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2015-032ORDINANCE NO. 2015-�32 AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE A CONTRACT OF SALE (HEREIN SO CALLED), AS ATTACHED HERETO AND MADE A PART HEREOF AS EXHIBIT "A", BY AND BETWEEN RICHLAND PLANTATION PARTNERS 1NC., A DELAWARE CORPORATION AS OWNER (HEREIN SO CALLED), AND THE CITY OF DENTON, TEXAS, A HOME RULED MUNICIPAL CORPORATION, AS BUYER, REGARDING THE SALE AND PURCHASE OF FEE SIMPLE TO TWO TRACTS IDENTIFIED AS A 1.1 ACRE TRACT, MORE OR LESS, KNOWN AS "GREENBELT" 1N BLOCK B, SUBDIVISION PLAT OF TOWNSHIP II, PHASE 2, RECORDED IN VOLUME 11, PAGE 14, PLAT RECORDS DENTON COUNTY, TEXAS, LOCATED GENERALLY ALONG THE SOUTH SIDE OF THE FORMERLY CONTEMPLATED EXTENSION OF SAN GABRIEL DRIVE, 1N THE CITY OF DENTON, DENTON COUNTY, TEXAS AND A.17 ACRE TRACT, MORE OR LESS, SITUATED IN THE R.H. HOPKINS SURVEY, ABSTRACT NO. 1694, LOCATED IN THE CITY OF DENTON, DENTON COUNTY, TEXAS, GENERALLY LOCATED ADJACENT TO 1900 SPENCER RD, CITY OF DENTON, DENTON COUNTY, TEXAS AS MORE PARTICULARLY DESCRIBED 1N THE CONTRACT OF SALE, (THE "PROPERTY INTERESTS"), FOR THE PURCHASE PRICE OF TWENTY ONE THOUSAND EIGHT HUNDRED FIFTY ONE DOLLARS AND NO CENTS ($21,851.00), AND OTHER CONSIDERATION, AS PRESCRIBED IN THE CONTRACT OF SALE; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE WHEREAS, after due consideration of the public interest and necessity and the public use and benefit to accrue to the City of Denton, Texas; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager, or his designee, is hereby authorized (a) to execute for and on behalf of the City (i) the Contract of Sale, by and between the City and Owner, in the form attached hereto and made a part hereof as Exhibit "A", with a purchase price of $21,851.00, plus certain costs, as prescribed in the Contract of Sale; and (ii) any other documents necessary for closing the transaction contemplated by the Contract of Sale; and (b) to make expenditures in accordance with the terms of the Contract of Sale. SECTION 2. If any section, article, paragraph, sentence, phrase, clause or word in this ordinance, or application thereof to any persons or circumstances, is held invalid or unconstitutional by a court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this ordinance; the City Council declares that it would have ordained such remaining portion despite such invalidity, and such remaining portion shall remain in full force and effect. SECTION 3. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the Wwwww � 7 day of � , 2015. �� % � �� ,..�, � � � � �9 � ��.., '�� ....w .....................��.._��.�. �"��I��t�°°'�ATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY By: �.��,�� "� �� APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY ��,�._..". BY� ��...__ C3e\ AL �S1'A,TE\Tawnship i1\To�us�si�ip II T'ract 3-�ontraci o£ S�ale - itevisions by L,O 02061 S- FII�TAL L,CC,doe . � . , � ! � � . CUNTRACT UF SALE r''�� , � , � �•�� • . r � : � . , � � . � • �• . • �� . , � �, � i,.�. . �; . �. � � • �• . . � � . � � �� . . � ; � ., . � . � ��, This Contract of Sale (the "Contract") is made this /'� day of «��. �.,� ,,m___, 2015, effective as of the date of execution hereof by Buyer, as deiined hereir�(the "Effective Date"), by and between Richland Plantation Partners Inc., a Delaware corporation (referred to herein as "Seller") and the City of Denton, Texas, a Home Rule Municipal Corporation of Denton County, Texas (referred to herein as "Buyer"). RECITALS WHEREAS, Seller owns that certain tract of land being more particularly described on Exhibit "A", attached hereto and made a part hereof for all purposes, being located in Denton County, Texas (the "Land"); and WHEREAS, Seller desires to sell to Buyer, and Buyer desires to buy from Seller, the Land, together with any and all rights or interests of Seller in and to adjacent streets, alleys and rights of way and together with all and singular the improvements and fixtures thereon and all other rights and appurtenances to the Land (collectively, the "Property"). ARTICLE I SALE OF PROPERTY For the consideration hereinafter set forth, and upon the terms, conditions and provisions herein contained, Seller agrees to sell and convey to Buyer, and Buyer agrees to purchase from Seller, the Property. ARTICLE II PURCHASE PRICE AND EARNEST MONEY 2.01 Purchase Price. The Purchase Price to be paid to Seller for the Property is the sum of Twenty One Thousand Eight Hundred and Fifty One and No/100 Dollars ($21,851.00) (the "Purchase Price"). 2.02 Earnest Money. Intentionally deleted. 