2004-159ORDINANCE NO.
AN ORDINANCE APPROVING A REAL ESTATE CONTRACT BETWEEN THE CITY OF
DENTON, TEXAS AND RONALD BROWN, TERRY L. BROWN, WANDA NELL HARRIS
AKA WANDA N. DONATO, KENNETH HUES HOWELL, KATRINA KAY HOWELL
RICH, KENDRA GAIL HOWELL HARPER, AND ROBERT KEITH GOOD, AND AN
AMENDMENT TO EXTEND THE CLOSING DATE, FOR THE PURCHASE OF
APPROXIMATELY 3.6469 ACRES OF LAND FOR THE EXPANSION OF DENTON
MUNICIPAL LANDFILL FACILITES; SAID REAL PROPERTY BEING ADJACENT TO
THE CITY'S EXISTING LANDFILL AND SITUATED IN THE GIDEON WALKER
SURVEY, ABSTRACT NO. 1330 IN THE CITY OF DENTON, DENTON COUNTY, TEXAS;
AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN
EFFECTIVE DATE.
THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS:
SECTION 1. The City Manager or his designee is hereby authorized to enter into the
Real Estate Contract and Amendment thereto, both of which are attached hereto and made a part
hereof by reference (the "Agreement") for the purchase of approximately 3.6469 acres of land
for the expansion of Denton Municipal landfill facilities.
SECTION 2. The City Manager or his designee is authorized to make the expenditures
and exercise the rights and duties of the City as set forth in the Agreement
SECTION 3. This ordinance shall become effective immediately upon its passage and
approval.
PASSED AND APPROVED this the /O.~& day of ~ ,2004
EULINEBROCK, MAYOR
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
APPRO~IED AS~TO LEGAL FORM:
AF4ENDMENT TO REAL ESTATE CONTRACT
This Amendment to the Real Estate Contract is signed to be effective June 2, 2004
by and between Ronald Brown, Terry L. Brown, Wanda Nell Harris aka Wanda N. Donato,
Kenneth Hues Howell, Katrina Kay Howell Rich, Kendra Gall Howell Harper, and Robert
Keith Good, (hereinafter referred to as "SELLERS'd, and the BUYER OF DENTON, TEXAS, a
home rule municipality (hereinafter referred to as "BUYER"), to wit:
WITNESSETH
WHEREAS, SELLERS and BUYER entered into that certain Real Estate Contract
Agreement, dated June 2, 2004 (the "Agreement"); and
WHEREAS, SELLER and BUYER desire to amend the Agreement as set forth herein;
NOW, THEREFORE, in consideration of one dollar and other good and valuable
consideration, including the mutual promises contained herein, the receipt and sufficiency
of which is acknowledged by both parties hereto, SELLERS and BUYER do hereby agree as
follows:
1. Section V. of the Agreement titled CLOSING shall be changed as follows:
CLOSING. The Closing of the sale will be on or before July 31, 2004 at a
time and at the office of First American Title Insurance Company, 1100
Dallas Drive, Suite #112, Denton, Texas 76205, (the Title Company). The
Closing Date may be extended by written agreement of the parties if
necessary for Sellers or Buyer to cure or perform any of its obligations under
this Contract so long as all extensions will end on December 31, 2004 and
unless amendments are approved in writing by all parties, the contract is null
and void unless closed no later than December 31, 2004.
In every other respect, SELLERS and BUYER do hereby ratify, adopt, and confirm
the Agreement and stipulate that it is in full force and effect, and agree to be
bound thereby. This document may be signed by each party on separate copies
of this document.
EXECUTED in multiple counterparts by the SELLERS and BUYER on the dates set forth
below. The later date is the Effective Date of this Contract.
SELLERS:
BY:
Robert Keith Good
Date:
Katrina Kay Howell Rich
Date:
BY:
Kenneth Hues Howell
Date:
BY:
Kendra Gall Howell Harper
Date:
BY:
Ronald Brown
Date:
Wanda N. Donato
Date:
BY:
Terry L. Brown
Date:
BUYER:
Approved as to form:
C1~TY ATTORNEY
City of De~K'~, Tex~a's
REAL ESTATE CONTRACT
STATE OF TEXAS
coUNTy OF DENTON
THIS CONTRACT OF SALE is made by Robert Keith Good, Katrina Kay Howell
Rich, Kenneth Hues Howell, Kendra (}ail Howell Harper, Ronald Brown, Wanda N. Donato, and
Terry L. Brown, (hereinafter referred to as "Sellers") and the CITY OF DENTON, TEXAS, a
home rule municipality, of Denton, Denton County, Texas, (hereinafter referred to as
"Purchaser"), upon the terms and conditions set forth herein.
