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2003-222S:\Our Documents\Ordinances\03\Denton State School Real Estate Ordinance.doc ORDINANCE NO. Mj - A AN ORDINANCE OF THE CITY OF DENTON, TEXAS APPROVING A REAL ESTATE CONTRACT BETWEEN THE CITY OF DENTON, THE STATE OF TEXAS BY AND THROUGH THE TEXAS DEPARTMENT OF MENTAL HEALTH AND MENTAL RETARDATION AND THE SCHOOL LAND BOARD FOR THE PURCHASE OF AN APPROXIMATE 10.965 ACRE TRACT AND A 2.689 ACRE TRACT OF LAND LOCATED ADJACENT TO THE DENTON STATE SCHOOL IN THE M.E.P. & P. RR SURVEY, ABSTRACT NO. 950 IN THE CITY OF DENTON, DENTON COUNTY, TEXAS; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFORE; AND PROVIDING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON, TEXAS HERBY ORDAINS: SECTION 1. The City Manager, or his designee, is hereby authorized to execute a real estate contract between the City of Denton and the State of Texas by and through the Texas Department of Mental Health, Mental Retardation and the School Land Board, in substantially the form of the contract which is attached hereto and made a part of this ordinance for all purposes. SECTION 2. The City Manager, or his designee, is authorized to make the expenditures as set forth in the attached Real Estate Contract. SECTION 3. This ordinance shall become effective immediately upon its passage and approval. RaL PASSED AND APPROVED this the ~ - day of '2003. EULINE BROCK, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: OVED AS TO EGAL FORM: HERBERT L. P Y, CITY ATTORNEY BY: EARNEST MONEY CONTRACT SALE OF PROPERTY FROM STATE OF TEXAS TO PERMANENT SCHOOL FUND FOR SALE TO THE CITY OF DENTON THIS CONTRACT OF SALE is made by and between the State of Texas, acting by and through the Texas Department of Mental Health and Mental Retardation, TDMHMR for the use and benefit of the Denton State School, Denton, Texas, hereinafter referred to as the SELLER or TDMHMR and the School Land Board by and through its chair, the Commissioner of the Texas General Land Office Chairperson, on behalf of the Permanent School Fund, hereinafter referred to as the SELLER or SLB and the City of Denton, Texas, hereinafter referred to as the BUYER or CITY. 1. PURCHASE AND SALE OF PROPERTY. For the consideration and subject to the terms, provisions and conditions herein, SELLER hereby agrees to convey, and BUYER hereby agrees to purchase and pay for, the following described approximate 13.654 acres of Property, for use as designated by the City of Denton, Texas provided and except however, the deed restrictions enumerated herein that run with the land Tract One. A parcel of land not to exceed 10.965 acres out of an being a part of that 201.38 acres of land deeded to the State of Texas by Alfred F. Sellmeyer and wife Barbara F. Sellmeyer as shown by that deed recorded in Volume 435 Page 12 Real Property Records of Denton County, Texas, said 10.965 acres situated in the City of Denton, County, Texas described as shown in Exhibit "A" attached hereto and made a part hereof to which reference is made for further description. Approximately 1.135 acres of Tract One lies within State School Road right-of-way. Tract Two. A parcel of land not to exceed 2.689 acres out of an being a part of that 201.38 acres of land deeded to the State of Texas by Alfred F. Sellmeyer and wife Barbara F. Sellmeyer as shown by that deed recorded in Volume 435 Page 12 Real Property Records of Denton County, Texas, said 2.689 acres situated in the City of Denton, County, Texas described as shown in Exhibit "B" attached hereto and made a part hereof to which reference is made for further description. Approximately 0.192 acres of Tract Two lies within State School Road right-of-way. Together with any and all rights and appurtenances pertaining to the "Property" including any development rights, easements appurtenant, and right, title and interest of Seller in and to adjacent streets, alleys, easements and rights of way related to the "Property". All minerals, mineral rights, royalty interests and development rights not herein conveyed will be retained by Seller except however, such reservation will prohibit use of the surface for drilling purposes and require off site drilling to explore for, drill and harvest the minerals reserved. All of such real property, rights, interests and appurtenances are hereinafter referred to as the "Property". S:\Our Documents\Contracts\03\Denton State School Contract.DOC 07/17/03 Page 1 of 22 2. SALES PRICE. The Sales Price shall be Four Hundred Nine Thousand and No/100 ($409,000) payable in full at closing. "Funding Out". It is expressly understood and agreed that in the event sufficient funds are not appropriated for the payment of the amounts due under the Contract, then the Buyer may terminate its payment obligations under the Contract. Buyer agrees that in the event it terminates its payment obligations in accordance with the terms of this provision, Buyer will promptly terminate this Contract. Termination of the Buyer's payment obligations in accordance with the terms of this provision shall not be deemed a default by Buyer on its obligations under the Contract and Buyer shall not be liable for any unpaid amounts due under the Contract or for any deficiency. 3. INDEPENDENT CONSIDERATION. Buyer shall deposit with Fidelity National Title Insurance Company, Austin, TX 78734 ("Title Company") the amount of One Hundred Dollars ($100.00) (the Independent Consideration) within 5 business days after execution of this Contract by Seller and Buyer. Within 5 business days following its receipt of the Independent Consideration, the Title Company shall deliver to Seller all of the Independent Consideration as consideration for this Contract. The Independent Consideration will not be returned to Buyer if the Contract is terminated for any reason. 