2.03 Independent Contract Consideration. Intentionally deleted. ARTICLE III TITLE AND SURVEY 3.01 Title Commitment. Intentionally deleted. 3.02 Survey. Intentionally deleted. 3.03 Review of Title Commitment, Survey and Exception Documents. Intentionally deleted. 3.04 Seller's Obligation to Cure; Buyer's Right to Terminate. Intentionally deleted. 3.05 Title Policy. Intentionally deleted. 3.06 Escrow Close. Close of escrow, without benefit of title policy, shall occur at the offices of Title Resources 525 South Loop 288, Suite 125, Denton, TX 76205-4515, Virginia Kubiak, Escrow Officer (940)381-1006. ARTICLE IV FEASIBILITY REVIEW PERIOD 4.01 Review Period. Any term or provision of this Contract notwithstanding, the obligations of Buyer specified in this Contract are wholly conditioned on Buyer's having determined, in Buyer's sole and absolute discretion, during the period commencing with the Effective Date of this Contract and ending forty five (45) calendar days thereafter (the "Absolute Review Period"), based on such appraisals, tests, examinations, studies, investigations and inspections of the Property the Buyer deems necessary or desirable, including but not limited to studies or inspections to determine the existence of any environmental hazards or conditions, performed at Buyer's sole cost, that Buyer finds the Property suitable for Buyer's purposes. Buyer is granted the right to conduct engineering studies of the Property, and to conduct a physical inspection of the Property, including inspections that invade the surface and subsurface of the Property. If Buyer determines, in its sole judgment, that the Property is not suitable, for any reason, for Buyer's intended use or purpose, the Buyer may terminate this Contract by written notice to the Seller, as soon as reasonably practicable, but in any event prior to the expiration of the Absolute Review Period, in which case the Earnest Money will be returned to Buyer, and neither Buyer nor Seller shall have any further duties or obligations hereunder. In the event Buyer elects to terminate this Contract pursuant to the terms of this Article IV, Section 4.01, Buyer will provide to Seller, if requested by Seller, copies of (i) any and all non- confidential and non-privileged reports and studies obtained by Buyer during the Absolute Review Period; and (ii) the Survey. ARTICLE V REPRESENTATIONS, WA NTIES, COVENANTS AND AGREEMENTS 5.01 Representations and Warranties of Seller. To induce Buyer to enter into this Contract and consummate the sale and purchase of the Property in accordance with the terms and provisions herewith, Seller represents and warrants to Buyer as of the Effective Date and as of the Closing Date, except where specific reference is made to another date, that: (a) The descriptive information concerning the Property set forth in this Contract is complete, accurate, true and correct. (b) There are no adverse or other parties in possession of the Property or any part thereof, and no party has been granted any license, lease or other right related to the use or possession of the Property, or any part thereof, except those described in the Leases, as defined in Article V, Section 5.02(a). (c) The Seller has good and marketable fee simple title to the Property, subject only to the Permitted Exceptions. (d) The Seller has the full right, power, and authority to sell and convey the Property as provided in this Contract and to carry out Seller's obligations hereunder. (e) The Seller has not received notice of, and has no other knowledge or inforrnation of, any pending or threatened judicial or administrative action, or any action pending or threatened by adjacent landowners or other persons against or affecting the Property, except the following: Tax 5uit filed June 26, 2002, in 158th Court, Denton County, Texas, Cause No. 2002-0572-158, styled CITY OF DENTON, COUNTY OF DENTON, DENTON COUNTY EDUCATION DISTRICT and DENTON ISD vs. DENTON RESIDENTIAL N.V. (� The Seller has paid all real estate and personal property taxes, assessments, excises, and levies that are presently due, if any, which are against or are related to the Property, or will be due as of the Closing, and the Property will be subject to no such liens, with the express exception o£ Tax Suit disclosed under Article V, 5.01(e) above, which suit shall be fully paid and released as a condition precedent to the funding of the purchase conternplated by this Contract. (g) Seller has not contracted or entered into any agreement with any real estate broker, agent, iinder, or any other