1997-221C \DOCS\ORD\HICKORY ORD
ORDINANCE NO
AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY
MANAGER TO EXECUTE A REAL ESTATE CONTRACT BETWEEN THE CITY OF
DENTON AND HICKORY CREEK DEVELOPMENT PARTNERS, LTD , A TEXAS
LIMITED PARTNERSHIP, 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 THEREFOR, AND PROVIDING FOR ANEFFECTIVE DATE
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS
S~CTION I. That the C~ty Manager ~s hereby authorized to
execute a Real Estate Contract by and between the C~ty of Denton as
purchaser and H~ckory Creek Development Partners, LTD , A Texas
L~m~ted Partnership as seller, a copy of which Contract ~s attached
hereto and lncorporated by reference here~n
SECTION II. That the City Manager is hereby authorized to
execute any and all documents necessary to consummate the purchase
of real property in accordance w~th sa~d Contract
~ That the C~ty Council hereby authorizes the
expenditure of funds as provided in the Contract
SECTION IV. That this ordinance shall become effective
immediately upon ~ts passage and approval
PASSED AND APPROVED this the~~-~ day of ~, 1997
GAC~:~t~ILLER, MAYOR
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPROVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
BY
REAL ESTATE CONTRACT
STATE OF TEXAS
COUNTY OF DENTON
THIS CONTRACT OF SALE is made by and between Hickory Creek
Development Partners, LTD, a Texas limited partnership
(hereinafter referred to as "Seller") and the CITY OF DENTON,
TEXAS, a home rule municipality, of Denton County, Texas (hereinaf-
ter 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 consisting of 2 909 acres of land, more or less, as
described in Exhibit "A" attached hereto, 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 improvements, fixtures, and personal property
situated on and attached to the Property, for the consideration and
upon and sub3ect to the terms, provisions, and conditions hereinaf-
ter set forth
PURCHASE PRICE
1 Amount of Purchase Price The purchase price for the
Property shall be the sum of $200,000 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 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, 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
owner' s 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
not~ce 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 complazned of by Purchaser stated ~n Purchaser's
wrltte~ notice to Seller as provided in th~s paragraph 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 al~l purposes, otherwise, th~s condition shall be deemed to be
acceptlable and any ob]ectzon thereto shall be deemed to have been
wa~ve~ for all purposes
2 S~rvev Purchaser may, at Purchaser's sole cost and
expense, obtain a current survey of the Property, prepared by a
duly lzcensed Texas land surveyor acceptable to Purchaser The
survey shall be staked on the ground, and shall show the location
of all improvements, h~ghways, streets, roads, railroads, r~vers,
creekS, or other water courses, fences, easements, and rights-of-
way o~ or adjacent to the Property, ~f any, and shall contain the
surveyor's certzfmcatlon that there are no encroachments on the
Property and shall set forth the number of total acres comprising
the P~operty, together with a metes and bounds description thereof
Purchaser w~ll have ten (10) days after receipt of the survey
to review and approve the survey In the event the survey zs
unacceptable, then Purchaser shall within the ten (10) day perzod,
gzve Seller written notice of this fact Seller shall, at Seller's
option, promptly undertake to eliminate or modify the unacceptable
port~6ns of the survey to the reasonable satzsfactlon of Purchaser
In the event Seller is unable to do so w~thln ten (10) days after
recezpt of written not~ce, Purchaser may terminate this Agreement,
and the Agreement shall thereupon be null and void for all
purposes. Purchaser's failure to gmve Seller thzs written notzce
shall be deemed to be Purchaser's acceptance of the survey
3. Seller's Compliance Seller shall have performed, ob-
serve~, and complied wmth all of the covenants, a~reements, and
condltzons required by this Agreement to be performed, observed,
and complied w~th by Seller prior to or as of the closzng
4. Purchaser's Construction of Fence Purchaser shall
construct approximately 760' of 6' minimum and 8' maxzmum h~gh
screening fence composed of wood or plastic mater~al, or such other
fence material as is reasonably approved by Seller, along the
common boundary l~ne between lot 4 and lots 1, 3, and 5 of the
proposed Shore Haven Addition ~n the C~ty of Hickory Creek Denton
Count~, Texas Th~s fence shall extend south and west from the
building line south of ~he right-of-way of the proposed Wood Lake
Road ~o the Corp of Engzneers boundary l~ne for Lake Lew~sv~lle as
illustrated by Exhibit "B" attached hereto The fence shall be
completed within 180 days from the date of closzng The fence
shall be malntazned and kept ~n good cond~tzon and repair by
Purchaser so long as Purchaser owns the Property This covenant
shallI survive closing
AEE008F8 PAGE 2
5 Relocation of Entry Gate to Purchaser's Property. The
existing entry gate to the Property shall be relocated by Purchaser
to a location to the south which is mutually agreeable to Seller
and Purchaser The relocation of the gate is for the purpose of
allowing access to the Purchaser to the Property without obstruct-
lng exlstlng and proposed roads and r~ght-of-way The gate shall be
relocated w~thln 180 days from the date of closing This covenant
shall survive closing
REPRESENTATIONS AI~D WARRANTIES OF SELLER
Seller hereby represents and warrants to Purchaser, to the best
of 1ts current knowledge, as follows, which representations and
warranties shall be deemed made by Seller to Purchaser also as of
the closing date
1 There are no part~es 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 asses-