PURCHASE AND SALE
Seller hereby sells and agrees to convey, and Purchaser hereby purchases and agrees to pay
for all that certain tracts, lots or parcels of land described in "EXHIBIT A' and further illustrated
in "EXITIBIT B", attached herein, with all rights and appurtenances pertaining to the said
property, including any right, title and interest of Seller in and to adjacent streets, alleys or rights-
of-way (all of such real property, rights, and appurtenances being hereinafter referred to as the
.~"Propea'~y"), together, with any improvement~.t.tja'es, and personal property situated on and
attached to the Property, for the consideratidn and t¥on and subject to the terms, provisions, and
conditions hereinafter set forth.
II.
PURCHASE PRICE
Amount of Purchase Price. The total pnrchasc price for the Property shall be the snm
of One Hundred Eighty Seven Thousand Five Hundred Dollars and No Cents
($187,500.°°) (the "Purchase Price").
Payment of Purchase Price. The full amount of the Purchase Price shall be payable in
cash at the closing.
IlL
PURCHASER'S OBLIGATIONS
The obligations of Purchaser hereunder to consummate the transactions contemplated
hereby are subject to the satisfaction of each of the following conditions any of which may be
waived in whole or in part by Purchaser at or prior to the closing.
1. Preliminary Title Report. Within ten (10) business days after the date hereof, Seller, at
Purchaser's sole cost and expense, shall have caused the Title Company (hereinafter defined) to
issue a owner's policy commitment (the "Commitment") accompanied by copies of all recorded
documents relating to easements, rights-of-way, etc., affecting the Property. Purchaser shall give
Seller written notice on or before the expiration often (10) business days after Purchaser receives
the Commitment that the condition of title as set forth in the Commitment is or is not satisfactory.
In the event Purchaser states the condition of title is not satisfactory, Seller shall, at Seller's
option, promptly undertake to eliminate or modify all unacceptable matters to the reasonable
satisfaction of Purchaser. In the event Seller is unable to do so within ten (10) business days after
receipt of written notice, Purchaser, at its option may elect to terminate this Agreement (in which
event this Agreement shall be null and void), grant Seller additional time to cure, or proceed to
closing. Purchaser's failure to give Seller this written notice shall be deemed to be Purchaser's
acceptance of the commitment.
2. Survey. Purchaser, at Purchaser's sole cost and expense, shall obtain a current survey of
the Property, prepared by a duly licensed Texas land surveyor acceptable to Purchaser. The
· survey shall be staked on the ground, and shall show the location of all improvements, highways,
-~treets,,roads, railroads, rivers, creeks, or ot~l,~at, er courses, fences, easements, and rights-of-
way on or adjacent to the Property, if any, and shalFcontain the surveyor's certification that there
are no encroachments on the Property and shall set forth the number of total acres comprising the
Property, together xvith a metes and bounds description thereof. Following delivery of the
Survey, the parties agree to amend this Contract to substitute the metes and bounds description of
the Property set forth on the Survey for the current description set forth herein if the current
description is different from that set forth in the Survey.
Purchaser will have ten (10) business days after receipt of the survey to revie~and approve
the survey. In the event the survey is unacceptable, then Pnrchaser shall within the ten (10)
business day period, give Seller written notice of this fact. Seller shall, at Seller's option,
promptly undertake to eliminate or modify the unacceptable portions of the survey to the
reasonable satisfaction of Purchaser. In the event Seller is unable to do so within ten (10)
business days after receipt of written notice, Pnrchaser, at its option may elect to terminate this
Agreement (in which event this Agreement shall be null and void), grant Seller additional time to
cure, or proceed to closing. Purchaser's failure to give Seller this written notice shall be dec,ned
to be Purchaser's acceptance of the survey.
3. Seller's Compliance. Seller shall have performed, observed,, and complied with all of the
2
covenants, agreements, and conditions required by this Agreement to be performed, observed,
and complied with by Seller prior to or as of the closing.
REPRESENTATIONS AND WARRANTIES OF SELLER
Seller hereby represents and warrants to Purchaser as follows, which representations and
warranties shall be deemed made by Seller to Purchaser also as &the closing date:
1. Property to be sold in "AS IS" condition; however nothing herein shall be construed to
release, discharge or hold harmless, any of Seller's predecessors in title.
CLOSING
The closing shall be held at the office of First American Title Insurance Company, 1100
Dallas Drive, Suite #112, Denton, Texas 76205 on or before November 29, 2003, or at such title
company, time, date, and place as Seller and Purchaser may mutually agree upon (which date is
herein referred to as the "closing date").
