1997-147 ORDINANCE NO. ~ q._/~/Z ~
AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY
MANAGER TO EXECUTE A CONTRACT BETWEEN THE CITY OF DENTON AND
THREE-K CONSTRUCTION, INCORPORATED; AUTHORIZING THE CITY MANAGER
TO EXECUTE ANY AND ALL DOCUMENTS NECESSARY TO CONSUMMATE THE
PURCHASE OF REAL PROPERTY IN ACCORDANCE WITH SAID CONTRACT,
AUTHORIZING THE EXPENDITURE OF FUNDS AND PROVIDING FOR AN
EFFECTIVE DATE.
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS'
SECTION I. That the C~ty Manager is hereby authorized to execute a contract between the
City of Denton and 3-K Construction, a copy of which is attached hereto and ~ncorporated by
reference herein
SECTION H. That the City Manager ~s hereby authorized to execute any and all documents
necessary to consummate the purchase of real property m accordance w~th said Contract
SECTION HL That the City Council hereby authorizes the expenditure of funds as provided
in the Contract
SECTION IV. That this ordmance shall become effective immediately upon ~ts passage and
approval
PASSED AND APPROVED this thed~t~0/''' day of-- ~ ,
1997
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APP~VED AS TO LEGAL FORM
HERBERT L PR. OUTY, CITY ATTOKNEY
REAL ESTATE CONTRACT
FOR PURCHASE OF RESIDENTIAL PROPERTIES
STATE OF TEXAS
COUNTY OF DENTON
THIS CONTRACT OF SALE is made by and between Three-K
Construction (hereinafter referred to as "Seller") and CITY OP
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, the tract of land contalnzng ap-
proxmmately 17.860 square feet and situated in Denton County,
Texas, being more particularly described ~n Exhibit A attached
hereto and incorporated herein by reference for all purposes
together with all and singular the rights and appurtenances
pertaining to the 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 mmprovements,
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
PUI~CHASE PRICE
1 Amount of Purchase Price The purchase price for the
Property shall be the sum of $9.600.00
2 Pa_vT~ent of Purchase Prmce 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 trans-
actions 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 Prel~manary T~tle Report Wmthan twenty (20) days after
the date hereof, Purchaser, at Purchaser's sole cost and expense,
shall have caused the Title Company (hereinafter defined) to issue
a prellmlnary title report (the "Tmtle Report") accompanaed by
copies of all recorded documents relating to easements, rights-of-
way, etc , affecting the Property Purchaser shall give Seller
wrmtten notice on or before the expiration of ten (10) days after
Purchaser receives the T~tle Report that the condition of title as
set forth in the title bander is or is not satisfactory, and in the
event Purchaser states the condztlon is not satasfactory, Seller
shall, at Seller's option, promptly undertake to eliminate or
modafy all unacceptable matters to the reasonable satmsfact~on of
Purchaser In the event Seller as unable to do so within ten (10)
days after receapt of written notace, this Agreement shall
thereupon be null and void for all purposes and the Escrow Deposit
shall be forthwith returned by the T~tle Company to Purchaser,
otherwise, this condztlon shall be deemed to be acceptable and any
objection thereto shall be deemed to have been waived for all
purposes
2 ~ Upon written request by Purchaser delivered to
Seller contemporaneously with Purchaser's delivery of an executed
oraganal of this Agreement, Seller shall within twenty (20) days
from the date hereof, at Purchaser's sole cost and expense, deliver
to Purchaser a current survey of the Property, prepared by a duly
lacensed Texas land surveyor acceptable to Purchaser The survey
shall be staked on the ground, and shall show the locataon of all
amprovements, hIghways, streets, roads, ramlroads, rivers, creeks,
or other water courses, fences, easements, and raghts-of-way on or
ad3acent 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 compras~ng the Property,
together with a metes and bounds description thereof
Purchaser will have ten (10) days after receipt of the survey
to revzew and approve the survey In the event the survey ms
unacceptable, then Purchaser shall wathan the ten (10) day per~od,
gave Seller wratten notice of thas fact Seller shall, at Seller's
option, promptly undertake to eliminate or modify the unacceptable
portions of the survey to the reasonable satasfactlon of Purchaser
In the event Seller is unable to do so wlthan 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
PAGE 2
Purchaser Purchaser's failure to give Seller this written notice
shall be deemed to be Purchaser's acceptance of the survey
3 ~ller'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 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, or trespassers
