central anglo of
09~08'27'', a tangent of 92 73', and a are length of 185 07'to a ½" iron rod set w~th cap for a
pomt o f mnsea~,'Y,
THENCE North 08~43'20'' West, 796 06' to the POINT OF BEGINNING and CONTAINING
79,740 square feet, or 1 83 acres of land ~ more or less, wttlun these metes and bounds
07/02/98 12 05 FAX 8172516645 TERRA CO~IPANI[,S [~07
EXHIBIT "A" PAGE 2
~01~ O~ COMMENCING
SCALE
I'.100'
0 5o
80
RIGHT OF WAY
0EDICAT~ON
79 7~0 Sq Ft
~ 83 ac
% ,~,. ,.,.e" ,
EXHIBIT ' A'- PAGE
80' R.O.W.r~0E0 ICATION
LAKEVIEW BOULEVARD
~ITUAT~ IN THE
FORREST SURVEY. AeST. NO. 4t7
CITY OF DENTON
DENTON COUNTY, TEXAS
E X~IBIT
BLAGG RO~D
L~mHs of Phase I Final Plat
(20 ROW Reserve by Seporofe Documenl)
80' ROW Ded~cohon
(60 "20 ROW Reserve Purchase)
Lot 67 Block 9 Phase I
MILLS ROAD
Future Spine Rood
within the hmHs
of the Projecl
zi
El ,
07/02/98 12 05 FAX 8172fi16f145 TERRA COMPANIES [~03
I~AY ll '98 05 ~PM ;~UST LICHLITER/$AMESON
EXHIBIT 'C" - PAGE 1
PROPOS~ ~' ROW D~ICA~ON OF LA~W D~
AS SHOWN ON L~W ~N~ PHASE I ~AL PLAT
Being a ~ct or p~cel of l~d ~mamd m the Moran Po~est Su~ey, Abs~a~ Numar 417
~nton Coanty, Texas, smd trael or p~el ~mg a po~on of ~ certain 30 199 ~rc '~ract ~" a
pomon of ~at c~m 53 975 ~ "Tract 3" a po~on of ~at cc~ 131 353 acre "Tract 7", ~d
a ~mon of~m certain 2a2 ~22 ~re tr~, ~1 described to Dmter Schwa, ~c m Coun~
Clerk's Dormant Number ~-~5817, Deed Keco~s, ~nton County, Texas ~d ~so ~mg a
pomon of that ce~a~n 28 68 acre ~t ~so described to D~eter S~w~, ~c m County Clerk's
Docum:nt Numar 93~0~3~ of amd ~ed Records, ~d bcmg more p~c~ly d~scnbed
m~tcs and bounds as follows
CO~C~G at the not.west com~ of smd "Tra~ 7", s~e being on ~ south bna of that
cenan ~t ~i~d to R B M ~d Co Ltd by document ~ccord~ m Vol~a 1783, Page
780 of smd ~d Records, ~d ~so bm.~ ~ no.east comer of ~m c~nmn tract descnb~ to
3ohn Pow~ W~r by do~t record:d zn County Cl~rk's Numar q3-0034125 of
~ecor~,
T~NCE Sou~ 87~39'53' ~t, 599 99 feet on the north hne of smd '~r~ 7". s~e being
sou~ ~e of smd R B M L~d Co Ltd ~aet ~o the PO~T OF
T~NCE Sou~ 87~99'53'' E~t, 20 01 feet, coning on sad co~on hnc to a ~mt for
~CE Sou~ ~'25'08" West, 180 28 fe~t to the ~gmnm~ of a c~e to the ~en,
~NC~ 5~ ~1 f~ ~ong smd c~ to ~e let. hawng a m~us of 910 ~ fe~t, a ~ntr~ ~gl:
of 31 ~ 30'03", ~d a ~ho~d b~g ~d d~st~ of S ou~ 15 ~ 19'54" EasL 494 ~ f~t ~ a point of
~gency,
~ Sou~ 3 l'~'56"~at. 208 70 f~t to tho bcDnnmg of a c~c to th~ right.