party in connection with this transaction or taken any action which would result in any real estate broker commissions or finder's fee or other fees payable to any other party with respect to the transactions contemplated by this Contract. (h) All Leases, as defined in Article V, Section 5.02(a), shall have expired or otherwise terminated and any and all tenants or parties occupying the Property pursuant to the Leases shall have permanently abandoned and vacated the Property, including without limitation, all personal property of any such tenants or parties, on or before the date of Closing. (i) The Seller is not a"foreign person" as defined in Section 1445 of the Internal Revenue Code of 1986, as amended. 5.02 Covenants and Agreements of Seller. Seller covenants and agrees with Buyer as follows: (a) Within ten (10) calendar days after the Effective Date, Seller, at Seller's sole cost and expense, shall deliver to Buyer, with respect to the Property, true, correct, and complete copies of the following: (i) All lease agreements and/or occupancy agreements and/or licenses of any kind or nature (if oral, Seller shall provide to Buyer in writing all material terms thereo� relating to the possession of the Property, or any part thereof, including any and all modifications, supplements, and amendments thereto (the "Leases"). (b) From the Effective Date until the date of Closing or earlier termination of this Contract, Seller shall: (i) Not enter into any written or oral contract, lease, easement or right of way agreement, conveyance or any other agreement of any kind with respect to, or affecting, the Property that will not be fully performed on or before the Closing or would be binding on Buyer or the Property after the date of Closing. (ii) Advise the Buyer promptly of any litigation, arbitration, or administrative hearing, or claims related thereto, concerning or affecting the Property. 4 (iii) Not take, or omit to take, any action that would result in a violation of the representations, warranties, covenants, and agreements of Seller. (iv) Not sell, assign, lease or convey any right, title or interest whatsoever in or to the Property, or create, grant or perrnit to be attached or perfected, any lien, encurnbrance, or charge thereon. (c) Seller shall indemnify and hold Buyer harmless, to the extent perrriitted by law, from all loss, liability, and expense, including, without lirnitation, reasonable attorneys' fees, arising or incurred as a result of any liens or claims resulting from labor or materials furnished to the Property under any written or oral contracts arising or entered into prior to Closing. (d) On or before Closing, Seller shall remove (i) any waste material or debris that are located upon, or may accumulate or otherwise be placed on the Property (the "Waste Material"), from the Property and dispose of same in accordance with all applicable statutes, regulations, rules, orders and ordinances; and (ii) all personal property from the Property. It is expressly stipulated that (i) the Waste Material shall be deemed at all times the property of Seller; and (ii) Buyer may retain, destroy, or dispose of any property, of any kind or type, left or remaining on the Property at Closing (the "Abandoned Property"), without liability of any kind to Buyer and without payment of consideration of any kind to Seller. In the event Buyer shall elect to store said Abandoned Property, Buyer may store such Abandoned Property in the name, and at the expense, of Buyer. 5.02.A. Warranty of Suyer; Property Condition. Buyer represents and warrants to Seller that it has made, or will make prior to Closing, an independent inspection and evaluation of the Property and acknowledges that Seller has made no statements or representations concerning the present or future value of the Property, or the condition, including the environmental condition, of the Property. Except as otherwise specifically represented and warranted by Seller in this Contract, SELLER MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESSED, STATUTORY, OR IMPLIED, AS TO THE VALUE, QUALITY, QUANTITY, PHYSICAL AND ENVIRONMENTAL CONDITION OF THE PROPERTY AND/OR MATERIALS CONTAINED OR LOCATED IN, ON OR UNDER THE PROPERTY, THE NATURE OF THE PAST OR HISTORIC USE OF THE PROPERTY, AND/OR MERCHANTABILITY OR FITNESS FOR PURPOSE OF ANY OF THE PROPERTY. Buyer further acknowledges that it has relied solely upon its independent evaluation and examination of the Property, and public records relating to the Property and the independent evaluations and studies based