2015-211s:\legal\our documents\real estate\fire\rose contract of sale - fire station ordinance.doc
ORDINANCE NO. 2015-211
AN ORDINANCE AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO
EXECUTE A CONTRACT OF SALE BETWEEN JASON ROSE ("OWNER"), AS SELLER,
AND THE CITY OF DENTON ("CITY") AS BUYER, FOR THE SALE AND PURCHASE OF
A 1.227 ACRE TRACT, MORE OR LESS, SITUATED IN THE S. MCCRACKEN SURVEY,
ABSTRACT NO. 817, CITY OF DENTON, DENTON COUNTY, TEXAS, AND LOCATED
GENERALLY IN THE 2100 BLOCK OF EAST SHERMAN DRIVE ("PROPERTY
INTERESTS"), FOR THE PURCHASE PRICE OF ONE HUNDRED SIXTY FIVE
THOUSAND DOLLARS AND NO CENTS ($165,000.00), 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 authorized (a) to execute on behalf
of the City (i) the Contract of Sale between the City and Owner, in the form attached as Exhibit
"A" and made a part hereof, with a purchase price of $165,000.00, as prescribed in the Contract
of Sale, and (ii) any other documents necessary for closing the transactions 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 day of 2015.
CHRIS WATTS, MAYO
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
By;
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
By:
Page 2
s:\water engineering\engr\real estate\projects\row shared\projects\fire station 4 (2015)\fire station 4\rose\fire station -e.
sherman dr -contract of sale draft.doc
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This Contract of Sale (the "Contract") is made this 1 day of
2015, effective as of the date of execution hereof by Buyer, as
defin d rein (the "Effective Date"), by and between Jason Rose, (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").
WHEREAS, Seller owns that certain tract of land being moreparticularly
described on • • hereto and made a part hereoffor 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")
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 11
2.01 Purchase Price. The Purchase Price to be paid to Seller for the Property is the
sum of One Hundred Sixty Five Thousand and No/100 Dollars ($165,000.00) (the
"Purchase Price").
2.02 Earnest Money. Buyer shall deposit the sum of Four Thousand and No/100
Dollars ($4,000.00), as Earnest Money (herein so called) with Reunion Title, 2745 Wind
River Ln. Denton, TX 76210 (the "Title Company"), as escrow agent, within fourteen
(14) calendar days after the Effective Date hereof. All interest earned thereon shall
become part of the Earnest Money and shall be applied or disposed of in the same manner
as the original Earnest Money deposit, as provided in this Contract. If the purchase
contemplated hereunder is consummated in accordance with the terms and the provisions
hereof, the Earnest Money, together with all interest earned thereon, shall be applied to
the Purchase Price at Closing. In all other events, the Earnest Money, and the interest
accrued thereon, shall be disposed of by the Title Company as provided in this Contract.
2.03 Independent Contract Consideration. Within fourteen (14) calendar days after
the Effective Date, Buyer shall deliver to the Title Company, payable to and for the
benefit of Seller, a check in the amount of One Hundred and No/100 Dollars ($100.00)
(the "Independent Contract Consideration"), which amount the parties hereby
acknowledge and agree has been bargained for and agreed to as consideration for Seller's
execution and delivery of the Contract. The Independent Contract Consideration is in
addition to, and independent of any other consideration or payment provided in this
Contract, is non-refundable, and shall be retained by Seller notwithstanding any other
provision of this Contract.
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3.01 Title Commitment.
(a) Within twenty (20) calendar days after the Effective Date, Seller shall cause to be
furnished to Buyer a current Commitment for Title Insurance (the "Title
Commitment") for the Property, issued by Title Company. The Title
Commitment shall set forth the state of title to the Property, including a list of
liens, mortgages, security interests, encumbrances, pledges, assignments, claims,
charges, leases (surface, space, mineral, or otherwise), conditions, restrictions,
options, severed mineral or royalty interests, conditional sales contracts, rights of
first refusal, restrictive covenants, exceptions, easements (temporary or
permanent), rights-of-way, encroachments, or any other outstanding claims,
interests, estates or equities of any nature (each of which are referred to herein as
an "Exception").
(b) Along with the Title Commitment, Seller shall also cause to be delivered to
Buyer, at Buyer's sole cost and expense, true and correct copies of all instruments
that create or evidence Exceptions (the "Exception Documents"), including those
described in the Title Commitment as exceptions to which the conveyance will be
subject and/or which are required to be released or cured at or prior to Closing.
3.02 Survey. Within thirty (30) calendar days after the Effective Date, Seller shall
cause to be prepared at Buyer's expense, a current on the ground survey of the Property
(the "Survey"). The contents of the Survey shall be prepared by a surveyor selected by
Buyer and shall include the matters prescribed by Buyer, which may include but not be
limited to, a depiction of the location of all roads, streets, easements and rights of way,
both on and adjoining the Property, water courses, 100 year flood plain, fences and
improvements and structures of any kind and other matters provided in items 1-4, 6, 7a,
8, 10 and 11 of Table A of the ALTA Minimum Standard Detail Requirements. The
Survey shall describe the size of the Property, in acres, and contain a metes and bounds
description thereof. Seller shall furnish or cause to be furnished any affidavits,
certificates, assurances, and/or resolutions as required by the Title Company in order to
amend the survey exception as required by Section 3.05, below. The description of the
Property as set forth in the Survey, at the Buyer's election, shall be used to describe the
Property in the deed to convey the Property to Buyer and shall be the description set forth
in the Title Policy. Notwithstanding the Survey of the Property, the Purchase Price for
the Property, as prescribed by Section 2.01, above, shall not be adjusted in the event the
Survey shall determine the Property to be either larger or smaller than that depicted in
Exhibit "A", attached hereto.
3.03 Review of Title Commitment, Survey and Exception Documents. Buyer shall
have a period of fifteen (15) calendar days (the "Title Review Period") commencing with
the day Buyer receives the last of the Title Commitment, the Survey, and the Exception
Documents, in which to give written notice to Seller, specifying Buyer's objections to
one or more of the items ("Objections"), if any. All items set forth in the Schedule C of
the Title Commitment, and all other items set forth in the Title Commitment which are
required to be released or otherwise satisfied at or prior to Closing, shall be deemed to be
Objections without any action by Buyer.
3.04 Seller's Obligation to Cure; Buyer's Right to Terminate. The Seller shall,
within twenty (20) calendar days after Seller is provided notice of Objections, either
satisfy the Objections at Seller's sole cost and expense or promptly notify Buyer in
writing of the Objections that Seller cannot or will not satisfy at Seller's expense.
Notwithstanding the foregoing sentence, Seller shall, in any event, be obligated to cure
those Objections or Exceptions that have been voluntarily placed on or against the
Property by Seller after the Effective Date. If Seller fails or refuses to satisfy any
Objections that Seller is not obligated to cure within the allowed twenty (20) calendar day
period, as may be extended by Buyer, in its sole discretion, then Buyer has the option of
either:
(a) waiving the unsatisfied Objections by, and only by, notice in writing to Seller
prior to Closing, in which event those Objections shall become Permitted
3
Exceptions (herein so called), or
(b) terminating this Contract by notice in writing prior to Closing and receiving back
the Earnest Money, in which latter event Seller and Buyer shall have no further
obligations, one to the other, with respect to the subject matter of this Contract.
3.05 Title Policy. At Closing, Seller, at Seller's sole cost and expense, shall cause a
standard Texas Owner's Policy of Title Insurance ("Title Policy") to be furnished to
Buyer. The Title Policy shall be issued by the Title Company, in the amount of the
Purchase Price and insuring that Buyer has indefeasible fee simple title to the Property,
subject only to the Permitted Exceptions. The Title Policy may contain only the
Permitted Exceptions and shall contain no other exceptions to title, with the standard
printed or common exceptions amended or deleted as follows:
(a) survey exception must be amended if required by Buyer to read "shortages in
area" only (although Schedule C of the Title Commitment may condition
amendment on the presentation of an acceptable survey and payment, to be borne
solely by Buyer, of any required additional premium);
(b) no exception will be permitted for "visible and apparent easements" or words to
that effect (although reference may be made to any specific easement or use
shown on the Survey, if a Permitted Exception);
(c) no exception will be permitted for "rights of parties in possession", unless
otherwise agreed by Buyer;
(d) no liens will be shown on Schedule B.
Notwithstanding the enumeration of the following exceptions, amendments and/or
deletions, Buyer may object to any Exception it deems material, in its sole discretion.
ARTICLE IV
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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
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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.