T~N~ 296 89 f~t aong sa~d c~ to ~ n~l, havtug a r~us of 540 00 feet, a cen~
of 31 °30'03", ~d a cho~ berg ~d dis~c~ of Sou~ 1~ ~ 1954 Eaa~ 293 16 feet to a pom~ of
T~ Sou~ 00o25'08' w~at, 133s 83 f~t ~ ~ be~-mng of a ~e to ~e left,
T~NC~ 248 84 f~t ~oni s~d c~ve to t~ leg, having a r~ of 860 ~ feel a cenW~ ~gle
of 16°34'~1'', ~d a cho~ b~ ~d ~st~e of Sou~ 07"52'13'' ~at. 2a7 97 f~t to a point of
t~gcucy,
~ South 160~'34'' ~t. 112 7~ f~t to the be~nmng of a c~e to ~e right,
T~NCE 253 85 f~t ~ong smd c~e ~o ~e right, having a r~ms of7~ ~ feet, a cen~
07/02/98 12 05 FAX 8172516645 TERRA COMPANIES 904
iq~Y 11 '98 05'~3PM ;~I,~T LICHLITER/J'~MESON P 4/~
EXHIBIT "C" PAGE 2
of 18'9~¢38", and a chord bcamng sad (hstanc~ of South 06'57'15 B~t, 252 76 fe~ to a ~mt ot
t~gency,
T~CE South 02° 15~" WcsL 1777 93 f¢~t to a ~ bcDnnmg of a ~C to ~c 1~,
T~N~ 348 99 ~ong smd ~u~ to ~ left, having a radms of 460 ~ feet, a c~n~ ~e of
43 ~28D8" md a ohord bsmng ~d dmt~ of Sou~ 19 ~29~" ~t. 340 68 f~t m a point of
T~ Sou~ 41 o 13~" ~t, 519 05 f¢.t to ~¢ b*~g of a ¢~ to th~
~ 317 47 f~t ~ong smd ~ to thc rlght, having a radius of $40 00 f~t. a
of 33~4199'', ~d a ch~ b~ng ~d ~m¢~ of Sou~ ~"22~2" Emi. 312 92 f¢~t ~ apomt
fog ~o~er,
~NC~ Sou~h 82~35'45'' W~t, 20 ~ f~¢r to a prom for comer,
~ 305 67 f~[ ~ong thc a c~e to th¢ 1~, having a radius of 52~, a ¢~ ~gle of
33 °40'47". ~d a ah~ b~g ~d ~s~ee of No~h 24 °22'41" West, 301 29 f~t to a point
t~geney.
T~CE No~ 41 = 15~" West. 519 05 feet to ~ ~nmg of a cu~e to ~a
~N~ 364 17 f¢~t ~oag a~d ¢~* m ~ n~t, ~vmg a r~u$ of ~0 ~ feet, a
of 43 °2898" ~d a oho~ ~g ~d ~co of No~ 19 °29~" Wast, 355 49 f~t to a ~mt of
~gency.
~ N~ ~015~" ~t, 1777 93 foCI to ~a b~g of a eu~ ~ ~e l~ff,
~CE 247 42 fast ~ong smd cu~ to ~ 1~, hawng a radius of 770 ~ f~t, a ~n~ffi
of 18'24~8", ~d a chord bang ~& ~$t~e~ of No~ 06~57~5'' Wes~ ~46 36 f~t to a point
of t~g.nay,
T~CE No~ 16'~4" West. 112.73 I~t ~ ~ ~nnmg of a c~e to ~
T~ 2~4 62 feat ~ong amd eu~ ~ ~ right, hamg a ra&~ of 880 ~ feet. a
of 16~34~1'', ~d a chord ~g ~d ~gl~ ofN~ 07~52'13" West, 253 74 f~t to a point
of t~gon~y,
radius of 520 ~ faeL a ~ ~ of 31 °3093", md a oho~ ~g ~d ~t~o* of No~h
13° 1954" W~st, 282 31 f~t ~ a po~ of ~g~,
~NCE No~ 31 °~56" W~t, 208 70 feet to ~ ~nn;ng of a e~e to ~e right, having a
r~ma of 930 ~ f~t. a ~n~ ~gI~ of 31 ~ 3093". ~d a chord b.~mg ~d dl$t~c* of
07/07/98 14 02 FAX 8172516645 'IERRA COMPANIES ~04
EXHIBIT "C" - PAGE 3
15 ° 19'.'.'.'~" We~t, 504 S9 fl~ m a voim ~d tsa~no~,,
12~,O~1 square ~ or 2 80 ac~ ox mua ~ mo~ ~ ,=--. _.
