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1998-298 OR CENO AN ORDINANCE APPROVING A REAL ESTATE CONTRACT BETWEEN THE CITY OF DENTON AND EMORY D GROENING, RELATING TO THE PURCHASE OF 0 075 ACRES OF LAND FOR THE EXPANSION OF U S HIGHWAY 77, AUTHORIZING THE EXPENDITURE OF FUNDS THEREFORE, AND PROVIDING AN EFFECTIVE DATE THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS ~ That the Caty Manager as hereby authorized to execute a Real Estate Contract between the Caty and Emory D Groemng, m substanUally the form of the Real Estate Contract which as attached to and made a part ofthas ordinance for all purposes, for the purchase of 0 075 acres of land for the expansaon ofU S Haghway 77 ~ That the Caty Manager as authorized to make the expenditures as set forth ~n the attached Real Estate Contract ~ That this ordinance shall become effecUve ammedmtely upon ats passage and approval PASSED AND APPROVED thas the /,~ day of~, 1998 JACI~h~LLER, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY APPI~VED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY REAL ESTATE CONTRA~T STATE OF TEXAS COUNTY OF DENTON THIS CONTRACT OF SALE is made by and between Emory D. Groenlng (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 adDacent 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 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. Seller shall pay all cost for the removal, installation, construction, relnstallatlon, reconstruction, labor and materials for any and/or improvements located within the property described in Exhibit "A". Any improvements not removed by January 1, 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 $3804.00. 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 sub]ect 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. AEE008FE PAGE 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 owners 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 condlt~on 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 condltlon shall be deemed to be acceptable and any objection thereto shall be deemed to have been walved 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 llcensed Texas land surveyor acceptable to Purchaser. The survey shall be staked on the ground, and shall show the location of all lmprovements, hIghways, streets, roads, railroads, rivers, creeks, or other water courses, fences, easements, and rights-of-way on or adjacent to the Property, 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 th~s 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 -- 3. Seller's Compliance. Seller shall have performed, ob- served, and complied with all of the covenants, agreements, and conditions required by this Agreement to be performed, observed, and complied w~th by Seller prior to or as of the closing. REPRESENTATIONS AND WA~RANTIES 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 w~th 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. CLOSING The closing shall be held at the office of Dentex T~tle Company on or before September 30, 1998, or at such t~tle 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 CLOSING REQUIREMENTS 1. Seller's Requirements. At the closing Seller shall. A. Deliver to State of Texas, acting by and through the Texas Transportation Commission, a duly executed and acknowledged Deed in the form 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. General real estate taxes for the year of closing and subsequent years not yet due and payable, 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 Polzcy 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, lnsurzng fee simple title for the State of Texas to the Property subject only to those title exceptions listed in Closing Requzrements 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 exceptzons shall be 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 covenants shall be endorsed "None of Record"; AEE008FE PAGE 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 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 collectlon 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 and Seller. REAL ESTATE COMMISSION Any real estate commissions occasioned by the consummation of thls Agreement shall be