2 Except for the prior actions of Purchaser, there is no
pending or threatened condemnation or similar proceeding or asses-
sment 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 authority
3 Seller has complied with all applicable laws, ordinances,
regulations, statutes, rules and restrictions relating to the
Property, or any part thereof
4 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
MISCELLANEOUS OBLIGATIONS OF PARTIES
Purchaser agrees to refund sidewalk escrow fees deposited with
the City of Denton during the platting process regarding the
subject lot
CLOSING
The closing shall be held at the office of Dentex Title Company
PAGE 3
,300 N. Elm Street, Denton, Texas, on or before ~, 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")
CLOSIN~ REQUIREMENTS
1 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, easements, assess-
ments, and restrictions, except for the following
1 General real estate taxes for the year of closing
(however, Seller shall be responsible for taxes
prorated to date 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 Title Policy 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 Purch-
aser'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 Closlna
~ 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
Title Policy, provided, however
1 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,
2 The exception as to restrictive covenants shall be
endorsed "None of Record",
PAGE 4
3 The exception for taxes shall be lzmlted to the
year of closln~ and shall be endorsed "Not Yet Due and
Payable", and
4 The exceptzon 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 Reau~rements Purchaser shall pay the full
cash purchase price to Seller at Closing in immediately available
funds
3 ~3~ Through the date of Closing, Seller shall
pay all taxes assessed by any tax jurisdiction through the date of
Closzng
Ail other costs and expenses of closzng in consummatzng the
sale and purchase of the Property not specifically allocated here~n
shall be equally shared by Purchaser and Seller
REAL ESTATE COMMISSION
Any real estate commissions occasioned by the consummation of
this Agreement shall be the sole responsibility 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 fa~l to fully and tamely perform any
of ~ts obligations hereunder or shall fa~l to consummate the sale
of the Property except Purchaser's default, Purchaser may either
enforce specific performance of this Agreement or termznate this
Agreement
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 belng in default Seller may either enforce specific
PAGE 5
performance of this Agreement, or terminate this Agreement
MISCELLANEOUS
1 Assmgnment 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-
rantles, 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 theremn
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, addres-
sed 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 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 mn
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 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 In-
validity, illegality, or unenforceabmllty 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 partmes
respecting the within subject matter
PAGE 6
8 ~ Time 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 the
sangular number 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
suatable for filing of record
11 Complaance In accordance with the requirements of the
Texas Real Estate License Act, Purchaser as hereby advased that at
should be furnished wath or obtain a polacy of title ansurance or
Purchaser should have the abstract covering the Property examined
by an attorney of Purchaser's own selection
DATED this Z~. ~~ day of ~ , 199~
SELLER PURCHASER
THE CITY OF DENTON, TEXAS
Ted Benavldes
\ City Manager
215 E McKlnney
Thr~e-K Construction Denton, Texas 76201
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
PAGE 7
STATE OF TE~S
CO~TY OF DENTON
This instrument was acknowledged before me on this ~day
Notary Public in and for Texas
STATE OF TE~S
CO~TY OF DENTON _~
~h~ ~nstrument ~s acknowledged before me, on th~s~ day
of ~.~ , 199~ by TED BENAVIDES, City Manager, of
the City ~ Denton, a municipal corporation, kno~ to me to be the
person and officer whose name ~s subscribed to the foregoing
· nstrument and acknowledged to me that the same was the act of the
said Clty of Denton, Texas, a municipal corporation, that he was
duly authorized to perform the same by appropriate ordinance of the
City Council of the City of Denton and that he executed the same as
the act of the said Clty for purposes and consideration there~n
expressed, and in the capacity therein s~d~~
~~0000~0~ Notary Public 1~ and ~r Texas
PAGE 8