Licenso No 4560,
i:%PRO~.2TS%S URVBy%'~J~NCHO%RDL-NT$~KVW20F~ NTS
07/02/98 12 05 FAX 8172516645 TERRA COMPANIFS [~05
TIJ~I 26 '98 ~ 43PM RUST LI~HLITER/JAMESO~t P
EXHIBIT 'D"
PROPOSED 80' ROW DEDICATION
L~W BO~EVA~
Being a ~ao~ o~ p~el o~ l~d st~ed m ~e ~o~st M~eau S~ey, Abs~c~ N~r
D~ton Co~, To~ ~e ~ a potion of~t ~ ~a~ ~nbed to D:~ Soh~z by
deed ~cordod ~ Co~ Cl~r~ No 94-~5817, D~d ~cord~, DenOn Co~, Te~s Sa~d ~act
or p~el ~so ~g ~ 80 foot ~t-ofway ofw~ch 40 fe~ ts located on e~h std~ of~e
fo~o~ng c~l~e b~ms hcrcm dos~ by m~es ~d bo~ds as follows
CO~N~O at ~e ~st ~o~ og~ D~[ D, Has~ ~c~, as ~d m Co~
CI~ No 97-0001578, Deed R~cor~, D~n Co~, T~x~, a I/R" iron md
~C~ Sou~ 02°R1'31'' W~s~ 79.~ 1 ~e~ lo a ~mt for ~m~,
~CE So~ 82°27~4'' W~% $2,~ fc~ lo ~e PO~ OF BEO~O,
~NC~ ~ong a c~e ~o ~e n~t, ha~g a r~us of ~00 00 feet, a c~ ~gle of 09'0T~ 3',
~d a chord ~ ~d dt~oe of Sou~ 02058'~0'' ~, 79,60 f~ to a ~mt of~g~cy,
TH~C~ Sou~ 01'35'17" Wcst, 2~4 3~ ~cct to a point of c~a~e;
~CE ~ a o~e to ~c n~hl ~ a ~ of~00 00 fe~, a c~
~d a c~rd ~g ~d dls~ of Sou~ 1S°46'1S" Wegt, 245 02 feet to a point of ~genc~,
~NC~ So~ 290~7'13~' W~t, 3~6 S~ foci to a point of c~at~e,
~C~ gong a o~ lo te l~t having a r~ms of 500 00 f~t, a cen~ ~81e of
~d a chord be~ ~d dl~e o~8ou~ 17e30'12'' W~ 215.~9 ~ ~ ~ ~po~t.
aso beln~ on or nerve no~ n~t-of-way hnc og~lls ro~ (a pubhc mad) S~d ~act or
~1 ~n~ 90,032 sq~ ~ or 2 067 ~s o~d ~ mo~ or less, ~e~ m~s
~d bo~ds
EXHIBIT E
REAL ESTATE CONTRACT
STATE OF TEXAS §
COUNTY OF DENTON §
THIS CONTRACT OF SALE is made by and between D~eter Schwarz, by and through Ins
attorney-m-fact, NR & RJ Properties L P (herematler referred to as "Seller") and CITY OF
DENTON, TEXAS, a home role murnmpal~ty, of Denton, Denton County, Texas, (hereinafter
referred to as "Purchaser" or "C~ty"), 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, the tract of land containing approximately 4 33 acres of land s~tuated ~n Denton County, Texas,
~n the v~¢lrnty of Lakewew Ranch to be used for sewer hft station purposes, and twenty (20) feet
w~de rights-of-way (ROW) along and adjacent to the eastern boundary of the sixty (60) feet w~de
ROW dedmated to the C~ty m each phase of development of Lakev~ew Ranch for street ROW
purposes, being more partmularly described in Exlublt B attached hereto and ~ncorporated heretn by
reference for all purposes together w~th all and singular the rights and appurtenances pertmmng to
the property, ~ncludlng but not limited to any nght, t~tle and ~nterest of Seller ~n and to adjacent
streets, alleys or rights-of-way, royalties and mineral rights (all of such real property, rights, water
rights or rights to water, and appurtenances being hereinafter referred to as the "Property"), together
w~th anYllmprovements, fixtures, and personal property s~tuated on and attached to the Property, for
the consideration and upon and subject to the terms, prov~smns, and conditions hereinafter set forth
PURCHASE PRICE
1 Amount of Purchase Pnce The purchase pnce for the Property shall be the sum of
TInrty Thousand Dollars ($30,000) for Lot 67, Block 9 as reflected on prehmlnary plat approved
April 23, 1997 and Ten Dollars ($10) per hneal foot for 20 feet w~de street rights-of-way ~n
Lakewew Ranch hereto purchased not wltban Lot 67, Block 9 and ex~st~ng street nghts-of-way
being crossed
2 Payment of Purchase Price The amount of the Purchase Price shall be payable m
cash mcm~nentally at closings as enwsloned m agreement between Purchaser and Terra/Bain, Inc,
NR & RJ Propertaes, L P, and Dieter Schwarz adopted by C~ty Ordinance on June 16, 1998
PRELIMINARY OBLIGATIONS OF THE PARTIES
The obhgataons of Purchaser hereunder to consummate the transactions contemplated
hereby are subject to the satisfaction of each of the following conditions any of wbach may be
wmved m whole or m part by Purchaser at or prior to the closing
1 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 a prellmmary title report (the "Title Report") accompamed by copies of all
recorded documents relating to easements, rights-of-way, etc, affecting the Property Pumhaser