4. PROPERTY CONDITIONS. Buyer may investigate the condition of the Property pursuant to paragraph 6C of this Contract prior to Closing. 5. SURVEY, ENVIRONMENTAL ASSESSMENT AND TITLE COMMITMENT. A. Survey. (a) Within 45 days after the completion of the execution of this agreement, Buyer shall, at the expense of The City of Denton, Denton, Texas, Buyer, deliver or cause to be delivered to Seller and the Title Company a copy of a current on the ground survey, which complies with this Subparagraph 5(A)(a), ("Survey") of the property made by a duly licensed surveyor reasonably acceptable to Seller and in a form acceptable to Buyer and the Title Company. If Seller chooses to have the survey exception deleted then the additional expense to delete the Survey exception (except as to shortages in area) will be paid by the City of Denton, proposed Assignee. The Survey must: (i) be a Category 1-A Land Title Survey, as specified by the latest edition of the Manual of Practice for Land Surveying published by the Texas Surveyors Association, (ii) be addressed to Buyer and Title Company and (iii) include: (1) the actual boundaries and dimensions of the property; S:\Our Documents\Contracts\03\Denton State School Contract.DOC 07/17/03 Page 2 of 22 (2) a metes and bounds description of the Property (unless the property can be described by reference to a recorded plat); (3) the location of any easements, set back lines, encroachments, overlaps, roadways or waterways; (4) the outside boundary lines of all improvements and all fences; (5) a certification by the Surveyor to the Buyer and the Title Company (a) that the Survey was made on the ground (b) that the Survey is correct, (c) that the Property adjoins a publicly- dedicated roadway, and (d) that there are no discrepancies, conflicts, shortages in area, boundary line conflicts, encroachments, or visible or apparent easements, roadways or rights of way, except as shown on the survey; (6) the Surveyor's registered number and seal; and ('n Identification of any area within the Property that has been designated by the Federal Insurance Administrator, the US Army Corps of Engineers, or any other governmental agency or body as being subject to special flooding hazards, or certification that no such flood hazard area exists on the Property. Upon delivery of the Survey, the metes and bounds description of the Property shall automatically be incorporated into this Contract as a revised EXHIBIT "A" and revised EXHIBIT "1311. (b) Seller will have 30 days after receipt of the Survey to review and approve it or notify Buyer of objections as provided in paragraph 6. B. Environmental Assessment. Within 30 days after the Effective Date of this Contract, Buyer may, in its discretion, at expense of City of Denton, Texas, deliver to Seller a current Phase I Environmental Site Assessment covering the Property, performed by a firm or consultant approved by Buyer. In the event and only in the event that such assessment concludes that environmental cleanup, abatement or mitigation is required, Buyer may, in its sole discretion, terminate this contract. C. Title Commitment. Within 20 days after the Effective Date of this Contract, Seller shall have caused Title Company to issue as follows: (a) A title commitment ("Title Commitment") covering the Property binding the Title Company to issue a Texas Owner's Policy of Title Insurance on the Standard form of policy prescribed by the Texas State Board of Insurance at the closing in the full amount of the Sale Price, subject only to the exceptions approved or waived S10ur Documents\Contracts\030enton State School Contract.DOC 07/17/03 Page 3 of 22 by Buyer in accordance with paragraph 6, a copy of which is attached as Exhibits "D" and "E" and any liens established as part of the transaction subject of this Contract of Sale; and (b) True, correct, and legible copies of any and all instruments referred to in the Commitment that constitute exceptions or restrictions upon the Seller's title; and Buyer will have 20 days after receipt of the Title Commitment and copies of the instruments to review and approve it or notify Seller of objections as provided in paragraph 6. D. Appraisal. Sellers have appointed an appraiser to appraise the property at Buyer's sole expense. Should the transaction subject of this agreement not close and fund, for any reason whatsoever, Buyer shall pay the expenses allocated to Seller herein, to include expenses of the appraisal. Upon receipt of the appraisal, Seller will furnish a copy to Buyer. The appraiser as provided for herein, will take into account the restrictions on the use of the property as provided in Exhibit "B" attached to this agreement. E. Other Documents. In all instances where Buyer prepares, acquires or obtains, as the case may be, of any site development plans, permits, environmental analyses, or any other information or review with respect to the physical condition of or development on the property during the investigative period, Buyer shall furnish to Seller within 7 days of acquisition of such document or documents at no cost to Seller, copies of the aforesaid plans, permits, analyses, assessments, and other documentation developed by or for Purchaser regarding the physical condition and investigation of the property including any governmental approvals and consents required for the development of the property. 