CLOSING REQUIREMENTS
1. Seller's Requirements. At the closing Seller shall:
A. Deliver to the City of Denton a duly executed and acknowledged Special
Warranty Deed conveying good and marketable title in fee simple to all of the
Property, free and clear of any and all liens, leases, encumbrances, conditions,
assessments, and restrictions, except for the following:
1. General real estate taxes for the year of closing and
subsequent years not yet due and payable;
2. Any exceptions approved by Purchaser pursuant to
Purchaser's Obligations hereof; and
3. Any exceptions approved by Purchaser in writing.
B. Deliver to Purchaser a Texas Owner's Policy of Title Insurance at Purchaser's sole
expense, issued by Texas Title Company, Denton, Texas, (the "Title Company"), or
such title company as Seller and Purchaser may mutually agree upon, in Purchaser's
favor in the full amount of the purchase price, insuring fee simple title for the City of
Denton to the Property subject only to those title exceptions listed in Closing
Requirements hereof, such other exceptions as may be approved in writing by
Purchaser, and the standard printed exceptions contained in the usual form of Texas
Owner's Policy of Title Insurance, provided, however:
1. The bonndary and survey exceptions shall be deleted if
required by Purchaser and if so required, the costs associated
with same shall be borne by Purchaser;
2. The exception as to restrictive covenants shall be endorsed
"None of Record";
3. The exception for taxes shall be limited to the year of
closing and shall be endorsed "Not Yet Due and Payable";
and
4. The exception as to liens encumbering the Property shall
be endorsed "None o f Record".
C. Deliver to Purchaser possession of the Property on the da5 of closing.
D. Seller shall not be responsible for any applicable rollback taxes.
2. Purchaser's Requirements. Purchaser shat! pay the consideration as referenced in the
"Purchase Price" section of this contract at Closing in immediately available funds.
3. Closing Costs. Seller shall pay all taxes assessed by any tax collection authority through
the date of Closing. All other customary and standard costs and expenses of closing in
consummating the sale and purchase of the Property not specifically allocated herein shall be paid
by the Purchaser, except each party will be responsible for its own attorney fees.
VII.
REAL ESTATE COMMISSION
Seller and Purchaser represent and warrant to each other that neither has retained a broker
for this transaction and that there are no broker or real estate fees due as a result of the
consummation of this contract.
VIII.
BREACH BY SELLER
If Seller fails to fully and timely perform any of its obligations under this Contract or fails
to consummate the sale of the Property for any reason, except Buyer's default, Buyer may enforce
specific performance of this Contract.
BREACH BY PURCHASER
In the event Buyer fails to consummate the purchase of the Property, if Seller is not in
default under this Contract, Seller will have the right to enforce specific performance of this
Contract.
Xo
MISCELLANEOUS
1. Assignment of Agreement. Purchaser may assign this Agreement without the express
written consent of Seller·
2. Survival of Covenants. Any Of the~representations, warranties, covenants, and
agreements of the parties, as well as any rights and benefits &the parties, pertaining to a period
of time following the closing of the transactions contemplated hereby shall survive the closing and
shall not be merged therein·
3. Notice· Any notice required or permitted to be delivered hereunder shall be deemed
received when sent by United States mail, postage prepaid, certified mail, return receipt
requested, addressed to Seller or Purchaser, as the case may be, at the address set forth beneath
the signature of the party.
a. Seller's agent for purposes of notice shall be: Jerry Combs, 525 North Locust, Denton,
Texas 76201.
b. Purchaser's agent for the purposes of notice shall be: Edwin Snyder, Deputy City Attorney,
City of Denton, 215 East McKinney Street, Denton, Texas, 76201
4. Texas Law to Apply. This Agreement shall be construed under and in accordance with
the laws of the State of Texas, and all obligations of the parties created hereunder are performable
in Denton County, Texas.
5. Parties Bound. This Agreement shall be binding upon and inure to the benefit of the
parties and their respective heirs, executors, administrators, legal representatives, sncccssors aad
assigns where permitted by this Agreement.
6. Legal Construction. In case any one or more of the provisions contained in this
Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, said
invalidity, illegality, or unenforceability shall not affect any other provision hereof, and this
Agreement shall be construed as if the invalid, illegal, or unenforceable provision had never been
contained herein.
7. Prior A~reements Superseded. This Agreement constitutes the sole and only agreement
of the parties and supersedes any prior understandings or written or oral agreements between the
parties respecting the within subject matter.
8. Time of Essence. Time is of the essence in this Agreement.
9. Gender. Words of any gender used in tiffs Agreement shall be held and construed to
~include~any other gender, and words in the singl~.~uinber shall be held to include the plural, and
vice versa, unless the context requires otherwise.
10. Memorandum of Contract. Upon request of either r~arty, both parties shall promptly
execute a memorandum of this Agreement suitable for filing of record.
I 1. Compliance. In accordance with the requirements of the Texas Real Estate License
Act, Purchaser is hereby advised that it shonld be fi~rnished xvith or obtains a policy of title
insurance or Purchaser shoukl have the abstract covering the Property examined by an attorney of
Purchaser's own selection.