shall give Seller written notice on or before the expiration often (10) days after Purchaser receives
the Title Report that the condition of tltle as set forth in the title binder is or is not satisfactory, and
in the event Pumhaser states the condition is not satisfactory, Seller shall, at Seller's option,
promptly undertake to ehmlnate 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 and the Escrow Deposit, if any,
shall be forthwith returned by the Title Company to Purchaser, otherwise,
this condition shall be deemed to be acceptable and any objection thereto shall be deemed to have
been waved for all purposes
2 Survey Contemporaneously with Purchaser's delivery of an executed original of
this Agreement, Seller shall within twenty (20) days from the date hereof, at Seller's sole cost and
expense, deliver to Purchaser a current survey of the Property, prepared by a duly licensed Texas
land surveyor acceptable to Purchaser and Seller 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 centare the surveyor's certification that there are no encroachments on the Property and shall
set forth the number of total acres compnslng the Property, together with a metes and bounds
description thereof
Purchaser will have ten (10) days after receipt of the survey to revxew 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 ~s 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, if any, shall be returned by the Title Company to Purchaser
Purchaser's falure to give Seller tIns written notice shall be deemed to be Purchaser's acceptance of
the survey
3 Seller's Compliance Seller shall have performed, observed, and complied with all
of the covenants, agreements, and conditions required by this Agreement to be performed,
observed, and complied with by Seller prior to or as of the closing
REPRESENTATIONS AND WARRANTIES
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, or trespassers
PAGE 2
2 Except for the prior actions of Purchaser, there is no pending or threatened
condemnation, litigation or similar proceeding or assessment affecting 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 anthonty or other party NR & R J, L P and Dieter Schwarz
have filed a declaratory judgment action agmnst Land Advisors, Inc to have a $541,267 00 lien
clmm declared Invalid and unenforceable
3 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 Seller's knowledge, based upon reasonable ~nqmry and investigation,
there are no toxin or hazardous wastes or materials on or w~tinn the Property winch reqmre changes
or remedlat~on under apphcable environmental laws Such toxin or hazardous wastes or materials
include, but are not hm~ted to, hazardous materials or wastes as same are defined by the Resource
Conservation and Recovery Act (RCRA), as amended, and the Comprehensive Enwromnental
Response Compensation and Lmb~llty Act (CERCLA), as amended
CLOSiNG
The closing shall be held at the office of T~tle Company,
, Denton, Texas, on or before ., 1998, 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")
CLOSiNG REQUIREMENTS
1 Seller's Requirements At the closing Seller shall
A Deliver to Purchaser a duly executed and acknowledged Special Warranty
Deed conveying good and ~ndefeaslble title in fee simple to all of the Property, free
and clear of any and all liens, encumbrances, conditions, easements, assessments,
and restrictions, except for the following
1 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 Obhgatlons hereof, and
3 Any exceptions approved by Purchaser m
writing
4 Any hens winch are not excluded from the
coverage promded to Purchaser by the Owner's title
pohcy
PAGE 3
B Dehver to Purchaser at Seller's sole cost and expense a TEXAS OWNER'S
TITLE POLICY at SELLER'S SOLE EXPENSE, tssued by
Tttle Company, , Denton, Texas, (the "Tttle Company"), or
such tttle company as Seller and Purchaser may mutually agree upon, ~n Purchaser's
favor tn the full amount of the purchase pnce, tnsunng Purchaser's fee simple tttle to
the Property subJeCt only to those t~tle exceptions hsted tn Clostng Reqmrements