6. APPROVAL PERIOD AND TITLE A. Commitment Documents Review. Buyer shall have 20 days after the receipt of the Survey, the Title Commitment, Appraisal, copies of all instruments referred to in the Commitment ("Commitment Documents"), and any and all documents called for in this contract, in accordance with the provisions of this contract, to review them and to deliver in writing to Seller any objections that Buyer may have. In addition, if Buyer receives any revised Commitments or revisions to any other documents prior to Closing, Buyer has 10 more days to review the Commitment and or any other Documents and deliver in writing to Seller any objections that Buyer may have. Any item to which Buyer does not object within the "Review Period" will be deemed accepted by Buyer. If Buyer makes objections, Seller has 30 days to cure same. S:\Our Documents\Contracts\03\13enton State School Contract.DOC 07/17/03 Page 4 of 22 If Seller delivers written notice to Buyer on or before Closing Date that Seller is unable or unwilling to satisfy such objections, or is unable to convey title in accordance with paragraph 7, Buyer may either waive such objections, accept title subject to all such objections, or terminate this Contract by written notice to Seller. If Seller terminates this Contract, the Independent Consideration must be refunded to Buyer. B. Title. At the Closing, Seller will convey to Buyer good and indefeasible title by Deed from the State of Texas without warranties, subject only to any title exceptions approved or accepted by Buyer in advance in accordance with paragraph 6 and subject to use restrictions that will be a covenant running with the land. The use restrictions will restrict the use of the subject property for uses as designated by the City of Denton, Texas subject to deed restrictions set forth herein as Exhibit "E" attached hereto and made a part hereof. Said restrictions will be a covenant that runs with the land. Delivery of the title policy pursuant to paragraph 7 below will be deemed to fulfill all duties of Seller as to the sufficiency of title required hereunder. This provision for use restriction will survive the closing. C. Review Period. In consideration of the Independent Consideration and other good and valuable consideration, paid to Seller by Buyer, Seller grants Buyer the right to investigate, inspect, and review the Property and all current "Documents" pertaining to site development of the Property in Seller's possession or control for a period of 60 days from the Effective Date of this Contract. During the review period Buyer, its authorized agents, representatives, and employees may enter upon the Property at reasonable times under reasonable circumstances to inspect the Property and conduct soil, subsoil, and such other tests as may be reasonably required by Buyer. Reasonable hours are agreed to be those hours between 8:00 am and 5:00 pm local time on weekdays, unless otherwise specifically authorized by the Superintendent of the Denton State School or his designee. Buyer is responsible that the contractor must comply with the local rules and regulations for entry upon the property to include notification to the Superintendent upon each entry to the property. Buyer is responsible that the entity performing the inspection and testings required by Buyer will comply with all safety requirements as established by the Texas Department of Mental Health and Mental Retardation. Seller agrees to cooperate with Buyer in allowing Buyer, its authorized agents, representatives, or employees to have access to the Property to conduct such studies or investigations, upon reasonable notice to Seller. During the Review Period, Seller further agrees to allow Buyer, its authorized agents, representatives or employees, to inspect and make copies of all current SAOur Documents\Contmas\03\10enton State School Contract.DOC 07/17/03 Page 5 of 22 assessments (special or otherwise), and correspondence from governmental entities with respect to the Property, all service agreements or other contracts affecting the Property, surveys, operations and maintenance plans, environmental reports, and all books, records, files, reports, and all other documents and related items in anyway pertaining to the Property's physical condition, (collectively, "Documents"), which are in Seller's possession or control. The inspection and copying must be done at Seller's office or another place designated by Seller. Seller must provide access to the Documents within the Review Period. Seller must conspicuously mark any and all of the Documents that are proprietary and confidential in nature. To the extent it is permitted to do so under applicable law, Buyer agrees not to disclose the Documents, or any of the provisions, terms or conditions thereof, to any party other than those individuals within Buyers organization and Buyers agents and representatives. To the extent it is permitted to do so under applicable law, Buyer shall return all of the Documents marked proprietary and confidential to Seller if this Contract terminates and Buyer does not purchase the Property. Any termination of this Contract applies to the total Contract. No partial sales are contemplated by the parties herein. Within a reasonable time after the date scheduled or required for furnishing of the documents or an event to occur and the document is not delivered or event occurred, the party that was entitled to receive the documents or benefit from the event will notify the other party the documents have not been received or the event has not occurred. If Buyer does not receive the Commitment Documents or access to the Documents or access to the Property for inspection or testing within the Review Period, Seller grants Buyer an extension of the Review Period of two days for each day any of the Commitment Documents or "Documents" are past due or access to the Property was unavailable. For the independent consideration named in this real estate contract, at any time during the Review Period Buyer shall have the unrestricted right to terminate this Contract by giving Seller written notice of termination within the time of the Review Period. In the event Buyer gives notice of termination within the Review Period, the independent consideration will not be refunded, however any earnest money will be refunded to Buyer and both parties shall be released from further obligations under this Contract except any obligations incurred to third parties. To terminate this Contract as provided in this paragraph, Purchaser must give written notice thereof on or before the date of the expiration of the Review Period provided herein. If Buyer fails to give such written notice of termination within the period required herein, Purchaser shall be deemed to have elected to waive the right to terminate. S:\Our Documents\Contracts\03\Denton State School Contract.DOC 07/17/03 Page 6 of 22 For the purposes of this paragraph time is of the essence, strict compliance with the time for Review Period stated herein is required. 