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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 information
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.
(f) 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.
(g) Seller has not contracted or entered into any agreement with any real estate
broker, agent, finder, or any other party in connection with this transaction or
taken any action which would result in any real estate broker commissions or
M110
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 thereof) 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.
(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 permit to be attached or perfected, any
lien, encumbrance, or charge thereon.
(c) Seller shall indemnify and hold Buyer harmless, to the extent permitted by law,
from all loss, liability, and expense, including, without limitation, 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 Buyer; 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.
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
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) Seller cures or Buyer waives in writing, within the time periods specified in
Article 111, all of Buyer's objections made in accordance with Article 111.
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. On Buyer's termination, the Earnest
Money shall be immediately returned to Buyer by the Title Company. The Seller shall,
on written request from Buyer, promptly issue the instructions necessary to instruct the
Title Company to return to Buyer the Earnest Money and, thereafter, except as otherwise
provided in this Contract, Buyer and Seller shall have no further obligations under this
Contract, one to the other.
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7.01 Date and Place of Closing. The Closing (herein so called) shall take place in the
offices of the Title Company and shall be accomplished through an escrow to be
established with the Title Company, as escrowee. The Closing Date (herein sometimes
called), shall be eighty (80) calendar days after the Effective Date, unless otherwise
mutually agreed upon by Buyer and Seller.
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(a) Seller. At the Closing, Seller shall deliver or cause to be delivered to Buyer or
the Title Company, at the expense of the party designated herein, the following
items:
(i) The Title Policy, in the form specified in Article 111, Section 3.05;
(ii) 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;
(iii) Other items reasonably requested by the Title Company as administrative
requirements for consummating the Closing.
(b) Buyer. At the Closing, Buyer shall deliver to Seller or the Title Company, the
following items:
(i) The sum required by Article 11, Section 2.01, less the Earnest Money and
interest earned thereon, in the form of a check or cashier's check or other
immediately available funds;
(ii) Other items reasonably requested by the Title Company as administrative
requirements for consummating the Closing.
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 V11, Section 7.03 shall survive the Closing.
The following item shall be adjusted or prorated between Seller and Buyer 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 Texas Property Tax Code Section 26.11. If
the actual amount of taxes for the calendar year in which the Closing shall occur is not
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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 identified herein as
being the responsibility of Seller. Buyer is responsible for paying all other fees, costs and
expenses related to Closing.
ARTICLE VIII
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EFAULTS ANEME
(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 in which
event the Buyer shall be entitled to a return of the Earnest Money, and
Seller shall, promptly on written request from Buyer, execute and deliver
any documents necessary to cause the Title Company to return to Buyer
the Earnest Money;
(ii) Enforce specific performance of this Contract against Seller, requiring
Seller to convey the Property to Buyer subject to no liens, encumbrances,
exceptions, and conditions other than those shown on the Title
Commitment, whereupon Buyer shall waive title objections, if any, and
accept such title without reduction in Purchase Price on account of title
defects and shall be entitled to assert any rights for damages based on
Seller's representations, warranties and obligations that are not waived by
Buyer by its acceptance of Seller's title; 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 V11, 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) Terminate this Contract by written notice delivered to Buyer in which
event the Seller shall be entitled to a return of the Earnest Money, and
Buyer shall, promptly on written request from Seller, execute and deliver
any documents necessary to cause the Title Company to return to Seller
the Earnest Money; or
(ii) Enforce specific performance of this Contract against Buyer.
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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:
O"On"
Jason Rose
12-0 Oo r
-7 Q 2-2-(
City of Denton
Paul Williamson
Real Estate and Capital Support
11
901 -A Texas Street
Denton, Texas 76209
Telecopy: (940) 349-8951
Copies to:
For Seller: For Buyer:
Larry Collister, Deputy City Attorney
City Attorney's Office
— - ----- ------ 215 E. McKinney
Denton, Texas 76201
Telecopy: 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 IN, 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 agreements 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 benefit 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 eminent 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) Terminate this Contract and withdraw from this transaction without cost,
obligation or liability, in which case the Earnest Money shall be immediately
returned to Buyer; 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 final settlement of all condemnation proceedings or insurance claims
12
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
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 final 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 Robin F. Paulsgrove, 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:
t
JASON ROSE
Executed by Seller on the day of `� _ 2015.
13
By:
6?C AMPBEIJ. ',,CITY MANAGER
(� /I
Executed by Buyer on the ;U day of 2015.
m
FlLl IV bVAISO
BY: L�ct
14
By its execution below, Title Company acknowledges receipt of an executed copy
of this Contract. Title Company agrees to comply with, and be bound by, the terms and
provisions of this Contract to perform its duties pursuant to the provisions of this
Contract and comply with Section 6045(e) of the Internal Revenue Code of 1986, as
amended from time to time, and as further set forth in any regulations or forms
promulgated thereunder.
Reunion Title
2745 Wind River Lane
Denton, TX 76210
(940) 382-3030
M
WMI
Title: V'.. 'CAII
Contract receipt date:
2015
15
EXHIBIT "A"
to
Contract of Sale
aff-== �
BEING all that certain lot, tract, or parcel of land situated in the S. McCracken
Survey, Abstract Number 817, in the City and County of Denton, Texas, being all of
Tracts 14, 15, 16, 17, and 18 described in a Special Warranty Deed from Billy Morris
to Peggy J. Bailey recorded under Clerk's File No. 93-R0082575, Real Property
Records, Denton County, Texas, Texas, and being more particularly described as
follows:
BEGINNING at an iron rod found for corner, said point being the Southwest comer
of Lot 5, Block A, of Cambridge Square Subdivision, an addition to the City of
Denton, Denton County, Texas according to the Plat thereof recorded in Volume 4,
Page 38, Plat Records, Denton County, Texas;
THENCE South 00 degrees 25 minutes 00 seconds West, pass at 25 feet the most
westerly Southwest corner of Lot 6, Block A of said Subdivision, pass at 195 feet the
Southwest corner of Lot 10, Block A of said Subdivision, a total distance of 200.00
feet with the West line of said Lots 6 and 10, Block A to an iron rod set for corner in
the North line of Kings Row, a public roadway having a right-of-way of 50.0 feet;
THENCE North 89 degrees 24 minutes 51 seconds West, 321.95 feet with said North
line of said Kings Row to an
iron rod set for comer in the Southeast line of Sherman Drive, a public roadway;
THENCE North 29 degrees 08 minutes 06 seconds East, 227.68 feet with said Southeast
line of said Sherman
Drive to an iron rod set for comer, said point being the Southwest corner of that certain
tract of land conveyed by
deed from W.E. Williams to Tony R. Hill, et ux, recorded in Volume 2741, Page 16,
Real Property Records, Denton County, Texas;
THENCE South 89 degrees 24 minutes 51 seconds East, 212.55 feet with the South
line of said Hill tract to the PLACE OF BEGINNING and containing 1.227 acres of
land
16
EXHIBIT "B"
TO
Qt L -XV -4 -CX -,#—,,L% it.Lu—
STATE OF TEXAS §
I
L-9111WILW&I12 1\ ULly, Z31 P00101011YA Vill W MIN
That Jason Rose, a married man not joined herein as the herein conveyed property
constitutes no part of homestead, (herein collectively called "Grantor"), for and in
consideration of the sum of TEN AND NO/100 DOLLARS ($10.00), and other good and
valuable consideration to 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 receipt and sufficiency of which are hereby acknowledged and
confessed, has GRANTED, SOLD and CONVEYED, and by these presents does
GRANT, SELL and CONVEY, unto Grantee all the real property in Denton County,
Texas being particularly described on Exhibit "A", attached hereto and made a part
hereof for all purposes, and being located in Denton County, 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 improvements and fixtures thereon and all other
rights and appurtenances thereto (collectively, the "Property").
Exceptions to conveyance and warranty:
[Insert Permitted Exceptions, if any]
17
Grantor hereby assigns to Grantee, without recourse or representation, any and all claims
and causes of action that Grantor may have for or related to any defects in, or injury to,
the Property.
Grantee represents and warrants to Grantor that it has made an independent
inspection and evaluation of the Property and acknowledges that Grantor 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 Grantor herein and
in that certain Contract of Sale, dated , 2015, by and between Grantor and
Grantee, GRANTOR 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. Grantee 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. Grantor makes
no warranty or representation as to the accuracy, completeness or usefulness of any
information furnished to Grantee, if any, whether furnished by Grantor or any third
party. Grantor assumes no liability for the accuracy, completeness or usefulness of any
material furnished by Grantor, if any, and/or any other person or party. Reliance on any
material so furnished is expressly disclaimed by Grantee, and shall not give rise to any
cause, claim or action against Grantor.