hereof, such other exceptions as may be approved tn wntmg by Purchaser, and the
standard pnnted exceptions contmned tn the usual form of Texas Owner's Tttle
Pohcy, prowded, however
1 The boundary and survey excepttons shall be
deleted tf required by Purchaser and tf so reqmred,
the costs assomated wtth same shall be borne by
Purchaser, and
2 The exception as to restncttve covenants shall
be endorsed "None of Record", and
3 The exceptton for taxes shall be hmtted to the
year of closmg and shall be endorsed "Not Yet Due
and Payable", and
4 The exceptton as to hens encumbenng the
Property shall be endorsed "None of Record", or to
the extent any hen ts described tn the Pohcy and not
released, the Pohcy shall be endorsed to provtde that
such hen shall not be an exception to the availability
to Purchaser of full coverage as prowded by the
Pohcy
C Dehver to Purchaser possession of the Property on the day of closing
D Seller shall pay any rollback taxes attributable to the property and
tndemmfies and holds Purchaser harmless against the payment of such rollback
taxes, If any
2 Purchaser's Reqmrements Purchaser shall pay the purchase price to Seller,
incrementally at closings referenced on page 1 tn ~mmedtately available funds
3 Closm§ Costs Through the date of Closing, Seller shall pay all taxes assessed by
any tax jurisdiction through the date of Closing Any taxes tmposed, assessed or arising because of
a change of use of the Property after closing shall be prod by Seller
All other costs and expenses of closing tn consummattng the sale and purchase of the
Property not specifically allocated here~n shall be equally shared by Purchaser and Seller
PAGE 4
REAL ESTATE COMMISSION
Any real estate commissions occasioned by the consummation of this Agreement shall be
the sole respons~bfuty of Seller, and Seller agrees to lndenmlfy and hold harmless Purchaser from
any and all clmms for these commiss, ons
BREACH BY SELLER
In the event Seller shall fall to fully and tlmety perform any of its obhgat]ons hereunder or
shall fall to consummate the sale of the Property except Purchaser's default, Purchaser may e, ther
enforce specffie performance ofttus Agreement or terminate thls Agreement
BREACH BY PURCHASER
In the event Purchaser should fall to consummate the pumhase of the Property, the
conditions to Purchaser's obhgatlons set forth In PURCHASER'S OBLIGATIONS having been
satisfied and Purchaser being in default Seller may either enforce spemfic performance of tlus
Agreement, or terminate this Agreement
MISCELLANEOUS
1 Assignment of A~eement Ttus Agreement may not be asmgned by Purchaser
without the express written consent of Seller
2 Survival of Covenants Any of the representations, wan'ant,es, covenants, and
agreements of the pames, as well as
any rights and benefits of the parties, pertmnlng to a period of time following the closing of the
transactions contemplated hereby shall survive the closing and shall not be merged therein
3 Not,ce Any notice required or permitted to be dehvered hereunder shall be deemed
received when sent by United States marl, postage prepaid, certffied mml, 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 Apply Tlus Agreement shall be construed under and in accordance
with the laws of the State of Texas, and all obhgatlons of the pames created hereunder are
performable m Denton County, Texas
5 Parttes Bound Tlus Agreement shall be binding upon and inure to the benefit of the
parties and their respective heirs, executors, admlmstrators, legal representatives, successors and
assigns where permitted by tlus Agreement
6 Legal Construction In case any one or mom of the provisions contained in tlus
Agreement shall for any reason be held to be lnvahd, illegal, or unenforceable in any respect, smd
lnvahdlty, illegality, or unenforceablhty shall not affect any other provision hereof, and ttus
PAGE 5
Agreement shall be construed as ~f the tnvahd, dlegal, or unenforceable provision had never been
contmned herein
7 Prior Agxeements Superseded This Agreement constitutes the sole and only