12. Effective Date. The term"Effective Date" means the latter of the dates on which this
Contract is signed by either Seller or Purchaser, as indicated by their signature belo~v. If the last
party to execute this Contract fails to complete the date of execution below that party's signature,
the date the Title Company acknowledges receipt of a copy of this fidly executed contract is the
Effective Date,
IN W1TNESS WHEREOF, Seller and Purchaser have executed this contract as follows:
SELLERS:
Robert K[ith Good
Date:
Katnna Kay Ho~ R~ch
Date: 4'2q'r 3
Kenneth Hues Howell
Date:
Kendra Gail Howell Harper
Date: q~,,qq ~' 03
BY:
Ronald Brown
Date:
Wanda N, Donato
Date:
BY:
Terry L. ~ -
Date:
!
PURC~
BY: MichaelA' Con uff
City Manager
215 E. McKinney
Denton, Texas 76201
Date:
APPROVED AS TO FORM:
TITLE COMPANY ACCEPTANCE AND ACKNOWLEDGEMENT
The Title Company acknowledges receipt of the fully executed Contract on __
,2003.
day of__
TITLE COMPANY:
Name: First American Title Insurance Company
Address: 1100 Dallas Drive, Suite #112
Denton, Texas 76201
Telephone: 940-383-2357
By:
Printed Name:
Title:
8
EXHIBIT A
DESCRIPTION OF PROPERTY:
SITUATED in the City of Denton, Denton County, Texas
being a tract of land out of the Gideon Walker Survey,
Abstract No. 1330, said tract being a podion of that parcel of
land conveyed to Rosa Lee Chavez by deeds as recorded in
Volume 385, Page 87, Volume 676, Page 369 and Volume
676, Page 371 of the Deed Records of Denton County,
Texas (D.R.D.C.T.), said tract being herein more padicularly
described by metes and bounds as follows:
COMMENCING at a %" capped iron rod at the southwest
properly corner of the said Chavez tract, said point being the
northwest properly corner of a tract of land conveyed to the
City of Denton by deed as recorded in Denton County
Clerk's File No. 96-0034339 (D.C.C.F.No.), said point also
being on the existing easterly right-of-way of South Mayhill
Road;
THENCE~ Nodh 4 degrees 06,minutes 39 seconds East,
along'the west properly line of the*.said Chavez tract and
along the said right-of-way line of South Mayhill Road,
150.12 feet to the POINT OF BEGINNING;
THENCE, Nodh 4 degrees 06 minutes 39 seconds East,
continuing along the said properly line and said right-of-way
line, 146.36 feet to a point;
THENCE, Nodh 88 degrees 21 minutes 07 seconds West
26.79 feet to a point on the west line of the said Gideon
Walker Survey, said point being at the approximate
centerline of South Mayhill Road;
THENCE, Nodh 3 degrees 37 minutes 40 seconds East,
along the west properly line of the said Chavez. tract and
along the said survey line, 118.49 feet to the nodhwest
properly corner of the said Chavez tract;
THENCE, South 88 degrees 30 minutes 57 seconds East at
27.79 feet passing a RR-TIE corner post at the southwest
properly corner of a tract of land conveyed to the City of
Denlon by deed as recorded in D.C.C.F.No. 99-0088982,
continuing in all 740.93 feet to a 1/2" iron rod found at the
northeast properly corner of the said Chavez tract;
THENCE, South 2 degrees 02 minutes 53 seconds West,
along a easterly properly line of the said Chavez tract and
along a westerly properly line of a tract of land conveyed to
the City of Denton by deed as recorded in D.C.C.F.No. 95-
0072063, 180.40 feet to a RR-TIE corner post at a southeast
properly corner of the said Chavez tract, said point being the
northeast properly corner of a tract of land conveyed to the
City of Denton by deed as recorded in D.C.C.F.No. 96-
0021132;
THENCE, Nodh 88 degrees 53 m?nutes 11 seconds West,
along a southerly property line of tl~'e said Chavez tract and
along the nodh property line of the said City of Denton tract
(96-0021132), 417.21 feet to a 3/8" iron rod found at the
northwest properly corner of the said City of Denton tract
(96-0021132);
THENCE, South 2 degrees 24 minutes 40 seconds West,
along a easterly properly line of the said Chavez tract and
along a westerly properly line of the said City of Denton tract
(96-0021132), 83.10 feet to a point on a nodh common
properly line of the remainder of land conveyed to Rosa Lee
Chavez by deed recorded in Volume 676, Page 369 of the
D.R.D.C.T.;
THENCE, Nodh 88 degrees 14 minutes 03 seconds West,
along the said common property line, 304.97 feet to the
POINT OF BEGINNING;
The tract of land being herein described contains 3.6469
acres (158,859 Sq. Ft.) of land.
EXHIBIT B