TO HAVE AND TO HOLD the Property, together with all and singular the rights
and appurtenances thereto in anywise belonging unto Grantee and Grantee's successors
and assigns forever; and Grantor does hereby bind Grantor and Grantor's successors and
assigns to WARRANT AND FOREVER DEFEND all and singular the Property unto
18
EXECUTED the _ day of 2015
WOOL IRM011"
ForeffORNIMM
This instrument was acknowledged before me on
JASON ROSE.
Upon Filing Return To:
Attn: Paul Williamson
901 -A Texas Street
Denton, TX 76209
19
E"roperty Tax Bills To:
City,*f I'vxt*x Fix2xce ,1' •,
t 15 E. McKinney Street
*enton, Texas 76201
Exhibit "A"
To
Special Warranty Deed
Legal Description
BEING all that certain lot, tract, or parcel of land situated in the S. McCracken
Survey, Abstract Number 817, in the City and County of Denton, Texas, being
all of Tracts 14, 15, 16, 17, and 18 described in a Special Warranty Deed from
Billy Morris to Peggy J. Bailey recorded under Clerk's File No. 93-ROO82575,
Real Property Records, Denton County, Texas, Texas, and being more
[�,articularly described as follows:
MIEGINNING at an iron rod found for corner, said point being the Southwest
corner of Lot 5, Block A, of Cambridge Square Subdivision, an addition to the
City of Denton, Denton County, Texas according to the Plat thereof recorded
i n Volume 4, Page 3 8, Plat Records, Denton County, Texas;
THENCE South 00 degrees 25 minutes 00 seconds West, pass at 25 feet the
most westerly Southwest corner of Lot 6, Block A of said Subdivision, pass at
195 feet the Southwest corner of Lot 10, Block A of said Subdivision, a total
distance of 200.00 feet with the West line of said Lots 6 and 10, Block A to an
iron rod set for corner in the North line of Kings Row, a public roadway
having a right-of-way of 50.0 feet;
THENCE North 89 degrees 24 minutes 51 seconds West, 321.95 feet with said
North line of said Kings Row to an
iron rod set for corner in the Southeast line of Sherman Drive, a public
roadway;
THENCE North 29 degrees 08 minutes 06 seconds East, 227.68 feet with said
Southeast line of said Sherman
Drive to an iron rod set for corner, said point being the Southwest corner of
that certain tract of land conveyed by
deed from W.E. Williams to Tony R. Hill, et ux, recorded in Volume 2741,
Page 16, Real Property Records, Denton County, Texas;
THENCE South 89 degrees 24 minutes 51 seconds East, 212.55 feet with the
South line of said Hill tract to the PLACE OF BEGINNING and containing
1.227 acres of .fir
20
I
i e 1
That Jason Rose, a married man not joined herein as the herein conveyed property
constitutes no part of homestead, (herein collectively called "Grantor"), for and in consideration
of the sum of TEN AND NO/100 DOLLARS ($10.00), and other good and valuable
consideration to 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
receipt and sufficiency of which are hereby acknowledged and confessed, has GRANTED,
SOLD and CONVEYED, and by these presents does GRANT, SELL and CONVEY, unto
Grantee all the real property in Denton County, Texas being particularly described on Exhibit
"A", attached hereto and made a part hereof for all purposes, and being located in Denton
County, 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 improvements and fixtures thereon
and all other rights and appurtenances thereto (collectively, the "Property").
Exceptions to conveyance and warranty:
This conveyance, however, is made and accepted subject to any and all validly existing
encumbrances, conditions and restrictions, relating to the hereinabove described property
as now reflected by the records of the County Clerk of Denton County, Texas.
Grantor hereby assigns to Grantee, without recourse or representation, any and all claims and
causes of action that Grantor may have for or related to any defects in, or injury to, the Property.
Grantee represents and warrants to Grantor that it has made an independent inspection and
evaluation of the Property and acknowledges that Grantor 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 Grantor herein and in that
certain Contract of Sale, dated July 21, 2015, by and between Grantor and Grantee, GRANTOR
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 Tim-
PAST
HEPAST OR HISTORIC USE OF THE PROPERTY, AND/OR MERCHANTABILITY OR
FITNESS FOR PURPOSE OF ANY OF THE PROPERTY. Grantee further acknowledges that
it has relied solely upon its independent evaluation and examination of the Property, and public
records relating to the Properly and the independent evaluations and studies based thereon.
Grantor makes no warranty or representation as to the accuracy, completeness or usefulness of
any information furnished to Grantee, if any, whether furnished by Grantor or any third party.
Grantor assumes no liability for the accuracy, completeness or usefulness of any material
furnished by Grantor, if any, and/or any other person or party. Reliance on any material so
furnished is expressly disclaimed by Grantee, and shall not give rise to any cause, claim or action
against Grantor.
TO HAVE AND TO HOLD the Property, together with all and singular the rights and
appurtenances thereto in anywise belonging unto Grantee and Grantee's successors and assigns
forever; and Grantor 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 lawfully clamming or to
claim the same or any part thereof when the claim is by, through, or under Grantor, but not
otherwise.
EXECUTED the ..vvvvv: � day of , 2015
JASON ROSE
FMXZIIITAVAA1�
THE STATE OF §
COUNTY )Oij�k,
This instrument was acknowledged before me on , 2015 by JASON
ROSE.
M. NEELY
fl Notary Public, State of Texas
q My commission Expires lot:ry Public, Stag o['Tcxas
F � , December 13, 2017
-;I:. � My corp missiozi expires: "
Upon Filing Return To:
The City of Denton -Engineering
Attn: Paul Williamson
901-A Texas Street
Denton, TX 76209
Property Tax Bills To:
City of Denton Finance Department
215 E. McKinney Street
Denton, Texas 76201
LEGAL DESCRIPTION — EXHIBIT "A"
STATE OF TEXAS
COUNTY OF DENTON
Page 1 of 2
Being a 1.215 acre tract of land in the S. McCracken Survey, Abstract 817, City of Denton,
Denton County, Texas, same being a portion of that certain tract of land conveyed to JASON
ROSE by Deed recorded in Instrument No. 2014-73151, Deed Records, Denton County, Texas
(D.R.D.C.T.), and being more particularly described as follows:
BEGINNING at a 1/2 inch iron rod found for the southwest corner of Lot 10, Block A,
CAMBRIDGE SQUARE SUBDIVISION, to the City of Denton, recorded in Volume 4, Page
38, Plat Records, Denton County, Texas (P.R.D.C.T.), same being in the north right-of-way line
of KINGS ROW (variable public no.w.);
THENCE North 89°25'22" West, along said north line of KINGS ROW (Variable ROW), for a
distance of 320.21 feet to a 5/8 inch capped iron rod, with yellow plastic cap, stamped "A.R.S."
set for corner;
THENCE North 28°36'05" East, departing the north line of said KINGS ROW and along the
easterly line of SHERMAN DRIVE (variable public no.w.), for a distance of 227.14 feet to a 5/8
inch capped iron rod, with yellow plastic cap, stamped "A.R.S." set for corner at the southwest
corner of that certain tract of land conveyed to WILLIAMS RENTALS LLC by deed recorded in
Instrument Number 2010-79727, Deed Records, Denton County, Texas;
THENCE South 88°10'29" East, along the south lone of said WILLIAMS RENTALS LLC tract,
for a distance of 212.78 feet to a 1/2 inch iron rod found for corner at the southeast corner of said
WILLIAMS RENTALS LLC tract and the aforementioned west line of CAMBRIDGE
SQUARE SUBDIVISION;
THENCE South 00°21'17" West, along the west line of said CAMBRIDGE SQUARE
SUBDIVISION, for a distance of 195.88 feet to the POINT OF BEGINNING and containing
1.215 acres or 52,935 square feet of land, more or less.
Electronically FiledDocument
4 = • •
CountyJul! Luke
D •Number:2015-104220
Necorded On: September
"Iec• ((• •
Number of Pages:
Recording
I
Direct- ROSE JASON
Indirect -
Receipt
Processed ''i
y: Jana Baker
«w*«W******* 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.
THE STATE OF TEXAS)
COUNTY OF DENTON)
1 hereby eertily thet this isirueent wen FILED in the File Ni■eber sequence on the dete/tise
printed heron, end — duly RECORDED in the OR:clel Reeord a9 Denton County, Tesus.