agreement of the parties and supersedes any prior understandmgs or written or oral agreements
between the parties respecttng the within subject matter
8 Time of Essence Ttme ~s of the essence m this Agreement
9 Gender Words of any gender used tn this Agreement shall be held and construed to
tnclude any other gender, and words ~n the singular number shall be held to tnclude the plural, and
vice versa, unless the context requires otherwise
10 Memorandum of Contract Upon request of etther party, both part,es shall promptly
execute a memorandum ofthts Agreement statable for fihng of record
11 Compliance In accordance w~th the requirements of the Texas Real Estate Lmense
Act, Purchaser ts hereby advised that tt should be furmshed w~th or obtmn a pohcy of tttle insurance
or Purchaser should have the abstract covenng the Property examined by an attorney of Purchaser's
own selectlon
12 Time Limit In the event a fully executed copy of this Agreement has not been
returned to Seller wlttun thirty (30) days after Seller executes this Agreement and dehvers same to
Purchaser, Seller shall have the right to tenmnate thru Agreement upon written notice to Purchaser
DATED ti'us day of ,1998
SELLERS PURCHASER
Dieter Schwarz THE CITY OF DENTON, TEXAS
By NR & RJ Properties L P
his attorney-m-fact
By NR & RJ Properties G P, Inc By
tts sole general partner Ted Benavtdes, C~ty Manager
215 E McI~rmey
By Denton, Texas 76201
Nmholas Rmmondo, President
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
BY
PAGE 6
STATE OF TEXAS §
COUNTY OF DENTON §
Tbas mstmment was acknowledged before me on thts day of
., 1998 by Nmholas Rmmondo
Notary Pubhc tn and for
State of Texas
STATE OF TEXAS §
COUNTY OF DENTON §
Tlus tnstmment ts acknowledged before me, on thru day of
, 1998 by TED BENAVIDES, City Manager, of the City of Denton, a
mumc~pal corporaUon, known to me to be the person and officer whose name ~s subscribed to the
foregoing instrument and acknowledged to me that the same was the act of the satd Ctty of Denton,
Texas, a mumc~pal corporation, that he was duly authorized to perform the same by appropriate
ordtnance of the C~ty Councal of the Ctty of Denton and that he executed the same as the act of the
smd C~ty for purposes and constderat~on thereto expressed, and ~n the capactty therein stated
Notary Pubhc tn and for
State of Texas
PAGE 7
THERE IS NO EXHIBIT "A"
EXHIBIT 'B'
TO REAL ESTATE CONTRACT
O
--, BLAGG ROAD
L,m,ts of Phase I F~nol Plat
(;~0 ROW Reserve by Seporafe Document)
80' ROW Dedication
(60 * 20 ROW Reserve PurchQse)
Lot 67, Black 9 Phase I
MILLS ROAD
Future Spine Road
within the hmlts
of the Prolecl
EXHIBIT F
THE STATE OF TEXAS § OBLIGATION OF THE CITY OF
DENTON AND NR & RJ PROPERTIES,
L P, REGARDING CONDEMNATION
OF R-O-W AND PAYMENT OF THE
COUNTY OF DENTON § COST OF CONDEMNATION
WHEREAS, Dieter Schwarz by and through NR & RJ Propertaes, L P (NR & RJ), has
attorney m fact, desires the City of Denton to promote safe vehicle traffic movement and economic
development by provadlng NR & RJ and nelghbonng property owners access to U S 380 at
Lakevlew Boulevard, and
WHEREAS, Article 3, Section 52-a of the Texas Constitution and Section 380 001, Tex
Loc Govt Code prowde the promotion of economic development is a pubhc purpose and Section
251 001, TEX LOC GOV'T CODE, prowdes pubhc safety and extenchng streets are a public
purpose, and
WHEREAS, NR & RJ wll prowde for and pay the cost of the R-O-W easement and the
cost of constructang two (2) lanes of Lakewew Boulevard fi.om Lakewew Ranch to U S 380 if the
C~ty will purchase such easement through negotlanon or condemnation, and
WHEREAS, NR & RJ has been unable to obtain the easement necessary to provade for the
off-site street faclhtles required, and
WHEREAS, NR & PO has requested, m accordance w~th the State law, that the Caty use ars
power of eminent dommn to obtain the off-sate easement so that the requtred improvements to
Lakewew Boulevard may be completed, and
WHEREAS, the condemnation of the land for Lakevlew Boulevard would be an the public
interest and for a pubhc purpose, NOW, THEREFORE,
WITNESSETH.