thereon. Seller makes no warranty or representation as to the accuracy, completeness or usefulness of any information furnished to Buyer, if any, whether furnished by Seller or any third party. Seller assumes no liability for the accuracy, completeness or usefulness of any material furnished by Seller, if any, and/or any other person or party. Reliance on any material so furnished is expressly disclaimed by Buyer, and shall not give rise to any cause, claim or action against Seller. THE CONVEYANCE OF THE PROPERTY SHALL BE ON A"WHERE IS", "AS IS", AND "WITH ALL FAULTS" BASIS, AND SHALL BE WITHOUT REPRESENTATION OR WARRANTY, EXPRESSED, STATUTORY OR IMPLIED, AS TO THE PHYSICAL AND ENVIRONMENTAL CONDITION OF THE PROPERTY AND/OR MATERIALS CONTAINED OR LOCATED IN, ON OR UNDER THE PROPERTY, THE NATURE OF THE PAST OR HISTORIC USE OF THE PROPERTY, THE QUALITY, QUANTITY AND VALUE OF THE PROPERTY, OR FITNESS FOR PURPOSE OR MERCHANTABILITY. 5.03 Survival Beyond Closing. Notwithstanding anything to the contrary contained in this Contract, the representations, warranties, covenants and agreements of Seller and Buyer contained in this Contract shall survive the Closing, and shall not, in any circumstance, be merged with the Special Warranty Deed, as described in Article VII, Section 7.02(a). ARTICLE VI CONDITIONS PRECED��"<�T"T" TO PERFORMANCE 6.01 Performance of Seller's Obligations. Buyer is not obligated to perform under this Contract unless, within the designated time periods, all of the following shall have occurred: (a) Seller has performed, furnished, or caused to be furnished to Buyer all items required to be so performed or furnished under other sections of this Contract; and (b) Intentionally deleted. 6.02 Breach of Seller's Representations, Warranties, Covenants and Agreements. Buyer is not obligated to perform under this Contract unless all representations, warranties, covenants and agreements of Seller contained in this Contract are true and correct or have been performed, as applicable, as of the Closing Date, except where specific reference is made to another date. 6.03 Adverse Change. Buyer is not obligated to perform under this Contract, if on the date of Closing, any portion of the Property has been condemned by an entity other than Buyer, or is the subject of condemnation, eminent domain, or other material proceeding initiated by an entity other than Buyer, or the Property, or any part thereof, has been materially or adversely impaired in any manner. 6.04 Review Period. Buyer is not obligated to perform under this Contract if Buyer delivers notice to Seller pursuant to Article IV, Section 4.01 that Buyer has determined that the Property is unsuitable to or for Buyer's purposes. � 6.05 Buyer's Right to Waive Conditions Precedent. Notwithstanding anything contained in this Contract to the contrary, Buyer may, at Buyer's option, elect to waive any of the conditions precedent to the performance of Buyer's obligations under this Contract by giving to the Seller, at any time prior to Closing, a written waiver specifying the waived condition precedent. 6.06 Buyer's Termination if Conditions Precedent Not Satisfied or Waived. If any of the conditions precedent to the performance of Buyer's obligations under this Contract have not been satisfied by Seller or waived by the Buyer, the Buyer may, by giving written notice to Seller, terminate this Contract. ARTICLE VII CLOSING 7.01 Date and Place of Closing. The Closing (herein so called) shall take place in the offices of Title Resources as referenced in Article III, 3.06, and shall be accomplished through an exchange of purchase money and documents as provided in Article VII, i02(a) (b). The Closing Date (herein sometimes called), shall be thirty (30) calendar days after the Effective Date, unless otherwise mutually agreed upon by Buyer and Seller. 7.02 Items to be Delivered at the Closing. (a) Seller. At the Closing, Seller shall deliver or cause to be delivered to Buyer, at the expense of the party designated herein, the following items: The Special Warranty Deed, substantially in the form as attached hereto as Exhibit "B", subject only to the Permitted Exceptions, if any, duly executed by Seller and acknowledged; Evidence of payment and release of Tax Suit filed June 26, 2002, in 158`n Court, Denton County, Texas, Cause No. 2002-0572-158, styled CITY OF DENTON, COUNTY OF DENTON, DENTON COUNTY EDUCATION DISTRICT and DENTON ISD vs. DENTON RESIDENTIAL N.V. (the "Tax Suit"). Payrnent of sums necessary to fully discharge and release the Tax Suit shall be withheld from the amount due Seller and paid from Sellers funds at escrow close. (b) Buyer• At the Closing, Buyer shall deliver to Seller the following: The sum required by Article II, Section 2.01, in the form of a check or cashier's check or other immediately available funds. 