Juli Luke
Cuenty Clerk
, Y84 �.s.. Denton Ceoety, T—
Any notice of claim and any other notice or statement in writing required to be given the Company under this Policy must be given to
the Company at the address shown in Section 18 of the Conditions.
COVERED RISKS
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE
CONDITIONS, FIRST AMERICAN TITLE INSURANCE COMPANY, a Nebraska corporation (the "Company") insures, as of Date of Policy and, to
the extent stated in Covered Risks 9 and 10, after Date of Policy, against loss or damage, not exceeding the Amount of Insurance, sustained or
incurred by the Insured by reason of:
1. Title being vested other than as stated in Schedule A.
2, Any defect in or lien or encumbrance on the Title. This Covered Risk includes but is not limited to insurance against loss from:
(a) A defect in the Title caused by:
(i) forgery, fraud, undue influence, duress, incompetency, incapacity or impersonation;
(ii) failure of any person or Entity to have authorized a transfer or conveyance;
(iii) a document affecting Title not properly created, executed, witnessed, sealed, acknowledged, notarized or delivered;
(iv) failure to perform those acts necessary to create a document by electronic means authorized by law;
(v) a document executed under a falsified, expired or otherwise invalid power of attorney;
(vi) a document not properly filed, recorded or indexed in the Public Records including failure to perform those acts by electronic
means authorized by law; or
(vii) a defective judicial or administrative proceeding.
(b) The lien of real estate taxes or assessments imposed on the Title by a governmental authority due or payable, but unpaid.
(c) Any encroachment, encumbrance, violation, variation, or adverse circumstance affecting the Title that would be disclosed by an
accurate and complete land survey of the Land. The term "encroachment" includes encroachments of existing improvements located
on the Land onto adjoining land, and encroachments onto the Land of existing improvements located on adjoining land.
(d) Any statutory or constitutional mechanic's, contractor's, or materialman's lien for labor or materials having its inception on or before
Date of Policy.
3. Lack of good and indefeasible Title.
4. No right of access to and from the Land.
(Covered Risks Continued on Page 2
In Witness Whereof, First American Title Insurance Company has caused its corporate name to be hereunto affixed by its authorized officers as of Date of Policy shown in Schedule A.
First American Title Insurance Company
r -
(This Policy is valid only when Schedules A and 8 are allached)
Form 5025548 (7-1-14) Page 1 of 12
Thle Jnkd wan areded elsolronloolly and oanallluln an arlpind document
TX T-1 Owner's Policy of Title Insurance (Rev. 1-3-14)
Texas
COVERED RISKS (Continued)
5. The violation or enforcement of any law, ordinance, permit, or governmental regulation (including those relating to building and zoning)
restricting, regulating, prohibiting or relating to:
(a) the occupancy, use or enjoyment of the Land;
(b) the character, dimensions or location of any improvement erected on the Land;
(c) subdivision of land; or
(d) environmental protection
if a notice, describing any part of the Land, is recorded in the Public Records setting forth the violation or intention to enforce, but only to
the extent of the violation or enforcement referred to in that notice.
6. An enforcement action based on the exercise of a governmental police power not covered by Covered Risk 5 if a notice of the enforcement
action, describing any part of the Land, is recorded in the Public Records, but only to the extent of the enforcement referred to in that
notice.
7. The exercise of the rights of eminent domain if a notice of the exercise, describing any part of the Land, is recorded in the Public Records.
8. Any taking by a governmental body that has occurred and is binding on the rights of a purchaser for value without Knowledge.
9. Title being vested other than as stated in Schedule A or being defective:
(a) as a result of the avoidance in whole or in part, or from a court order providing an alternative remedy, of a transfer of all or any part of
the title to or any interest in the Land occurring prior to the transaction vesting Title as shown in Schedule A because that prior transfer
constituted a fraudulent or preferential transfer under federal bankruptcy, state insolvency or similar creditors' rights laws; or
(b) because the instrument of transfer vesting Title as shown in Schedule A constitutes a preferential transfer under federal bankruptcy,
state insolvency or similar creditors' rights laws by reason of the failure of its recording in the Public Records:
(i) to be timely, or
(ii) to impart notice of its existence to a purchaser for value or a judgment or lien creditor.
10. Any defect in or lien or encumbrance on the Title or other matter included in Covered Risks 1 through 9 that has been created or attached
or has been filed or recorded in the Public Records subsequent to Date of Policy and prior to the recording of the deed or other instrument
of transfer in the Public Records that vests Title as shown in Schedule A.
The Company will also pay the costs, attorneys' fees and expenses incurred in defense of any matter insured against by this Policy, but only to the
extent provided in the Conditions.
IT, 16161Y#�Iucl#
The following matters are expressly excluded from the coverage of
and not disclosed in writing to the Company by the Insured
this policy and the Company will not pay loss or damage, costs,
Claimant prior to the date the Insured Claimant became an
attorneys' fees or expenses that arise by reason of:
Insured under this policy;
1. (a) Any law, ordinance, permit, or governmental regulation
(c) resulting in no loss or damage to the Insured Claimant;
(including those relating to building and zoning) restricting,
(d) attaching or created subsequent to Date of Policy (however,
regulating, prohibiting or relating to:
this does not modify or limit the coverage provided under
(i) the occupancy, use, or enjoyment of the Land;
Covered Risk 9 and 10); or
(ii) the character, dimensions or location of any
(e) resulting in loss or damage that would not have been
improvement erected on the Land;
sustained if the Insured Claimant had paid value for the
(iii) subdivision of land; or
Title.
(iv) environmental protection;
4. Any claim, by reason of the operation of federal bankruptcy,
or the effect of any violation of these laws, ordinances or
state insolvency, or similar creditors' rights laws, that the
governmental regulations. This Exclusion 1(a) does not modify
transaction vesting the Title as shown in Schedule A, is:
or limit the coverage provided under Covered Risk 5.
(a) a fraudulent conveyance or fraudulent transfer; or
(b) Any governmental police power. This Exclusion 1(b) does
(b) a preferential transfer for any reason not stated in Covered
not modify or limit the coverage provided under Covered
Risk 9 of this policy.
Risk 6.
5. Any lien on the Title for real estate taxes or assessments
2. Rights of eminent domain. This Exclusion does not modify or
imposed by governmental authority and created or attaching
limit the coverage provided under Covered Risk 7 or 8.
between Date of Policy and the date of recording of the deed or
3. Defects, liens, encumbrances, adverse claims or other matters:
other instrument of transfer in the Public Records that vests
(a) created, suffered, assumed or agreed to by the Insured
Title as shown in Schedule A.
Claimant;
6. The refusal of any person to purchase, lease or lend money on
(b) not Known to the Company, not recorded in the Public
the estate or interest covered hereby in the land described in
Records at Date of Policy, but Known to the Insured
Schedule A because of Unmarketable Title.
Claimant
Form 5025548 (7-1-14) Page 2 of 12 TX T-1 Owner's Policy of Title Insurance (Rev. 1-3-14)
Texas
CONDITIONS
DEFINITION OF TERMS.
The following terms when used in this policy mean:
(a) "Amount of Insurance": the amount stated in Schedule A, as
may be increased or decreased by endorsement to this
policy, increased by Section 8(b), or decreased by Sections
10 and 11 of these Conditions.
(b) "Date of Policy": The date designated as "Date of Policy" in
Schedule A.
(c) "Entity": A corporation, partnership, trust, limited liability
company or other similar legal entity.
(d) "Insured": the Insured named in Schedule A.
(i) The term "Insured" also includes:
(A) successors to the Title of the Insured by operation
of law as distinguished from purchase, including
heirs, devisees, survivors, personal representatives
or next of kin;
(B) successors to an Insured by dissolution, merger,
consolidation, distribution or reorganization;
(C) successors to an Insured by its conversion to
another kind of Entity;
(D) a grantee of an Insured under a deed delivered
without payment of actual valuable consideration
conveying the Title;
(1) If the stock, shares, memberships, or other
equity interests of the grantee are wholly-
owned by the named Insured,
(2) If the grantee wholly owns the named
Insured,
(3) If the grantee is wholly-owned by an
affiliated Entity of the named Insured,
provided the affiliated Entity and the named
Insured are both wholly-owned by the same
person or Entity, or
(4) If the grantee is a trustee or beneficiary of a
trust created by a written instrument
established by the Insured named in
Schedule A for estate planning purposes.