In considerat~on of the mutual covenants and pronuses &each, agree as follows
I. Attorney's Services. The City Attorney, wath approval of NR & PO, shall retain
local counsel to provide the legal services to institute and pursue proceedings an eminent domain to
acquire an off-site easement as identified m Ordinance 98-082 The C~ty Attorney shall assist local
counsel m prepanng all petittons, motions, notices, and other legal documents necessary to initiate
and prosecute condemnation proceedings
II. Payment of Condemnation Costs by NR & RJ All filing fees and courts costs,
appraaser, expert v~tness, and local counsel fees, condemnation awards, recor(hng fees and or other
cost or fees resulting fi.om the condemnation shall be pa~d by NR & R J, except as otherwise
provided for herein
III Payment of Acqmsltion Cost by NR & RJ NR & RJ agrees that it will pay the
award for the condemnation made e:ther by the Special Commtssmncrs, or on appeal, by 3udgrnent
of the court Should the condenmalaon case be non-stated or d~sm~ssed at NR & RJ's request, at
any time prior to the entenng of a judgment m ttus matter, NR & RJ agrees to pay any costs
assessed by the court against C~ty mclud~ng, but not hm~ted to, attorney and expert w~tness fees of
the condemnee
IV Appeal of Commissioner's Award If, by reason of thc amount of the award
made, NR & RJ is obhgatad to pay tn sat~sfactmn of the award any amount m excess of market
value for the easement, then NR & RJ may request, ~n wntmg walun ten days of smd award, that
City appeal the award made Upon such request and the C~ty's determination that the award was
excessive, the City may, m fulfillment of its sovereignty duties and obhgatlons wltlUn its sole
chscret~or~, authorize an appeal of the award If, a~er NR & RJ requests such appeal, City appeals
the award made, NR & RJ shall pay all cost of such appeal Upon final judgment of such appeal,
NR & RJ shall pay the judgment of the appellant court If C~ty should appeal such award ~n the
absence of such request by NR & R J, NR & RJ shall not be hable to C~ty for the cost of such appeal
or the amount of any judgment resulting from the appeal ~n excess of the trial court's judgment
V. Hold Harmless. NR & RJ agrees that the acqulsmon of land provided for m thts
agreement ~s for the sole purpose of allowing NR & RJ and ne~ghbonng property owners to
promote economic development and safe traffic movement by pmwdlng access to U S 380 from
Lakewew Boulevard NR & RJ agrees to hold the City harmless from, and shall mdemmfy C~ty
for, any ¢latm, loss or damage ansmg or resultmg from any act ofNR & R J, ~ts agents, employees,
contractors, or representatives, in pursmng the negotlat~on and condemnation of the easement and
constructing Lakewew Boulevard NR & RJ further agrees that ~t shall not make any clmm against
City, or hold City hable, for any loss or damage suffered or ~ncurred by NR & RJ as a result of any
mtermptlon or delay m condemning or acqmnng any property necessary for NR & RJ to complete
any reqmred off-site roadway improvements resulting from any legal challenge to the right of C~ty
to condemn the land spemfied in flus agreement, or any other delay which results from any cause
not w~thm the reasonable control of C~ty
PAGE 2