7. CLOSING. The Closing of the sale will be on or before September 30, 2003 at a time and at the office of Fidelity National Title Insurance Company, 1213 Ranch Road 620, Suite 101, Austin, TX 78734 (the Title Company). The Closing Date may be extended by written agreement of the parties if necessary for Seller to cure title matters or perform any of its obligations under this Contract so long as all extensions will end on October 30, 2003 and unless amendments are approved in writing by all parties, the contract is null and void unless closed no later than October 30, 2003. A. At the Closing, Seller shall deliver to Buyer: (a) a Deed from the State of Texas (without warranties) in substantially the form shown in the attached and incorporated EXHIBIT "C" conveying the Property, subject only to exceptions previously approved or deemed accepted by Buyer in accordance with paragraph 6; and (b) an Owner's Policy of Title Insurance (the "Title Policy") issued by Title Company at sole cost and expense of the City of Denton, Texas, Buyer, in the full amount of the Sales Price, dated as of the Closing Date, insuring Proposed Assignee's fee simple title to the Property to be good and indefeasible subject only to those title exceptions permitted herein, or as may be approved by Buyer in writing, and the standard printed exceptions contained in the usual form of the Title Policy, provided, however; (1) there must be no exception made to rights of parties in possession; and (2) if a survey deletion is obtained, the exception to survey matters must be deleted except for "shortages in area" and endorsed. (c) possession of the property; and (d) deed restrictions as attached hereto as Exhibit "E" which are covenants that run with the land and (e) resolution(s) as appropriate, by the Texas Board of Mental Health and Mental Retardation and by the School Land Board of the State of Texas evidencing Seller's authority to enter into the transactions described herein; and resolution(s) as appropriate, by the City of Denton, Denton, Texas, evidencing Buyer's authority to enter into the transactions described herein and (1) Any other documents required under the terms of this Contract; and SAOur Documents\Cont7acts\03\Denton State Scbool Contract.DOC 07/17/03 Page 7 of 22 (g) Any other document reasonably required by the Title Company or the Buyer to carry out the terms and obligations of this Contract. B. At the Closing, Buyer shall deliver to Seller: (a) the cash portion of the Sales Price; and (b) evidence of Buyer's authorization to consummate this transaction; and (c) any document reasonably required by the Title Company or the Seller to cant' out the terms and obligations of this Contract. C. Buyer shall pay for the title insurance premium for the Title Policy, appraisal fees incurred by Seller herein, all of the escrow fee charged by Title Company and additionally, all fees and expenses contracted for by Buyer and additionally all fees and expenses customarily paid by Buyer in a commercial real estate transaction. If Buyer is unwilling or unable to pay for costs enumerated in this agreement, either party may terminate this Contract. D. Seller is restricted as to payment of closing costs. Insofar as the law will permit, Seller will pay all normal and customary closing costs incurred by Seller in a commercial real estate transaction except those enumerated above which costs will be paid by Buyer 8. CURRENT USES AND OTHER AGREEMENTS. The Property is presently subject to a lease agreement between the State of Texas, acting by and through the Texas Department of Mental Health and Mental Retardation, as Lessor and the City of Denton, Denton, Texas, a home rule city of the County of Denton, State of Texas as Lessee of which the portion of said lease that includes the Property described herein shall terminate one business day prior to closing. Said Lease shall remain in full force and effect for the remainder of property under the lease agreement that is not included in this transaction. The remainder property shall be subject to the current terms and conditions of said Lease. The intended use for the 2.69 acres of the property is for street purposes. 9. CASUALTY LOSS. If, prior to Closing, any part of the Property is damaged or destroyed by fire or other casualty loss, Seller bears the risk of such loss and Buyer may either terminate this Contract or Buyer may accept the Property in its then existing condition. Seller shall not be obligated to make any repairs to the Property. 10. DEFAULT. If Buyer fails to comply herewith, except under the "Funding Out" provisions of paragraph 2, Seller may terminate this Contract. If Seller fails to comply herewith for any reason, Buyer may (1) terminate this Contract thereby releasing Seller from this Contract. SA0ur Documents\Contracts\03\Denton State School Contract.DOC 07/17/03 Page 8 of 22 11. CONDEMNATION. If any part of the Property is condemned prior to Closing, Seller shall promptly give Buyer written notice of such condemnation and Buyer may either apply the proceeds of any condemnation award on a pro rata basis to reduce the Sales Price provided herein or declare this Contract terminated by delivering written notice of termination to Seller. 