(ii) With regard to (A), (B), (C) and (D) reserving, however,
all rights and defenses as to any successor that the
Company would have had against any predecessor
Insured.
(e) "Insured Claimant": an Insured claiming loss or damage.
(f) "Knowledge" or "Known": actual knowledge, not
constructive knowledge or notice that may be imputed to an
Insured by reason of the Public Records or any other
records that impart constructive notice of matters affecting
the Title.
(g) "Land": the land described in Schedule A, and affixed
improvements that by law constitute real property. The term
"Land" does not include any property beyond the lines of the
area described in Schedule A, nor any right, title, interest,
estate or easement in abutting streets, roads, avenues,
alleys, lanes, ways or waterways, but this does not modify
or limit the extent that a right of access to and from the Land
is insured by this policy.
(h) "Mortgage": mortgage, deed of trust, trust deed, or other
security instrument, including one evidenced by electronic
means authorized by law.
Form 5025548 (7-1-14) Page 3 of 12
(i) "Public Records": records established under state statutes
at Date of Policy for the purpose of imparting constructive
notice of matters relating to Feal property to purchasers for
value and without Knowledge. With respect to Covered
Risk 5(d), "Public Records" shall also include environmental
protection liens filed in the records of the clerk of the United
States District Court for the district where the Land is
located.
(j) "Title": the estate or interest described in Schedule A.
(k) "Unmarketable Title": Title affected by an alleged or
apparent matter that would permit a prospective purchaser
or lessee of the Title or lender on the Title to be released
from the obligation to purchase, lease or lend if there is a
contractual condition requiring the delivery of marketable
title.
2. CONTINUATION OF INSURANCE.
The coverage of this policy shall continue in force as of Date of
Policy in favor of an Insured, but only so long as the Insured
retains an estate or interest in the Land, or holds an obligation
secured by a purchase money Mortgage given by a purchaser
from the Insured, or only so long as the Insured shall have
liability by reason of warranties in any transfer or conveyance of
the Title. This policy shall not continue in force in favor of any
purchaser from the Insured of either (i) an estate or interest in
the Land, or (ii) an obligation secured by a purchase money
Mortgage given to the Insured.
3. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT.
The Insured shall notify the Company promptly in writing (i) in
case of any litigation as set forth in Section 5(a) below, or (ii) in
case Knowledge shall come to an Insured hereunder of any
claim of title or interest that is adverse to the Title, as insured,
and that might cause loss or damage for which the Company
may be liable by virtue of this policy. If the Company is
prejudiced by the failure of the Insured Claimant to provide
prompt notice, the Company's liability to the Insured Claimant
under the policy shall be reduced to the extent of the prejudice.
When, after the Date of the Policy, the Insured notifies the
Company as required herein of a lien, encumbrance, adverse
claim or other defect in Title insured by this policy that is not
excluded or excepted from the coverage of this policy, the
Company shall promptly investigate the charge to determine
whether the lien, encumbrance, adverse claim or defect or
other matter is valid and not barred by law or statute. The
Company shall notify the Insured in writing, within a reasonable
time, of its determination as to the validity or invalidity of the
Insured's claim or charge under the policy. If the Company
concludes that the lien, encumbrance, adverse claim or defect
is not covered by this policy, or was otherwise addressed in the
closing of the transaction in connection with which this policy
was issued, the Company shall specifically advise the Insured
of the reasons for its determination. If the Company concludes
that the lien, encumbrance, adverse claim or defect is valid, the
Company shall take one of the following actions: (i) institute the
necessary proceedings to clear the lien, encumbrance, adverse
claim or defect from the Title as insured; (ii) indemnify the
Insured as provided in this policy; (iii) upon payment of
appropriate premium and charges therefor, issue to the Insured
Claimant or to a subsequent owner, mortgagee or holder of the
estate or interest in the Land insured by this policy, a policy of
TX T-1 Owner's Policy of Title Insurance (Rev. 1-3-14)
Texas
CONDITIONS (Continued)
title insurance without exception for the lien, encumbrance,
aid (i) in securing evidence, obtaining witnesses,
adverse claim or defect, said policy to be in an amount equal to
prosecuting or defending the action or proceeding, or
the current value of the Land or, if a loan policy, the amount of
effecting settlement, and (ii) in any other lawful act that in
the loan; (iv) indemnify another title insurance company in
the opinion of the Company may be necessary or desirable
connection with its issuance of a policy(les) of title insurance
to establish the Title or any other matter as insured. If the
without exception for the lien, encumbrance, adverse claim or
Company is prejudiced by the failure of the Insured to
defect; (v) secure a release or other document discharging the
furnish the required cooperation, the Company's obligations
lien, encumbrance, adverse claim or defect; or (vi) undertake a
to the Insured under the policy shall terminate, including
combination of (i) through (v) herein.
any liability or obligation to defend, prosecute, or continue
4. PROOF OF LOSS.
any litigation, with regard to the matter or matters requiring
In the event the Company is unable to determine the amount of
such cooperation.
loss or damage, the Company may, at its option, require as a
(b) The Company may reasonably require the Insured
condition of payment that the Insured Claimant furnish a signed
Claimant to submit to examination under oath by any
proof of loss. The proof of loss must describe the defect, lien,
authorized representative of the Company and to produce
encumbrance or other matter insured against by this policy that
for examination, inspection and copying, at such
constitutes the basis of loss or damage and shall state, to the
reasonable times and places as may be designated by the
extent possible, the basis of calculating the amount of the loss
authorized representative of the Company, all records, in
or damage.
whatever medium maintained, including books, ledgers,
5. DEFENSE AND PROSECUTION OF ACTIONS.
checks, memoranda, correspondence, reports, e-mails,
(a) Upon written request by the Insured, and subject to the
disks, tapes, and videos whether bearing a date before or
options contained in Sections 3 and 7 of these Conditions,
after Date of Policy, that reasonably pertain to the loss or
the Company, at its own cost and without unreasonable
damage. Further, if requested by any authorized
delay, shall provide for the defense of an Insured in litigation
representative of the Company, the Insured Claimant shall
in which any third party asserts a claim covered by this
grant its permission, in writing, for any authorized
policy adverse to the Insured. This obligation is limited to
representative of the Company to examine, inspect and
only those stated causes of action alleging matters insured
copy all of these records in the custody or control of a third
against by this policy. The Company shall have the right to
party that reasonably pertain to the loss or damage. All
select counsel of its choice (subject to the right of the
information designated as confidential by the Insured
Insured to object for reasonable cause) to represent the
Claimant provided to the Company pursuant to this Section
Insured as to those stated causes of action. It shall not be
shall not be disclosed to others unless, in the reasonable
liable for and will not pay the fees of any other counsel. The
judgment of the Company, it is necessary in the
Company will not pay any fees, costs or expenses incurred
administration of the claim. Failure of the Insured Claimant
by the Insured in the defense of those causes of action that
to submit for examination under oath, produce any
allege matters not insured against by this policy.
reasonably requested information or grant permission to
(b) The Company shall have the right, in addition to the options
secure reasonably necessary information from third parties
contained in Sections 3 and 7, at its own cost, to institute
as required in this subsection, unless prohibited by law or
and prosecute any action or proceeding or to do any other
governmental regulation, shall terminate any liability of the
act that in its opinion may be necessary or desirable to
Company under this policy as to that claim.
establish the Title, as insured, or to prevent or reduce loss
7. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS;
or damage to the Insured. The Company may take any
TERMINATION OF LIABILITY.
appropriate action under the terms of this policy, whether or
In case of a claim under this policy, the Company shall have the
not it shall be liable to the Insured. The exercise of these
following additional options:
rights shall not be an admission of liability or waiver of any
(a) To Pay or Tender Payment of the Amount of Insurance.
provision of this policy. If the Company exercises its rights
To pay or tender payment of the Amount of Insurance
under this subsection, it must do so diligently.
under this policy together with any costs, attorneys' fees
(c) Whenever the Company brings an action or asserts a
and expenses incurred by the Insured Claimant that were
defense as required or permitted by this policy, the
authorized by the Company up to the time of payment or
Company may pursue the litigation to a final determination
tender of payment and that the Company is obligated to
by a court of competent jurisdiction and it expressly
pay.
reserves the right, in its sole discretion, to appeal from any
Upon the exercise by the Company of this option, all liability
adverse judgment or order.
and obligations of the Company to the Insured under this
6. DUTY OF INSURED CLAIMANT TO COOPERATE.
policy, other than to make the payment required in this
(a) In all cases where this policy permits or requires the
subsection, shall terminate, including any liability or
Company to prosecute or provide for the defense of any
obligation to defend, prosecute, or continue any litigation.