the sole responslblllty of Seller, and Seller agrees to indemnify and hold harmless Purchaser from any and all claims for these commissions. BREACH BY SELLER In the event Seller shall fall to fully and timely perform any of its obligations hereunder or shall fall to consummate the sale of the Property except Purchaser's default, Purchaser may either enforce specific performance of th~s Agreement or terminate this Agreement by written notice delivered to seller. BREACH BY PURCHASER In the event Purchaser should fall 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 may elther enforce specific performance of this Agreement, or terminate AEE008FE PAGE this Agreement by written notice delivered to purchaser. MISCELLANEOUS 1. 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, war- rantle$, 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 mall, postage prepaid, certified mall, 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 A~Dly. 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 inure to the benefit of the parties and their respective heirs, executors, administrators, legal representatives, successors and assigns where permitted by this Agreement. 6. Legal 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 invalidity, Illegality, or unenforceablllty 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 Agreements 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. Time is of the essence in this Agreement. AEE008FE PAGE 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 n~mber shall be held to include the plural, and vice versa, unless the context requires otherwise. 10. Memorandum of Contract. Upon request of either party, both parties shall promptly execute a memorandum of this Agreement suitable for filing of record. 11. 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. 12. 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 r~ght to terminate this Agreement upon written notice to Seller. DATED this /~day of ~' , 1998. SELLER PURCHASER ~E~mo~r/~D. G~oenln~ BY =~e~=mea~/&e~s= Mike Jez C~ty M~ager 215 E. McKlnney Denton, Texas 76201 AEE008FE PAGE STATE OF TEXAS COUNTY OF DENTON Thls__~s.t~um~.t is acknowledged befo~:e me. on this /~,~t day .Ke o of ~ , 1998 by T-~=~e~a~eSF City Manaqer, of the C~ty of Denton, a m~lclpal co~oratmon, kno~ to me to be the person and officer whose n~e ~s s~scr~bed to the foregoing ~nstr~ent and ac~owledged to me that the s~e was the act of the sald 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 of Denton and that he executed the s~e as the act of the said City for purposes and consideration therein expressed, and ~ the capacity therein stated. ~ ~NN ~ ~'k~t My C~mi~on Expires ~ ~ MAY 9, 2002 CO~TY O~ D~O~ Th~s ~nstr~ent ~s ackn6wledged before me, on th~s ~ day of ~ , 1998 by ~or~ D. Groenln~__ ~ ~ , ~~~ Notary P~i~c in and for the State of Texas AEE008FE PAGE EXHIBIT 'A' County Denton Page I of 1 H~ghway U.S. 77 Project Emits From I.H. 35 Rev August 24, 1994 To U.S. 3Bo CSJ 0195-02 Account. FIELD NOTES FOR PARCEL 23 BEING A PARCEL OF LAND SITUATED IN A CALLED 0 220-ACRE TRACT OF LAND AS CONVEYED TO EMORY D GROENING, RECORDED IN VOLUME 898, PAGE 793, DEED RECORDS OF DENTON COUNTY, TEXAS (DRDCT), BEING SITUATED IN THE N.H MEISENHEIMER SURVEY, ABSTRACT NO 810, CITY OF DENTON, DENTON COUNTY, TEXAS, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS COMMENCING at · found 1/2-Inch iron rod for the northwest corner of said Groaning tract and the northeast corner of a celled 0.228-acre tract of land conveyed to Albert B Grubbs, Sr and w~fe, Margaret V Grubbs, recorded in Volume 842, Page 977, DRDCT; THENCE S 31 o 44' 25' W, along a line common to said Groaning and said Grubbe tracts, a distance of 108 55 feet to · set 5/8-inch iron rod with an aluminum cap, being the POINT OF BEGINNING, also being a point on the new north right of way line of U S 77, {1) THENCE S 58° 11' 36' E, along the new north right of way hne of U S 77, a distance of 93.41 feet to a sst E/8-inch iron rod with en aluminum cap on the east hne of ae~d Groamng t~act end being on the west line of a O.618-acre tract of land as conveyed to Charles R Jackson, recorded in Volume 1558, Page 214, DRDCT, (2} THENCE S 01 