12. CONTINGENCIES. This Contract and Seller's performance hereunder is subject to (i) all applicable governing documents agreements and plans in force under provisions of rules and regulations concerning the sale of lands owned by the State of Texas for the use and benefit of the Mental Health Mental Retardation Department, the purchase of such lands by the School Land Board and the sale of such lands by the School Land Board to the Proposed Assignee. It is expressly understood and agreed that Sellers' obligation to close is conditional upon the Sellers and Buyer not being in default or in violation of any such rule or regulation at the time Closing. If there exists such a default at the time of Closing, this Contract shall then become null and void and both parties hereto shall be released of all obligations hereunder. (ii) The Buyer, its successors and assigns shall construct a fence pursuant to standards of material and workmanship agreed to in writing by the Seller herein along the entire most southern boundary of the tract hereby conveyed and Buyer, its successors and assigns shall maintain such fence according to such standards agreed in writing by the Seller Texas Department of Mental Health and Mental Retardation, its successors and assigns. Such standards of maintenance, material and workmanship shall be as agreed in writing prior to closing of this transaction and subject to amendment as agreed by the said Seller and the Buyer from time to time. An amount not to exceed $220.00 per linear foot for such fencing and landscaping will be paid by City. (iii) Reservation by Seller of a gas line easement 8 feet on each side of the center of the existing gas line servicing the Denton State School which easement is to be specified in detail on the survey plat of the property herein conveyed to which plat reference is made. (iv) Granting of a temporary construction and grading easement in favor of the City of Denton for the purpose of reconfiguration by the City of the floodplain area to replace the storm water flow capacity that will be lost due to construction of the proposed road. 13. LICENSE. Seller acknowledges that it may be necessary for Buyer in its effort to construct the fence and drainage improvements on the subject property, to utilize the Seller's adjacent property from time to time for use as a staging area. Buyer's authorization to use Seller's adjacent property shall be as defined in a written agreement between the Parties from time to time. 14. REPRESENTATIONS. In addition to other representations made herein, Seller represents there will be no unrecorded leases against any of the Property on Closing Date except those specified in paragraphs 8 and 12 of this Contract. All representations made in this Contract survive Closing. 15. NOTICES. Any notice or communication required or permitted hereunder will be deemed to be delivered, whether actually received or not, when deposited in the S:\Our Documents\Contracts\03\Denton State School Contract.DOC 07/17/03 Page 9 of 22 United States mail, postage fully prepaid, registered or certified mail, and addressed to the intended recipient at the address directly below, or when hand delivered as evidenced by written acknowledgement thereof. Any address for notice may be changed by written notice delivered as provided herein. Seller: Texas Department of Mental Health And Mental Retardation 909 West 45`h Street, 2nd Floor Austin, Texas 79751 Attn: Steve Craddock Phone No. 512-206-4579 Fax No. 512-206-5443 With copy to: Texas General Land Office Director of Real Estate Asset Management Division Stephen F. Austin Building 1700 N. Congress Avenue Austin, Texas 78761-1495 Attn: Bob Hewgley Phone No. 512-463-5013 Fax No: 512-463-5098 Texas General Land Office Legal Services Division Stephen F. Austin Building 1700 N. Congress Avenue Austin, Texas 78701-1495 Attn: Charles W. Richards Phone No. 512-305-9108 Fax No. 512-463-6311 Buyer: City of Denton City Manager City Hall East 215 East McKinney Denton, Texas 76205 With copy to: City of Denton Law Department Attn: Mr. Ed Snyder 215 E. McKinney Street Denton, Texas 76201 16. INTEGRATION. This Contract contains the complete agreement between the parties and cannot be varied except by a written agreement of the parties, executed by S90ur Documents\Contracts\03\Denton State School Contmct.DOC 07/17/03 Page 10 of 22 duly authorized representatives of each party. The parties agree that there are no oral agreements, understandings, representations, or warranties that are not expressly set forth herein. 17. BINDING EFFECT. This Contract is binding upon, and inures to the benefit of the parties hereto and their respective successors, legal representatives and assigns. 18. ASSIGNMENT. Buyer may not assign this Contract without written consent by Seller which consent and approval for assignment is in Seller's sole discretion. 19. STATUTORY AUTHORITY. This Contract is being entered into by Seller pursuant to Section 32.061 and Section 51.052, Texas Natural Resources Code, as amended. At the closing the Commissioner of the Texas General Land Office and Chairman of the School Land Board on behalf of the Permanent School Fund and as approved by the School Land Board, will purchase the Property from the Texas Department of Mental Health and Mental Retardation under the provisions of Section 1(g) Acts 1983, 68th Legis, pg 79, Ch. 11, Sec 1 to 3, as amended by Acts 1991, 72nd Leg., Ch. 633, Sec 8, eff Aug 26, 1991 and simultaneously therewith will sell the Property to the City of Denton, Denton, Texas pursuant to Section 51.052(h), Texas Natural Resources Code, as amended. 