7.03 Adjustments at Closing. Notwithstanding anything to the contrary contained in this Contract and without limiting the general application of the provisions of Section 5.03, above, the provisions of this Article VII, Section 7.03 shall survive the Closing. The following item shall be adjusted or prorated between Seller and Taxing Authority with respect to the Property: (a) Ad valorem taxes relating to the Property for the calendar year in which the Closing shall occur shall be prorated and submitted by Seller to the Denton County Tax Assessor as of the Closing Date. Ad valorem tax for the calendar year in which the Closing shall occur shall be tendered under Texc�s Property Tc�x Code Section 26.11. If the actual amount of taxes for the calendar year in which the Closing shall occur is not known as of the Closing Date, the proration at Closing shall be based on the amount of taxes due and payable with respect to the Property for the preceding calendar year. Seller shall pay for those taxes attributable to the period of time prior to the Closing Date (including, but not limited to, subsequent assessments for prior years due to change of land usage or ownership occurring prior to the date of Closing) and Buyer shall pay for those taxes attributable to the period of time commencing with the Closing Date. 7.04 Possession at Closing. Possession of the Property shall be delivered to Buyer at Closing. 7.05 Costs of Closing. Each party is responsible for paying the legal fees of its counsel, in negotiating, preparing, and closing the transaction contemplated by this Contract. Seller is responsible for paying fees, costs and expenses identiiied herein as being the responsibility of Seller. Buyer is responsible for paying all other fees, costs and expenses related to Closing. ARTICLE VIII DEFAULTS AND REMEDIES 8.01 Seller's Defaults and Buyer's Remedies. (a) Seller's Defaults. Seller is in default under this Contract on the occurrence of any one or more of the following events: (i) Any of Seller's warranties or representations contained in this Contract are untrue on the Closing Date; or (ii) Seller fails to meet, comply with or perform any covenant, agreement, condition precedent or obligation on Seller's part required within the time limits and in the manner required in this Contract; or (iii) Seller fails to deliver at Closing, the items specified in Article VII, Section 7.02(a) of this Contract for any reason other than a default by Buyer or termination of this Contract by Buyer pursuant to the terms hereof prior to Closing. (b) Buyer's Remedies. If Seller is in default under this Contract, Buyer as Buyer's remedies for the default, may, at Buyer's sole option, do any of the following: (i) Terminate this Contract by written notice delivered to Seller. (ii) Enforce specific performance of this Contract against Seller, requiring Seller to convey the Property to Buyer subject to no liens or encumbrances; and (iii) Seek other recourse or relief as may be available to Buyer at or by law, equity, contract or otherwise. 8.02 Buyer's Default and Seller's Remedies. (a) Buyer's Default. Buyer is in default under this Contract if Buyer fails to deliver at Closing, the items specified in Article VII, Section 7.02(b) of this Contract for any reason other than a default by Seller under this Contract or termination of this Contract by Buyer pursuant to the terms hereof prior to Closing. (b) Seller's Remedy. If Buyer is in default under this Contract, Seller, as Seller's sole and exclusive remedy for the default, may, at Seller's sole option, do either one of the following: (i) (ii) Terminate this Contract by written notice delivered to Buyer; or Enforce specific performance of this Contract against Buyer. ARTICLE IX MIS�C°�`➢�L�ANEOUS 9.01 Notice. All notices, demands, requests, and other communications required hereunder shall be in writing, delivered, unless expressly provided otherwise in this Contract, by telephonic facsimile, by hand delivery or by United States Mail, and shall be deemed to be delivered and received, upon the earlier to occur of (a) the date provided if provided by telephonic facsimile or hand delivery, and (b) the date of the deposit of, in a regularly maintained receptacle for the United States Mail, registered or certified, return receipt