action or proceeding and any appeals, the Insured shall
(b) To Pay or Otherwise Settle With Parties Other than the
secure to the Company the right to so prosecute or provide
Insured or With the Insured Claimant.
defense in the action or proceeding, including the right to
(i) To pay or otherwise settle with other parties for or in the
use, at its option, the name of the Insured for this purpose.
name of an Insured Claimant any claim insured against
Whenever requested by the Company, the Insured, at the
under this policy. In addition, the Company will pay any
Company's expense, shall give the Company all reasonable
costs, attorneys' fees and expenses incurred by the
Insured Claimant that were authorized by the Company
up to the time of payment and that the Company is
Form 5025548 (7-1-14) Page 4 of 12 TX T-1 Owner's Policy of Title Insurance (Rev. 1-3-14)
Texas
CONDITIONS (Continued)
obligated to pay; or
11. LIABILITY NONCUMULATIVE.
(ii) to pay or otherwise settle with the Insured Claimant the
The Amount of Insurance shall be reduced by any amount the
loss or damage provided for under this policy, together
Company pays under any policy insuring a Mortgage to which
with any costs, attorneys' fees and expenses incurred
exception is taken in Schedule B or to which the Insured has
by the Insured Claimant that were authorized by the
agreed, assumed, or taken subject or which is executed by an
Company up to the time of payment and that the
Insured after Date of Policy and which is a charge or lien on the
Company is obligated to pay. Upon the exercise by the
Title, and the amount so paid shall be deemed a payment to the
Company of either of the options provided for in
Insured under this policy.
subsections (b)(i) or (ii), the Company's obligations to
12. PAYMENT OF LOSS.
the Insured under this policy for the claimed loss or
When liability and the extent of loss or damage have been
damage, other than the payments required to be made,
definitely fixed in accordance with these Conditions, the
shall terminate, including any liability or obligation to
payment shall be made within 30 days.
defend, prosecute or continue any litigation.
13. RIGHTS OF RECOVERY UPON PAYMENT OR
8. DETERMINATION AND EXTENT OF LIABILITY.
SETTLEMENT.
This policy is a contract of indemnity against actual monetary
(a) Whenever the Company shall have settled and paid a claim
loss or damage sustained or incurred by the Insured Claimant
under this policy, it shall be subrogated and entitled to -the
who has suffered loss or damage by reason of matters insured
rights of the Insured Claimant in the Title and all other rights
against by this policy.
and remedies in respect to the claim that the Insured
(a) The extent of liability of the Company for loss or damage
Claimant has against any person or property, to the extent
under this policy shall not exceed the lesser of:
of the amount of any loss, costs, attorneys' fees and
(i) the Amount of Insurance; or
expenses paid by the Company. If requested by the
(ii) the difference between the value of the Title as insured
Company, the Insured Claimant shall execute documents to
and the value of the Title subject to the risk insured
evidence the transfer to the Company of these rights and
against by this policy.
remedies. The Insured Claimant shall permit the Company
(b) If the Company pursues its rights under Section 3 or 5 and
to sue, compromise or settle in the name of the Insured
is unsuccessful in establishing the Title, as insured,
Claimant and to use the name of the Insured Claimant in
(i) the Amount of Insurance shall be increased by 10%,
any transaction or litigation involving these rights and
and
remedies.
(ii) the Insured Claimant shall have the right to have the
If a payment on account of a claim does not fully cover the
loss or damage determined either as of the date the
loss of the Insured Claimant, the Company shall defer the
claim was made by the Insured Claimant or as of the
exercise of its right to recover until after the Insured
date it is settled and paid.
Claimant shall have recovered its loss.
(c) In addition to the extent of liability under (a) and (b), the
(b) The Company's right of subrogation includes the rights of
Company will also pay those costs, attorneys' fees and
the Insured to indemnities, guaranties, other policies of
expenses incurred in accordance with Sections 5 and 7 of
insurance or bonds, notwithstanding any terms or
these Conditions.
conditions contained in those instruments that address
9. LIMITATION OF LIABILITY.
subrogation rights.
(a) If the Company establishes the Title, or removes the alleged
14. ARBITRATION.
defect, lien or encumbrance, or cures the lack of a right of
Either the Company or the Insured may demand that the claim or
access to or from the Land, all as insured, or takes action in
controversy shall be submitted to arbitration pursuant to the Title
accordance with Section 3 or 7, in a reasonably diligent
Insurance Arbitration Rules of the American Land Title
manner by any method, including litigation and the
Association ("Rules"). Except as provided in the Rules, there shall
completion of any appeals, it shall have fully performed its
be no joinder or consolidation with claims or controversies of
obligations with respect to that matter and shall not be liable
other persons. Arbitrable matters may include, but are not limited
for any loss or damage caused to the Insured.
to, any controversy or claim between the Company and the
(b) In the event of any litigation, including litigation by the
Insured arising out of or relating to this policy, any service in
Company or with the Company's consent, the Company
connection with its issuance or the breach of a policy provision, or
shall have no liability for loss or damage until there has
to any other controversy or claim arising out of the transaction
been a final determination by a court of competent
giving rise to this policy. All arbitrable matters when the Amount
jurisdiction, and disposition of all appeals, adverse to the
of Insurance is $2,000,000 or less shall be arbitrated at the option
Title, as insured.
of either the Company or the Insured, unless the Insured is an
(c) The Company shall not be liable for loss or damage to the
individual person (as distinguished from an Entity). All arbitrable
Insured for liability voluntarily assumed by the Insured in
matters when the Amount of Insurance is in excess of $2,000,000
settling any claim or suit without the prior written consent of
shall be arbitrated only when agreed to by both the Company and
the Company.
the Insured. Arbitration pursuant to this policy and under the
10. REDUCTION OF INSURANCE; REDUCTION OR
Rules shall be binding upon the parties, Judgment upon the
TERMINATION OF LIABILITY.
award rendered by the Arbitrator(s) may be entered in any court
All payments under this policy, except payments made for costs,
of competent jurisdiction.
attorneys' fees and expenses, shall reduce the Amount of Insurance
by the amount of the payment.
Form 5025548 (7-1-14) Page 5 of 12 TX T-1 Owner's Policy of Title Insurance (Rev. 1-3-14)
Texas
CONDITIONS (Continued)
15. LIABILITY LIMITED TO THIS POLICY; POLICY ENTIRE
16. SEVERABILITY.
CONTRACT.
In the event any provision of this policy, in whole or in part, is
(a) This policy together with all endorsements, if any, attached
held invalid or unenforceable under applicable law, the policy
to it by the Company is the entire policy and contract
shall be deemed not to include that provision or such part held
between the Insured and the Company. In interpreting any
to be invalid and all other provisions shall remain in full force
provision of this policy, this policy shall be construed as a
and effect.
whole,
17. CHOICE OF LAW; FORUM.
(b) Any claim of loss or damage that arises out of the status of
(a) Choice of Law: The Insured acknowledges the Company
the Title or by any action asserting such claim, shall be
has underwritten the risks covered by this policy and
restricted to this policy.
determined the premium charged therefor in reliance upon
(c) Any amendment of or endorsement to this policy must be in
the law affecting interests in real property and applicable to
writing and authenticated by an authorized person, or
the interpretation, rights, remedies or enforcement of
expressly incorporated by Schedule A of this policy.
policies of title insurance of the jurisdiction where the Land
(d) Each endorsement to this policy issued at any time is made
is located.
a part of this policy and is subject to all of its terms and
Therefore, the court or an arbitrator shall apply the law of
provisions. Except as the endorsement expressly states, it
the jurisdiction where the Land is located to determine the
does not (i) modify any of the terms and provisions of the
validity of claims against the Title that are adverse to the
policy, (ii) modify any prior endorsement, (iii) extend the
Insured, and in interpreting and enforcing the terms of this
Date of Policy or (iv) increase the Amount of Insurance.
policy. In neither case shall the court or arbitrator apply its
Each Commitment, endorsement or other form, or provision
conflicts of laws principles to determine the applicable law.
in the Schedules to this policy that refers to a term defined
(b) Choice of Forum: Any litigation or other proceeding brought
in Section 1 of the Conditions shall be deemed to refer to
by the Insured against the Company must be filed only in a
the term regardless of whether the term is capitalized in the
state or federal court within the United States of America or
Commitment, endorsement or other form, or Schedule.
its territories having appropriate jurisdiction.