20. APPLICABLE LAW. All provisions of this Contract must 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 Travis County, Texas. 21. LEGAL CONSTRUCTION. If any one or more of the provisions of this Contract are for any reason held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or un-enforceability does not affect any other provision hereof and this Contract must be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. 22. TIME. Time is of the essence. 23. ENTIRE AGREEMENT. This Contract constitutes the entire agreement between the parties, there being no oral agreements, representations, conditions, or warranties, express or implied, in addition to this Contract. 24. CITY COUNCIL APPROVAL. The Buyer's obligations and performance under this Contract are contingent on approval of this purchase and the provisions of this agreement by the City Council, Denton, Texas. If that governing body denies approval, this Contract shall be void. This Contract is further contingent upon the availability of funds to the City of Denton and designation of such funds for the purposes stated in this agreement and authorized by the Denton, Texas City Council and City Departments as appropriate. S:\Our Documents\Contracts\03\Denton State School ContractCDOC 07/17/03 Page 11 of 22 25. BOARD APPROVAL. The Buyer's obligations and performance under this Contract are contingent on approval of this purchase, sale of this property and the provisions of this agreement by the School Land Board and the Texas Board of Mental Health and Mental Retardation. If either governing body denies approval, this Contract shall be void. This Contract is further contingent upon the availability of funds to the School Land Board and designation of such funds for the purposes stated in this agreement as decided in its sole discretion and authority that not only are the funds available but in their sole discretion, the funds required to close this transaction are designated for the purpose indicated in this agreement. EXECUTED in multiple counterparts by the Seller and Buyer on the dates set forth below. The later date is the Effective Date of this Contract. SELLER: The State of Texas for use and benefit Of the Texas Department of Mental Health and Mental Retardation By Karen F. Hale, Commissioner Date SELLER: School Land Board for use and Benefit of Permanent School Fund by Commissioner of the General Land Office Chairman of School Land Board Witness my hand and seal of Office: By Jerry E. Patterson Commissioner, General Land Office Chairman, School Land Board Date SA0ur Documents\Contracts\03\Denton State School Contract.DOC 07/17/03 Page 12 of 22 BUYER: City of Denton, Texas By Title Date State of Texas County of Travis ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY BY: Before me the undersigned authority on this day personally appeared Karen F. Hale, Commissioner of the Texas Department of Mental Health and Mental Retardation, known to me to be the person whose name is subscribed hereto and after being duly sworn, acknowledged that she executed the above document for the purposes and consideration therein stated and for the purpose therein stated and as the act and deed of the Texas Department of Mental Health and Mental Retardation. Witness my hand and seal of office this the .2003. day of Notary Public in and for State of Texas Printed Name of Notary STATE OF TEXAS County of Denton My commission expires Before me the undersigned authority on this day personally appeared , known to me to be the person whose name is subscribed hereto and after being duly sworn, acknowledged that he executed the above document for the purposes and consideration therein stated and for the purpose therein stated and as the act and deed of the City of Denton, Texas. S:\Our Documents\Contracts\03\Denton State School Contract.DOC 07/17/03 Page 13 of 22 Witness my hand and seal of office this the day of 2003. Notary Public in and for State of Texas Printed Name of Notary My commission expires SAOur Documents\Contracts\03\Denton State School Contract.DOC 07/17/03 Page 14 of 22 EXHIBIT A PAGE 1 OF iffi4i EMiPRON fora 9.830acre tract Out of the M.E.P. & P. R.R. SurveyA-950 Denton County, Texas BEING all that certain tract, parcel arfot of land out of the M.E.P. & P. RR SurveyA-950k the City of Denton, Denton County, Texas that is a portion of that tract described by deed recorded in Volume 435 Page 12, Deed Records, Denton County, Texas, and more particol8dy described as follows: BEGINNING at a five inch woodpost found for corner at the northerly northwest coiner of the tract described by deed recorded in Volume 435 Page 11, good Records of Denton County, Texas and the southwest corner of BRIARCL/ff ESTATES, an addition to the City of Denton, Denton County, Texas according to the plat thereof recorded in Volume 6, Page 45, Plat Records of Denton County, Texas- a found one-half inch iron rod found bears, NOW' E, 54.7 feet.- and a one-half inch iron rod found for the north line of Brighton Drive hears N02"55'E 120.8 fast; THENCE.- with the south line of BRIARCLIff ESTATES, N B9° 57'00'E- passing iron rods found at 71.1 feet; at 460.2 feet, 0.5 /aft of line,- at 720.2 feet; at 785.1 feet,- at 849.9 feet,- at 1220.7 feet,- a 5" wood fence post found for a reentrant corner at 1309.9 feet; in all a distance of 1309.87 feet to a five inch wood post found for a corner for the southeast corner of BRIARCUff ESTATES; THENCE.- S 02a 36'50"W, a distance of 474.13 feet to a point for a corner,, THENCE. 3 89° 57000 W a distance of 37.52 feet to a five-eights inch iron rod set for to the beginning of a tangent curve to the right having a central angle of 16a 13'27"and a radius of 914.93 feet; THENCE.