requested, postage prepaid, addressed as follows: SELLER: Richland Plantation Partners, Inc Attn: Gordon A. Edwards 7001 Preston Road, Suite 410 Dallas, TX 75205 BUYER: City of Denton Paul Williamson Real Estate and Capital Support 901-A Texas Street Denton, Texas 76209 Copies to: For Seller: Telecopy: Telecopy: (940) 349-8951 For Buver: Larry Collister Deputy City Attorney City Attorney's Office 215 E. McKinney Denton, Texas 76201 Telecopy: (940) 382-7923 9.02 Governing Law and Venue. This Contract is being executed and delivered and is intended to be performed in the State of Texas, the laws of Texas governing the validity, construction, enforcement and interpretation of this Contract. THIS CONTRACT IS PERFORMABLE 1N, AND THE EXCLUSIVE VENUE FOR ANY ACTION BROUGHT WITH RESPECT HERETO, SHALL LIE IN DENTON COUNTY, TEXAS. 9.03 Entirety and Amendments. This Contract embodies the entire agreement between the parties and supersedes all prior agreernents and understandings, if any, related to the Property, and may be amended or supplemented only in writing executed by the party against whom enforcement is sought. 9.04 Parties Bound. This Contract is binding upon and inures to the beneiit of Seller and Buyer, and their respective devisees, heirs, successors and assigns. If requested by Buyer, Seller agrees to execute, acknowledge and record a memorandum of this Contract in the Real Property Records of Denton County, Texas, imparting notice of this Contract to the public. 9.05 Risk of Loss. If any damage to the Property shall occur prior to Closing, or if any condemnation or any erninent domain proceedings are threatened or initiated by an entity or party other than Buyer that might result in the taking of any portion of the Property, Buyer may, at Buyer's option, do any of the following: (a) Terrninate this Contract and withdraw from this transaction without cost, obligation or liability; or (b) Consummate this Contract, in which case Buyer, with respect to the Property, shall be entitled to receive (i) in the case of damage, all insurance proceeds, if any; and (ii) in the case of eminent domain, all proceeds paid for the Property related to the eminent domain proceedings. Buyer shall have ten (10) calendar days after receipt of written notification from Seller on the iinal settlement of all condemnation proceedings or insurance claims related to damage to the Property, in which to make Buyer's election. In the event Buyer elects to close prior to such final settlement, then the Closing shall 10 take place as provided in Article VII, above, and there shall be assigned by Seller to Buyer at Closing, in form and substance satisfactory to Buyer, all interests of Seller in and to any and all insurance proceeds or condemnation awards which may be payable to Seller on account of such event. In the event Buyer elects to close upon this Contract after final settlement, as described above, Closing shall be held five (5) business days after such iinal settlement. 9.06 Further Assurances. In addition to the acts and deeds recited in this Contract and contemplated to be performed, executed and/or delivered by Seller and Buyer, Seller and Buyer agree to perform, execute and/or deliver, or cause to be performed, executed and/or delivered at the Closing or after the Closing, any further deeds, acts, and assurances as are reasonably necessary to consummate the transactions contemplated hereby. Notwithstanding anything to the contrary contained in this Contract and without limiting the general application of the provisions of Section 5.03, above, the provisions of this Article IX, Section 9.06 shall survive Closing. 9.07 Time is of the Essence. It is expressly agreed between Buyer and Seller that time is of the essence with respect to this Contract. 9.08 Exhibits. The Exhibits which are referenced in, and attached to this Contract, are incorporated in and made a part of, this Contract for all purposes. 9.09 Delegation of Authority. Authority to take any actions that are to be, or may be, taken by Buyer under this Contract, including without limitation, adjustment of the Closing Date, are hereby delegated by Buyer, pursuant to action by the City Council of Denton, Texas, to Ross Chadwick, Fire Chief of Buyer, or his designee. 9.10 Contract Execution. This Contract of Sale may be executed in any number of counterparts, all of which taken together shall constitute one and the same agreement, and any of the parties hereto may execute this Agreement by signing any such counterpart. 