o 22' 39" E, with the line common to said Groemng tract and said Jackson tract, e distance of 37.69 feet to a found 1/2-Inch iron rod being the southeast corner of said Groemng tract, being the southwest corner of said Jackson tract, and sa~d point being on the existing north right of way line of U S 77; (3) THENCE N 58~ 03' 18" W, with the line common to said Groemng tract and ex.sting north nght of way line of U.S 77, a distance of 114 00 feet to a found 1/2-inch iron rod being the southwest corner of 8aid Groemng tract, and being the southeast corner of ea~d Grubba tract, {4) THENCE N 31 o 44' 25' E, with the I~ns common to said Groaning tract and said Grubba tract, e distance of 31.27 feet to the POINT OF BEGINNING, and containing 0 075 acre, or 3,255 square feet of land, more or less John F Wilder, R.P.L S Date Texas No 4285 Texas Depm~Unent of Transpommon EXHIBIT "B" Ponn D-15~14 Page i of:3 Rev 9/91 DEED THE STATE OF TF. XAS } } cOLrNTY OF } KNOW ALL MEN BY THESE PRESENTS: of the Counly of , State of Texas, hereinafter referred to as Grantors, whether one or more, for and m considerauon of the sum of Dollars ($ ) to Grantors m hand paid by the State of Texas, acting by and .t~r. ou.gh the Texas Transportation Commission, rece:pt of which is hereby acknowledged, and for which no lien is retained, either expressed or unphed, have th~ day Sold and by these presents do Grant, Bargain, Sell and Convey unto the State of Texas ail that certain tract or parcel of land in County, Texas, more pamcularly described m Ex- hibit "A," which is attached hereto and incorporated hereto for any and ail proposes SAVE and EXCEPT, ItOWEVER, it Is expressly understood and agreed that Grantors are retaining utle to the following improvements located on the property described in said Erdubit "A,' to wit Grantors covenant and agree to remove the above-described mipfovemants fi:om smd land by the day of ,19 , subject, however, to such extensions of tune as may be granted by the State m writing, and fi, for any mason, Grantors fad or refuse to remove same w~thm said period of tune prescribed, then, without any further considerauon, the tide to all or any part of such unprovements not so removed shall pass to and vest m the State of Texas forever Grantors reserve all of the mi, gas and sulphur m and under the land hereto conveyed but waive all rights of regress and egress to the stuface th .e,re, of for the purpose of exploring, developing, mmmg or drilling for same, however, nothing m ~ reservation shall affect the tide and rights of the State to take and use all other minerals and materials thereon, therein and thereunder T~xas Depnflment of Ttanspottatmn Btam D-15-14 Pe~2oE3 Roy 9~1 TO ~E A~D TO BOLD ~e ~es ~mm descried ~d hemm conveyed toget~r M~ ffi ~d sm~ ~ ~ts md ~m~ ~mto ~ my w~e ~lon~g ~to ~ S~m of T~m md ~ ~?~ forever, md G~to~ do hem~ brad o~elves, o~ he~, ~ecuto~, ~ators, successon ma m- s~ m W~t md Fo~ D~ ffi ~ s~ ~e s~ ~es h~m convey~ ~to ~e Stme of Texm md m ms~ ag~t ev~ ~on who~v~ h~y c~g or m d~ ~ s~ or my p~ ~emof ~ ~SS WHEREOF, ~ ~t n ~ecuted on th~s ~e day of ACKNOWLEDGMENT THE STATE OF TEXAS, } COUN2~ OF } BEFORE ~ the undersigned, a Notnry Public, on this day [~I~onnlly appenred , known to me (or proved to me on the oath of , a credible wlmess,) to be the person(s) whose nnme(s) t~ (am) subscribed to the foregoing instrument and acknowledged to me thnt he/she/they executed the same for the proposes nmi consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE, this day of ,19 Notary Pubhc, State of Texas My Commismon exlm~s on tim dayc~ ,19 CORPORATE ACKNOWLEDGMENT THE STATE OF TE~S, } CO~ OF } B~O~ ~ ~ u~ni~, a No~ PUblic, ~ ~ ~y ~onnlly ~d of ~ ~OW~ tO me to ~ ~ ~n ~ o~ wh~ ~e ~ ~ to ~ foregoing ~ent ~ ~l~g~ to me ~ ~ s~e w~ ~ a~ of ~o s~d , a ~o~on, ~t he/s~ wm d~y ~ to ~ ~ s~e by ~ ~lufl~ of ~ bo~ of ~mm of m~ c~on md ~ ~/s~ ~ ~ s~e ~ ~ a~ of ~ c~m f~ ~ ~o~ ~ ~i~m ~ e~ ~ ~ ~ ~p~ O~ ~ MY ~ ~ S~ OF O~, ~s ~y of ,19 Nota~ Public, Srsto or Tom My Commission expixes on the day of , Tex~s D~pamnont of Tnmq~ommon Form D-15-14 Pose3of~ Rev 9/91 After recording please return this instrument to: CERTIFICATE OF RECORDING THE STATE OF TEXAS, ) ¢o~ o~ ~