- with the said cur ve, an are distance of 259.08 feet to a five-eights inch iron rod set for the and of said curve; THENCE.- N 73° 49'330 W,- passing a fence line angle point at 131.8 feet, 81,0left of line; passing a fence line angle point at 410 feet, 8/.0left of fine; in all, a distance of 810.26 feet to the beginning of a tangent cur ve to the right having a central Wyk of 27° 41'54"and a radius of 532.96 foot THENCE. with the said curve, an are distance of 257.65 feet to a five-eights inch iron rod set for corner in the northern west line of the tract described by deed recorded in volume 435 Page 12, Deed Records, Denton County, Texas, from which a ano-haff inch iron rod found bears S 02° 42' W, 77B.2 feet,- a found 5" wood fence post found for a re-entrant corner bears S 02° 46' W, 777.0 feet THENCE.- with the west line of the said tract, N 01 a46' 12"E, a distance of 83.44 feet to the place of beginning and containing 9.830 acres of land more or less as surveyed byiohn nallir rpls #1970 during the month of January & l~'.bwrary 3. 1iswey0jVwAwh drdac "Dedicated to Quality Service" unvw.cityafdenton.com EXHIBIT A PAGE 2 OF 2 LEGAL DESCRIPTION Fora 1.135 acra tract Out of the M.E.P. & P. R.R. SurveyA-950 Denton County, Texas BEINGall that certain tact, parcel orlot of land out of the M.E.P. & P. RR SurveyA-9501o the City of Denton, Denton County, Texas that is a portion of that tract described by deed recorded in Volume 435 Page 12, Deed Records, Denton County; Texas, and more partfcular/y described as follows: COMMENCING at a five inch wood post found for corner at the northerly northwest corner of the tract described by deed recorded fn Volume 435 Page 12, Deed Records of Denton County, Texas and the southwest corner of MARCUfFESTA TES, an addition to the City of Denton, Denton County, Texas according to the plat thervofrecordedin Volume 6, Page 45 Plat Records of Denton County, Taxes, a found one-half inch iron rod found bears, N02 37'E, 547feet.• and a one-half inch iron rod found far the north line ofBrIghton Drive bears N 02W WE 120.8 feet,., THENCE.- with the south line of BR/ARCLIFF ESTATES, N 89° 5700"E,- passing iron rods found at 71.1 feet; at 480.2 feet, 0 5left of line, at 720.2 feet; at 785.1 feet; at 849.9 feet; at 1220.7 feet; a 5" wood fence post found for a m-entrant coiner at 1309.9 feet,., in a//a distance of 1414.27faet to a five-eights inch iron rod set fora corner fn the east line of the tract desadbedby deedrecoided in Volume 435, Page 12, Dead Records of Denton County, Texas, for the POINT OFBEGINNING.- THENCE: with the east fine of the said tract, S 02* 36'500 W, a distance of 474.53 feet to a five-eights inch iron rod set for a corner; from which a ofd one-haffinch iron rod found bears S 02a 16'50"W, 2516.2 feet, THENCE.- leaving the said east line, S 89° 57 00" W,- passing the centedfne of State School Road at 28 feet; passing a wire fence at 103 feet; in alla distance of 104.38 feet to a point fora corner, THENCE ; N 01 ° 38' 50" E, a distance of 474.13 feet to a 5" wood post found for the southeast corner of MIARCLIFF ESTATES; THENCE: with the said addition line, N 89° 57'00'& a distance of 104.40 feet to the place of beginning and containing 1.135 acres of land more at less as suiveyedbyiohn nallirrpls 111970 during the month of January & february2003. S'19WeyVWWJAWkdcd0c "Dedicated to Quality Service" wwwcityofdenton.com EXHIBIT B PAGE I OF 2 4GA! EEi'£fiYPMW fora 2.497 acre tract Out of the M.E.P. & P. R.R. Surveyll-950 Denton County, Texas BEING all that certain tract, parcel or hot of land out of the M.E.P. & P. BR Survey A-950 fn the City of Denton, Denton County, Texas that is a portion of that tract described by deed recorded or Uotume 435, Page 12, Deed Records, Denton County, Texas, and more particakay described as follows: COMMENCING at a rive inch wood post found for corner at the northady northwest comer of the tract described by deed recorded in Volume 435 Page 12, Dead Records of Denton County, Texas and the southwest comer of BRIARCLIFF ESTATES, an addition to the City of Denton, Dentan County, Texas according to the plat thereof recorded in Volume 6, Page 45, Plat Records of Denton County, Texas, a found one-hall inch iron rod foundbeets, N02 '374 94.7feet: and a one-half inch iron rod found for thenorth line ofBiightanDrive bears N02°55'1, 110.8 feet, THENCE.- with the westiine of the said tract, S 02-46'120 W a distance of8344 feet to the POINTOFSEGINNING.• THENCE.: with a curve to the left, having a central ar yie of 27°4154" and a radius of 532.96 feet, an arc distance of 257.55 feet; and whose centerbearsN 43 052'21'E; THENCE., S 73 "49' 33" E, a distance of 810.28 feet to a fimehghis inch iron rod set for comer in the beginning of a tangent curve to the left having a central angle of 16 ° 13'27"and a radius of 914.93 feet THENCE.. with the said curve, an arc distance of259.08feet to a five-eights inch ironrodset for the end of the said curve,, THENCE.