9.11 Business Days. If the Closing Date or the day of performance required or permitted under this Contract falls on a Saturday, Sunday or Denton County holiday, then the Closing Date or the date of such performance, as the case may be, shall be the next following regular business day. SELLER: RICHLAND PLANTATION PARTNERS, 1NC. a Delaware corporation � � ��',�� ,� �� ........�........... � �. .....:�.�.,_ .... By:... �� a� �� • � � �"��,;� � .. � � .....�__ Its :..........................�..� ...�._.......�...____� �'�� C e��............._.. _ 11 Executed by Seller on the 6� day of �� _, m 2015.. J � _ .. �,,_ BUYER: � �� .,,� ,�w � �� n.m� � � � � �� B�"� �M °'�� ""� ��.:� � � .,,�� .�,� ��` '"� � M �,,,. .., �_��7PGE C CAMPBELL, CITY MANAGER� Executed by Buyer on the �/ day of e"�.� � �_� ,,,.•� __ ._'.,.m.2015. �� ATTEST: JENNIFER WALTERS, CITY SECRETARY : � ANITA BURGESS, CITY ATTORNEY BY; ....� �._� .. � �� ..__ ..�.. � � ,,,,� �� „� �� -��- �� 6Zb s. �oop 2� s�e i 2s D�Ma1, TX 79Q06-4616 12 EVLTTDYT 66 A 99 11II1y11 t1 �0 Contract of Sale Legal Description Tract 1 All that certain lot, tract or parcel of land shown as "Greenbelt" on subdivision plat of TOWNSHIP II, PHASE 2, an Addition to the City of Denton, Texas, according to the plat thereof recorded in Volume 11, Page 14, Plat Records of Denton County, Texas. Being further described as that certain Greenbelt adjacent to Lot 5, Block B, TOWNSHIP II, PHASE 2, on its easternmost line, being bordered on the Northerly line by a tract of land contemplated as the extension of San Gabriel Drive, all being part of Township II, Phase 2 recorded in Volume 11, Page 14, Plat Records, of Denton County, Texas. Additionally being located as bordered on the westerly line by Lot 1, Block B, TOWNSHIP II, PHASE 1, an Addition to the City of Denton, Texas, according to the Plat thereof recorded in Volume 9, Page 38, Plat Records, Denton County, Texas. Shown as 1.1 acre and identified as Property ID # 76808 Denton Central Appraisal District Tract 2 BEING all that certain tract or parcel of land situated in the R. H. Hopkins Survey, Abstract No. 1694, Denton County, Texas, located in the East-Northeast corner of the R. H. Hopkins Survey, Abstract No. 1694, and being that portion of this George Hopkins, et al property, lying Northeast of the cut-off by the M-K-T Railroad, and being more particularly described as follows: BEGINNING at a fence corner at the East-Northeast corner of said Hopkins Survey; THENCE S 1° O1' 30" E with a fence on an East line of said Hopkins Survey 128.46 feet to a corner on the northeast right-of-way of said Railroad; THENCE N 42° OS' W, with said right-of-way 176.21 feet to a corner on a North line of said Hopkins Survey; THENCE S 88° 50' 30" E with a fence on said North line 115.82 feet to the Place of Beginning. Shown as a.17 acre tract and identified as Property ID# 164819 Denton Central Appraisal District 13 � �� "m� ��w� mm��m � N�TICE OF CONFID�NTIALTTY RIGHTS: �F YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FR4M ANY INSTRiJMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. SPECIAL WARR.ANTY DEED STATE OF '�'EXAS § COUNTY OF DENTON KNOW ALL MEN BY THESE PRESENTS That Richland Plantation Partners Inc., a Dela`vare corporation (referred to herein as "�elIer"), %x and in consideration of the sum of TEN AND NO/IQO DOLLARS ($I0.00), and other good and valuable consideratzon ta Grantor in hand paid by the City of Denton, Texas, a Texas Home Rule Municipal Corporation (herein called "Grantee"), 215 E. McKinney, Denton, Texas 76201, the xeceipt and sufficiency of which are hereby acknowledged and confessed, has GRA.NTED, SOLD and CONVEYED, and by these presents does GRA.NT, SELL azid CONVEY, unto Gra.ntee all the real pxoperty in Denton County, Texas being particularIy described on Exhibit "A", attached hereto and made a part hereof for aI1 purposes, and being located in. Denton Cau�iy, Texas, together �with any and all rights or interests of Grantor in and to adjacent streets, alleys and rights of way and together with all and singular the improvexnents and fixtures thereon and all other rights and appurtenances thereto (collectively, the "Property"). This conveyance, however, is made and accepted subject to any and all validly existing encumbrances, conditxons and restrictions, relating to the hereinabove described property as now reflected by the records of the County CIerk of Denton County, Texas. Grantor hereby assigns to Grantee, without recourse or representation, any and alI claims ar�d causes af action that Grantox znay have for or related to any defects in, or injuxy