sment or suit, affecting t~tle to the Property, or any part
thereof, nor to the best knowledge and belief of Seller ~s any such
proceeding or assessment contemplated by any governmental authori-
ty
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 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 Republic Title
Company, 300 Crescent Court, Suite 100, Dallas, Texas 75201 (Attn
D Lansing) on or before September 30, 1997 (which date is herein
referred to as the "closing date")
CLOSING REQUIREMENTS
1 Seller's Reau~rements 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
AEE008F8 PA~E 3
and all liens, encumbrances, conditions, 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 Obllaatlons here-
of, 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 Republic
Title Company, Dallas, 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
sub]ect only to those title exceptions listed in Closln~
~ 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 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 cove-
nants shall be endorsed "None of Record",
3 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 Reaulrements Purchaser shall pay the
consideration as referenced in the "Purchase Price" section of this
contract at Closing in immediately 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 equally shared by Purchaser and Seller
AEE008F8 PA(}E 4
REAL ESTATE COMMISSION
Any real estate commissions occasioned by the consummation of
this A~reement shall be the sole responslbzllty of Seller, to the
extent, Seller has agreed to pay any such real estate commission in
writing, and Seller agrees to lndemnzfy and hold Purchaser harmless
from any and all claims for any such 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 as its sole
and exclusive remedy may either enforce specific performance of
this Agreement or terminate this Agreement by written notice
delzvered to Seller
BREACH BY PURCHASER
In the event Purchaser should fall to consummate the purchase
of the Property, the condztlons to Purchaser's obllgatzons set
forth in PURCHASER'S OBLIGATIONS having been satzsfled and
Purchaser being in default Seller as its sole and exclusive remedy
may ezther enforce specific performance of this Agreement, or
terminate this Agreement by written notice delivered to Purchaser
MISCELLANEOUS PROVISIONS
1 Asszanment of Aareement This Agreement may not be
asszgned by Purchaser w~thout the express written consent of
Seller
2 Survival of Covenants Any of the representations, war-
rantles, covenants, and agreements of the partzes, as well as
any r%ghts and benefits of the parties, pertaining to a perzod of
time following the closing of the transactions contemplated hereby
shall'survive the closing and shall not be merged there~n
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 Aoolv 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 respectzve legal
representatives, successors and assigns where permitted by this
Agreement
AEE008F8 PAGE 5
6 Leqal Construction. In case any one or more of the pro-
vlslonls contained ~n this Agreement shall for any reason be held to
be invalid, ~llegal, or unenforceable in any respect, said
validity, illegality, or unenforceablllty shall not affect any
other provision hereof, and this Agreement shall be construed as ~f
the invalid, illegal, or unenforceable provision had never been
contained herein
7 ~ Pr%or Aareements Superseded Th~s Agreement constitutes
the so~e and only agreement of the parties and supersedes any prior
understandings or written or oral agreements between the parties
respec'ting the within subject matter
8 Time of Essence 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
singular number shall be held to include the plural, and vice
versa,, unless the context requires otherwise
lQ ~ In accordance with the requirements of the
Texas,Real Estate Lmcense Act, Purchaser is hereby advised that ~t
should be furnished with or obtaln a policy of title insurance or
Purchaser should have the abstract covering the Property examined
by an attorney of Purchaser's own selection
i1 ~ 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 del~vers same to Sel-
ler, purchaser shall have the right to terminate this Agreement
upon Written notice to Seller
DATED this ~'~zZ day of /~g~/~/~ ,
1997
&,
PURCHASER
THE CITY OF DENTON, TEXAS
Ted Benavldes
City Manager
215 E McKlnney
Denton, Texas 76201
AEE008F8 PA(~E 6
ATTEST
JE~I~ER WALTERS, CITY SECRETLY
APPR~ED AS TO LEGAL FO~.
HERBERT L PROUTY, CITY ATTO~EY
SELLER
Hickory Creek Development
Partners, LTD, a Texas
Limited Partnershzp
BY HSM Development, Inc
a Texas Corporation,
its General Partner
Don R Plunk, President
ATTEST
AEE008F8 PAGE 7
"EXHIBIT A'
ALL that certain lot, tract or parcel of land lying and being situated in the City
of Hi .,kory Creek and the County of Denton, State of Texas, in the S. Jones
Surv~ ;y, Abstract No. 1S98 and being part of a 32.936 acre tract conveyed to
Hick Dry Creek Development Partners, Ltd by deed recorded as 96-R0068064
in th~ Real Property Records of Denton County, Texas and being more
particularly described as follows:
BEGINNING at the southeast corner of said 32.936 acre tract, same being the
southeast corner of said Jones Survey;
THENCE North 89° 38' 16" West a distance of 319.42 feet to a paint for
coFneF;
THENCE North 4S° 54' 28" West a distance of 137.83 feet to a point for
corner;,
THENCE North 44° 30' S2" East a distance of 92.88 feet to a point for corner;
THENCE North 89° 0S' 00" East a distance of 12S.68 feet to a point for
corner;
THENCE North 22° 01' 44" East a distance of 538.10 feet to a point for
coro r;
THENCE North 00° 21' 44" East a distance of 10.32 feet to a point for corner;
THENCE South 89° 38~ 16" East a distance of 30.00 feet to a point for corner;
THENCE South 00° 21' 44" West a distance of 675.12 feet to the POINT OF
BEGINNING and containing 2.909 acres of land.
-
SHORE HA YEN ADDITION
...... e~a~.~ OF BI~GINNING