Each Commitment, endorsement or other form, or provision
18. NOTICES, WHERE SENT.
in the Schedules that refers to the Conditions and
Any notice of claim and any other notice or statement in writing
Stipulations shall be deemed to refer to the Conditions of
required to be given to the Company under this Policy must be
this policy.
given to the Company at First American Title Insurance
Company, Attn: Claims National Intake Center, 1 First
American Way, Santa Ana, California 92707. Phone: 888-
632-1642.
Form 5025548 (7-1-14) Page 6 of 12 TX T-1 Owner's Policy of Title Insurance (Rev. 1-3-14)
Texas
M r� Owner Policy of Title Insurance (T-1)
ISSUED BY
`A, ,
First American Title Insurance Company
POLICY NUMBER
Schedule A
2027 -153431 -RU
Name and Address of Title Insurance Company:
First American Title Insurance Company, 1500 South Dairy Ashford, Suite 300, Houston, TX 77077.
File No.: 2027 -153431 -RU
Date of Policy: 09/08/2015 at 11:25 am
Address for Reference only: 1221 and 1301 Kings Row, 2114, 2115 & 2118 E Sherman, Denton, TX 76209
Amount of Insurance: $165,000.00 Premium: $1,235.00
1. Name of Insured:
City of Denton, Texas, a Texas Home Rule Municipal Corporation
2. The estate or interest in the Land that is insured by this policy is:
FEE SIMPLE
3. Title is insured as vested in:
City of Denton, Texas, a Texas Home Rule Municipal Corporation
4. The land referred to in this policy is described as follows:
BEING a 1.215 acre tract of land in the S. McCracken Survey, Abstract 817, City of Denton, Denton
County, Texas, same being a portion of that certain tract of land conveyed to Jason Rose by Deed
recorded in Instrument no. 2014-73151, Deed Records, Denton County, Texas (D.R.D.C.T.), and being
more particularly described as follows:
BEGINNING at a 1/2 inch iron rod found for the Southwest corner of Lot 10, Block A, CAMBRIDGE
SQUARE SUBDIVISION, to the City of Denton, recorded in Volume 4, Page 38, Plat Records, Denton
County, Texas (P.R.D.C.T.), same being in the North right-of-way line of Kings Row (variable public
r.o.w.);
THENCE North 89 degrees 25 minutes 22 seconds West, along said North line of Kings Row (Variable
ROW), for a distance of 320.21 feet to a 5/8 inch capped iron rod, with yellow plastic cap stamped
"A.R.S." set for corner;
THENCE North 28 degrees 36 minutes 05 seconds East, departing the North line of said Kings Row and
along the Easterly line of Sherman Drive (variable public r.o.w.), for a distance of 227.14 feet to a 5/8
inch capped iron rod, with yellow plastic cap stamped "A.R.S." set for corner at the Southwest corner of
that certain tract of land conveyed to William Rentals LLC, by deed recorded in Instrument Number 2010-
79727, Deed Records, Denton County, Texas;
THENCE South 88 degrees 10 minutes 29 seconds East, along the South line of said Williams Rentals LLC
tract, for a distance of 212.78 feet to a 1/2 inch iron rod found for corner at the Southeast corner of said
Williams Rentals LLC tract and the aforementioned West line of Cambridge Square Subdivision;
Form 5025548 (7-1-14) Page 7 of 12 TX T-1 Owner's Policy of Title Insurance (Rev. 1-3-14)
Texas
THENCE South 00 degrees 21 minutes 17 seconds West, along the West line of said Cambridge Square
Subdivision, for a distance of 195.88 feet to the POINT OF BEGINNING and containing 1.215 acres or
52,935 square feet of land, more or less.
Note: The company is prohibited from insuring the area or quantity of the land described herein. Any
statement in the above legal description of the area or quantity of the land is not a representation that
such area or quantity is correct, but is made only for informational and/or identification purposes and
does not override Item 2 of Schedule B hereof.
By its issuing agent, New Reunion Title, LLC
Form 5025548 (7-1-14) Page 8 of 12
TITLE
2745 Wind River Lane
Denton, TX 76210
(940)382-3030 Fax(940)382-3377
TX T-1 Owner's Policy of Title Insurance (Rev. 1-3-14)
Texas
om
FirstAmerican 1
Schedule B
File No. 2027 -153431 -RU
Owner Policy of Title Insurance (T-1)
ISSUED BY
First iTitle
POLICY NUMBER
2027 -153431 -RU
EXCEPTIONS FROM COVERAGE
This policy does not insure against loss or damage (and the Company will not pay costs, attorney's fees or
expenses) that arise by reason of the terms and conditions of the leases and easements, if any, shown in
Schedule A and the following matters:
The following restrictive covenants of record itemized below:
(the Company must either insert specific recording data or delete this exception)
Item 1 of Schedule B is hereby deleted in its entirety.
2. Shortages in area.
3, Homestead or community property or survivorship rights, if any, of any spouse of any Insured.
4. Any titles or rights asserted by anyone, including but not limited to, persons, the public, corporations,
governments or other entities,
a. to tidelands, or lands comprising the shores or beds of navigable or perennial rivers and streams,
lakes, bays, gulfs or oceans, or
b. to lands beyond the line of the harbor or bulkhead lines as established or changed by any
government, or
C. to filled-in lands, or artificial islands, or
d. to statutory water rights, including riparian rights, or
to the area extending from the line of mean low tide to the line of vegetation, or the right of
access to that area or easement along and across that area.
5. Standby fees, taxes and assessments by any taxing authority for the year 2015, and subsequent years;
and subsequent taxes and assessments by any taxing authority for prior years due to change in land
usage or ownership, but not those taxes or assessments for prior years because of an exemption granted
to a previous owner of the property under Section 11.13, Texas Tax Code, or because of improvements
not assessed for a previous tax year.
6. The following matters and all terms of the documents creating or offering evidence of the matters:
(the Company must insert matters or delete this exception)
All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other minerals, together
with all rights, privileges, and immunities relating thereto, appearing in the Public Records
whether listed in Schedule B or not. There may be leases, grants, exceptions or reservations of
mineral interest that are not listed.
Form 5025548 (7-1-14) Page 9 of 12 TX T-1 Owner's Policy of Title Insurance (Rev. 1-3-14)
Texas
Form 5025548 (7-1-14) Page 10 of 12 TX T-1 Owner's Policy of Tide Insurance (Rev. 1-3-14)
Texas
Important Notice
FirstAmerican
iht ISSUED BY
First American Title Insurance Company
..e .. .. ............
IMPORTANT NOTICE
AVISO IMPORTAN TE
To obtain information or make a complaint.,
Para obtener informacion o para presentar una queja:
You may call First American Title Insurance Companys toll
Usted puede Aamar al numero de telofono gratuito de First
free telephone number for information or to make a
American Title Insurance Company's para informacion o para
complaint at.,
presentar una queja al.
1-888-632-1642
1-888-632-1642
You may also write to First American Title Insurance
Usted tamblon puede escribir a First American Title Insurance
Company at.,
Company:
1 First American Way
i FirstAmerican Way
Santa Ana, California 92707
Santa Ana, California 92707
You may contact the Texas Department of Insurance to
Usted puede comunicarse con el Departamento de Seguros de
obtain information on companies, coverages, rights or
Texas para obtener informacion sobre compaihas, coberturas,
complaints at.,
derechos, o quejas ak
1-800-252-3439
1-800-252-3439
You may write the Texas Department of Insurance:
Usted puede escribr`r al Departamento de Seguros de Texas a:
P.O. Box 149104
P.O. Box 149104
Austin, 7X78714-9104
Austin, 7X78714-9104
Fax: (512) 490-1007
Fax: (512) 490-1007
Web: http./lwww.tdi.texas.gov
Web: http.//www. tdi. texas.go v
E-mail: Constin7eiProtection@tdi.texas.gov
E-mail.- Con,5tit77erPt-otection@tdi.texas.gov
PREMIUM OR CLAIM DISPUTES •
DISPUTAS POR PRIMAS DE SEGUROS O
Should you have a dispute concerning your premium or
RECLAMACIONES:
about a claim you should contact First American Title
Si tiene una disputa relacionada con su prima de seguro con
Insurance Company first. If the dispute is not resolved, you
una reclamacion , usted Bebe comunicarse con el First American
may contact the Texas Department of Insurance.
Title Insurance Company primero. Si la disputa no es resuelta,.
usted puede comunicare con el Departamento de Seguros de
Texas
ATTACH THIS NOTICE TO YOUR POLICY••
This notice is for information only and does not become a
part or condition of the attached document.