to, the Property. Grantee represents and waz7rants to Gxantor that it has made an independent inspection and evaluation of the Property and acknowledges that Grantor has made no statements or representations cancerning the present or future value of the Property, or the conditio�n, including the environmental condition, of the Property, Except as otherwise speci�cally represented and warranted by Grantor herein and in that certain Contract of Sale, dated Februaxy 17, 2015, by and between Grantar and Grantee, GRANTOR MAKES NO REPRESENTATIONS OR WARRANTIES EXPRESSED, STATUTORY, OR IMPLiED, AS TO THE VALUE, QUALITY, QUANTITY, PHYSICAL AND ENVIRONMENTAL CONDITTON OF THE PROPERTY AND/OR MATERIALS CONTAINED OR LQCATED IN, ON OR UNDER THE PROPERTY, THE NATURE OF THE PAST OR HISTORIC USE OF THE PROPERTY, AND/OR MERCHANTABILITY OR FITNESS FOR PURPOSE OF ANY OF THE PROPERTY. Grantee further acknowledges tl�at it has relied solely upon its independent evaluation and examination of the Prope�ty, and public records relating to the Property and the zndependent evaluations and studies based thereon. Grantor makes no warranty or representation as to the accuracy, completeness or usefulness of any in;farmation furnished to Grantee, if any, whether furnished by Grantor or any third party, Grantor assumes no liability for the accuracy, completeness or usefu.lness of an.y material furnished by Grantor, if any, and/or any other person or party. Reliance on any material so furnished is expressly disclaimed by Gxantee, and shalf not give rise to any cause, claim or action against Grantor. THE CONVEYANCE OF THE PROPERTY IS ON A"WHERE IS", "AS IS", AND "WTTH ALL FAULTS" BASIS, AND SHALL BE WITHOUT REPRESENTATION OR WARRANTY, EXPRESSED, STATUTORY OR IMPLIED, AS TO THE PHYSICAL AND ENVIRONMENTAL C�NDITION OF THE PROPERTY AND/OR MATERTALS CONTAINED OR LOCATED IN, QN OR UNDER THE PR4�ERTY, THE NATURE OF THE PAST OR HISTORIC USE 4F THE PROPERTY, THE QUALITY, QUANTITY AND VALUE OF THE PR�PERTY, OR FITNESS FOR PURPOSE OR MERCHANTABILITY. TO HAVE AND TO HOLD the Property, together with all and singular ihe rights and appurtenances thereto in anywise belonging unta Gxantee and Grantee's successors at�d assigns forever; and Grantox does hereby bind Grantor and Grantor's successors and assigns to WARRANT AND FOREVER DEFEND all and singular the Property unto Grantee and Grantee's successors and assigns, against every person whomsoever lawfuIly claiming or to claim the same or any part thereof when the claim is by, through, or under Grantor but not otherwzse. EXECUTED the � �. �r�.ay of � _ �.. "°�'�". '�www., 2015 RICHLAND PLANTATTON PARTNERS, INC. a Delaware corporation � � � .:: ��,.�� .�..._m� � �°_�' ._ � �,.___��_..�� By� � � �� ° �' °��.� Its: �� _ �..�'� � ��.�..�.._ ACKNOWLEDGMENT THE STATE OF �"'� �.�:� § COUNTY OF ��"��""�"' § "�'l�.i� ��C��s��atk. ��t� ��a��W�� .� _�� __. .W___.._.� .� �nc., a Delaware corporation before me on _ � 2015 by . ,�m._� _��.�� _ _w�w_ � „„��,i ofR�chland PlantationPartners, . . . ... . ... . . Y�iN `� . .. �� r �. ..., ..e . ...�,,.. ,,.�..:,� ...�..�....� �.,�.�..,�... .; � ,, �� w �uo��u� ��"�a��.r P �� c State ��"�.� _ .� `� �� °� o��ff�� iiw��a�� °�� " �" � "� �� ""�� 8�� C��u��rou��u��v �,��dm�u� My �^C�1'S'� �.'1��1�� 0Xp1Tes: �� «. [�„,. � ��o�u��^� ��a �'��7 � .� � ,. �. �,�.�.. � .,�,w,� m.m� — . �� Upon Faling Return To: Property Tax BiIIs To: The City of Denton-Engineering City of Denton Finance Department Attn: Paul Williamson 215 E. McKinney Street 901-A Texas Street Denton, Texas 76201 Denton, TX 76209 ��;�� :, � s -� �� r � ,_ � �� - � �� ` I� � , � � ; .". f E, �..�.. . . �. , ' . . .... ', � ' � .., { � � ... .. . .. i. . e� "�3��n :��: 1.1 ��:rL� �e�� i��tifr�:d as �r��1`ty° � . 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THIS PAGE IS PART OF THE INSTRUMENT ************ Any provision herein which restricts the Sale, Rental or use of the described REAL PROPERTY because of color or race is invalid and unenforceable under federal law. File Information: Document Number: 2015-33043 Receipt Number: 1270129 Recorded Date/Time; April 01, 2015 03:00:53P User / Station: S Parr - Cash Station 3 Record and Return To: TITLE RESOURCES WILL CALL DENTON TX 76202 � " � �� i;a� ��. � � w� "� � �" "�`� �„ �� 1 �� . w ` �� 1,��+�µ'�* �,��"' THE STATE OF TEXAS } COUNTY OF DENTON } I hereby certlfy that thls Instrument was FILED In the Flle Number sequence on the dateltlme printad heron, and was duly RECORDED In the OfTlclal Records of Denton County, Texas. Juli Luke County Clerk Denton County, Texas