ADIUNTE ESTEAVISO A SU POLIZA:
Este aviso es solamente para proposMitos informadvos y no se
conwerte en parte o en condic1617 del documento adjunto.
Form 50-TXNOTICE (5-27-15) Page 1 of 1
Mandatory Complaint Notice (6-1-15)
Texas
Form 5025548 (7-1-14) Page 10 of 12 TX T-1 Owner's Policy of Tide Insurance (Rev. 1-3-14)
Texas
TITLE a Subsidiary of
REUNION TITLE
PRIVACY STATEMENT
Reunion Title (Reunion') Is a wholly owned subsidiary of First American Title Insurance Company. Reunion and Its subsidiary and affiliated companies respect the privacy and security of
your non-public personal Information ("Personal Information') and protecting your Personal Information Is one of our top priorities. This Privacy Statement explains Reunion's privacy
practices, Including how we use the Personal Information we receive from you and from other specified sources, and to whom it may be disclosed. Reunion follows the privacy practices
described In this Privacy Statement and, depending on the business performed, Reunion may share Information described herein.
Applicability
This Privacy Policy governs our use of the Information that you provide to us. It does not govern the manner In which we may use Information we have obtained from any other source,
such as Information obtained from a public record or from another person or entity. Reunion and First American have also adopted broader guidelines that govern our use of Personal
Information regardless of Its source. First American calls these guidelines its Fair Information Values.
Types of Information
Depending upon which of our services you are utilizing, the types of nonpublic Personal Information that we may collect Include:
Information we receive from you on applications, forms and In other communications to us. whether In writing, In person, by telephone or any other means;
+ Information about your transactions with us, our affiliated companies, or others;
+ Information we receive from a consumer reporting agency; and
+ Information from you through our Internet websites, such as your name, address, email address, Internet Protocol address, the website links you used to get to our websites, and
your activity while using or reviewing our websites.
Uses of Information
We request Information from you for our own legitimate business purposes and not for the benefit of any nonaffiliated party. Therefore, we will not release your Personal Information to
nonaffiliated parties except: (1) as necessary for us to provide the product or service you have requested of us; or (2) as permitted by law. We may, however, store such Information
Indefinitely, Including the period after which any customer relationship has ceased. Such Information may be used for any Internal purpose, such as quality control efforts or customer
analysis. We may also provide all of the types of Personal Information listed above to one or more of our affiliated companies. Such affiliated companies Include financial service providers,
such as title Insurers, property and casualty Insurers, and trust and Investment advisory companies, or companies Involved In real estate services, such as appraisal companies. house
warranty companies and escrow companies. Furthermore, we may also provide all the Information we collect, as described above, to companies that perform marketing services on our
behalf, on behalf of our affiliated companies or to other financial Institutions with whom we or our affiliated companies have joint marketing agreements.
Former Customers
Even If you are no longer our customer, our Privacy Policy will continue to apply to you.
Confidentiality and Security
We will use our best efforts to ensure that no unauthorized parties have access to any of your Personal Information. We restrict access to Personal Information about you to those
Individuals and entitles who need to know that Information to provide products or services to you. We will use our best efforts to train and oversee our employees and agents to ensure
that your Personal Information will be handled responsibly and In accordance with this Privacy Policy and Reunion and First American's Fair Information Values. We currently maintain
physical, electronic:, and procedural safeguards that comply with federal regulations to guard your Personal Information.
Information Obtained Through Our Web Site
Reunion and First American Financial Corporation are sensitive to privacy Issues on the Internet. We believe It Is Important you know how we treat the Information about you we receive
on the Internet. In general, you can visit Reunion or First American or Its afflllates' Web sites on the World Wide Web without telling us who you are or revealing any Information about
yourself. Our Web servers collect the domain names, not the e-mail addresses, of visitors. This Information Is aggregated to measure the number of visits, average time spent on the site,
pages viewed and similar Information. Reunion and First American use this Information to measure the use of our site and to develop Ideas to Improve the content of our site.
There are times, however, when we may need Information from you. such as your name and email address. When Information Is needed, we will use our best efforts to tet you know at
the time of collection how we will use the Personal Information. Usually, the Personal Information we collect Is used only by us to respond to your Inquiry, process an order or allow you to
access specific account/proflle Information. If you choose to share any Personal Information with us, we will only use It Its accordance with the policies outlined above.
Business Relationships
Reunion and First American Financial Corporation's sites and Its affiliates' sites may contain links to other Web sites. While we try to link only to sites that share our high standards and
respect for privacy, we are not responsible for the content or the privacy practices employed by other sites.
Cookies
Some of Reunion's and First American's Web sites may make use of "cookie" technology to measure site activity and to customize Information to your personal tastes. A cookie Is an
element of data that a Web site can send to your browser, which may then store the cookie on your hard drive. Reuniontitle.com and FlrstAm.com use stored cockles. The goal of this
technology Is to better serve you when visiting our site, save you time when you are here and to provide you with a more meaningful and productive Web site experience.
Fair Information Values
d Fairness We consider consumer expectations about their privacy In all our businesses. We only offer products and services that assure a favorable balance between consumer
benefits and consumer privacy.
Public Record We believe that an open public record creates significant value for society, enhances consumer choice and creates consumer opportunity. We actively support an
open public record and emphasize Its Importance and contribution to our economy.
Use We believe we should behave responsibly when we use Information about a consumer In our business. We will obey the laws governing the collection, use and dissemination
of data.
Accuracy We will take reasonable steps to help assure the accuracy of the data we collect, use and disseminate. Where possible, we will take reasonable steps to correct
Inaccurate Information. When, as with the public record, we cannot correct Inaccurate Information, we will take all reasonable steps to assist consumers In Identifying the source
of the erroneous data so that the consumer can secure the required corrections.
Education We endeavor to educate the users of our products and services, our employees and others In our Industry about the Importance of consumer privacy. We will Instruct
our employees on our fair Information values and on the responsible collection and use of data. We will encourage others In our Industry to collect and use Information In a
responsible manner.
Security We will maintain appropriate facilities and systems to protect against unauthorized access to and corruption of the data we maintain.
Effective Date: August 1, 2011
Form 5025548 (7-1-14) Page 11 of 12 TX T-1 Owner's Policy of Title Insurance (Rev. 1-3-14)
Texas
Requests for Correction, Amendment, or Deletion of Personal Information
As required by applicable law, we will afford you the right to access your Personal Information, under certain circumstances to find out to whom your Personal Information has been
disclosed, and request correction or deletion of your Personal Information. However, Reunion's current policy Is to maintain customers' Personal Information for no less than your state's
required record retention requirements for the purpose of handling future coverage claims.
For your protection, all requests made under this section must be In writing and must Include your notarized signature to establish your Identity. Where permitted by law we may charge a
reasonable fee to cover the costs Incurred In responding to such requests. Please send requests to:
Reunion Title
Peter S. Graf
General Counsel
2626 Howell Street. 10th Floor
Dallas, Texas 75204
Changes to this Privacy Statement
This privacy Statement may be amended from time to time consistent with applicable privacy laws. When we amend this Privacy Statement, we will post a notice of such changes on our
website. The effective date of this Privacy Statement, as stated below, Indicates the last time this Privacy Statement was revised or materially changed.
Effective Date: August 1, 2011
Form 5025548 (7-1-14) Page 12 of 12 TX T-1 Owner's Policy of Tide Insurance (Rev. 1-3-14)
Texas
FirstAinerican Title
GENERAL ENDORSEMENT
Issued by
First American Title Insurance Company
Attached to Policy No.: 2027 -153431 -RU
File No.: 2027 -153431 -RU
Attached to and made a part of First American Title Insurance Company Policy or Interim Construction Binder
Number 2027 -153431 -RU, this 8th day of September, 2015.
Schedule B is hereby amended to include the following:
Item 6 (b) - Section 14 of the Conditions of this policy is hereby deleted.
Nothing herein contained shall be construed as extending or changing the effective date of the aforesaid policy or
interim construction binder, unless otherwise expressly stated.
IN WITNESS HEREOF, the First American Title Insurance Company has caused this Endorsement to be executed
by its President under the seal of the Company, but .this Endorsement is to be valid when it bears an authorized
countersignature.
Attest:
S��i'+' V �Y•
Jo",, _ Robn3on
sumlaffy
By its issuing agent, New Reunion Title, LLC
TITLE
2745 Wind River Lane
Denton, TX 76210
(940)382-3030 Fax(940)382-3377