- N 89°57 00"E, a distance of 37.52 feet to a five-eights inch iron rod set for a corner, THENCE.: S 02'36'50"W, a distance of 80.09 feet to a five eights inch iron rod set fora corner, THENCE., S BOO 5700' W, 33.80 feet to a five-eights inch iron rod set for the beginning of a tangent curve to the right having a cenfral eight of 16° 13'278,7d a radius of 994.93 feet, THENCE.: with the said curve, an arc distance of 281.73 feet to a rive-eights inch iron rod set far the end of said curve,., THENCE., N730 49' 33' W,• passing a fence line angle paint at 131.8 feet, 1.0 heft Ofiine,- passing a fence One angle point at 410 feet, 1.Oleft of hfnel hn a/f, a distance of 810.26 feet to the begfnning of a tangent curve to the tight having a centm/ang/a of 13° 58' 49"and a radios of 612.96 feet, THENCE.: with the said curve, an are distance of 149.56 feet to a five-eights inch iron rod set for comer, THENCE.: S30 009'16" W, a distance of 148.79 feet to a five-eights inch iron rod set for a corner in the northern west fine of the tract described by deed recorded fn Volume 435, Page 12, Deed Records, Denton County, Texas,: from which a ano-half hnch iron rod found bears S O2° 41'W, 678S feet,: a found 5" woad fence past inund fora re-entrant carnerbears S 01 ° 46'W, 675.6laot, THENCE.., with the west line of the said tract, N 01 °46' 11"E, a distance of 274.78 feet to the place land more arless as surveyed byjohn nail jr rpls #1970 during the month ofJanu try & February 2003. S-1rravayUn V#Awwl.eve "Dedicated to Quality Service" a .cityofidenton.cvm of EXHIBIT B PAGE 2 OF 2 LEGAL DESCRIPTION fora 0.192 acre tract Out of the M.E.P. & P. R.R. SurveyA-950 Denton County, Texas BEING all that certain tract, parcel at lot of land out of the REP. &P. RR SurveyA-950 in the City OfDentan, Deotan County, Texas that is a portion of that tract described by deed recorded in Volume 435, Page 11, Deed Records, Denton County, Texas, and more particularly described as follows.- COMMENCING at a five inch wood post found for comer at the northerly northwest corner of the tract described by deed recorded in Volume 435 Page 12, Deed Records of Denton County, Texas and the southwest comer ofBRIARCLIff ESTATES, an addition to the City Of Benton, Denton County, Texas according to the plat thereof recorded w Volume 6, Page 45, Plat Records of Denton County, Texas, a found one-half inch ann rod found bears N02177, 54 7feet.• and a one half inch Iron rod found for the north line of Brighton Drive bears N02.55'E, 120.8 feet,- THENCE. with the south fine of BRIARCLIff ESTATES, N 89° 57 00'E; passing iron rods found at 71.1 feet,- at 460.2 feet, 851eft of line, at 720.2 feet, at 785.1 feet,- at 849.9 feet; at 12207-feet; a So wood fence post found for a m-entrant comer at 1309.9 feet; in all a distance of 1414.17feet to a five-eights inch Tian rod set fora corner in the east line of the tract described by deedfecorded in Volume 435 Page 12, Deed Records of Denton County, Texas; THENCE.- with the east fine of the said tract, S 02a 36' 50'W, a distance of 434.53 feet to a five-eights inch iron rod set fora comer; for the POINT OPBEGINNING.- from which a old one-half Inch iron rod found bears S 01 ° 26'50"W 2516.2 feet; THENCE.- continuing with the east line of the said tract, S 02a 38'50' W a distance of 80.09 feet to a rive-eights inch iron rod set fora comer; THENCE.- leaving the said east line, S89* 5700" W,- passing the centerline of State School Road at 28 feet passing a wire fence at 103 feet; in a8a distance of 104.38 feet to a point fora corner; THENCE: N 02° 38'59'E , a distance of 80.09 feet to a point for a comer, THENCE: with the said addition line, N 89° 57 60"E, a distance of 104.38 feet to the place of beginning and containing 0.192 acres of land more or less as surveyed byjohn nall jr rpls 111970 during the month of January & February 2003. SV"fiYV4/V*Mwindrd0c "Dedicated to Quality Service" www.ci tyofdenton.com EXHIBIT "C" DEED WITHOUT WARRANTY STATE OF TEXAS § COUNTY OF DENTON § KNOW ALL BY THESE PRESENTS That the STATE OF TEXAS, on behalf of the PERMANENT SCHOOL FUND, by and through JERRY E. PATTERSON, Commissioner of the General Land Office of Texas and Chairman of the School Land Board, as GRANTOR, by virtue of the authority vested in it by the terns of the TEXAS NATURAL RESOURCES CODE ANNOTATED Section 51.052(h), for and in consideration of Four-Hundred and Nine Thousand and No/100 Dollars ($409,000.00) the receipt and sufficiency of which is hereby acknowledged, has GRANTED, BARGAINED, SOLD, and CONVEYED, and by these presents does GRANT, BARGAIN, SELL, and CONVEY unto the CITY OF DENTON, TEXAS whose mailing address is City of Denton, City Hall East 601 E. Hickory, Suite B, Denton, Texas 76205 the following described Permanent School Fund Land in the City of Denton, Denton County, Texas to-wit: (the "Property") Tract One. A parcel of land not to exceed 10.965 acres out of an being a part of that 201.38 acres of land deeded to the State of Texas by Alfred F. Sellmeyer and wife Barbara F. Sellmeyer as shown by that deed recorded in Volume 435 Page 12 Real Property Records of Denton County, Texas, said 10.965 acres situated in the City of Denton, County, Texas described as shown in Exhibit "A" attached hereto and made a part hereof to which reference is made for further description. Approximately 1.135 acres of Tract One lies within State School Road right-of-way. Tract Two. A parcel of land not to exceed 2.689 acres out of an being a part of that 201.38 acres of land deeded to the State of Texas by Alfred F. Sellmeyer and wife Barbara F. Sellmeyer as shown by that deed recorded in Volume 435 Page 12 Real Property Records of Denton County, Texas, said 2.689 acres situated in the City of Denton, County, Texas described as shown in Exhibit "B" attached hereto and made a part hereof to which reference is made for further description. Approximately 0.192 acres of Tract Two lies within State School Road right-of-way. TO HAVE AND TO HOLD the above-described premises, together with all and singular the rights, improvements and appurtenances thereto in anywise belonging S:\Our Documents\Contracts\03\13enton State School Contract.DOC 07/17/03 Page 17 of 22 unto the said Grantee, its successors and assigns, provided however, that all oil, gas and other minerals, mineral rights, royalty interests and development rights are reserved to State of Texas for use and benefit of TEXAS DEPARTMENT OF MENTAL HEALTH AND MENTAL RETARDATION, except however, use of the surface for drilling purposes is prohibited and harvesting or developing the reserved interests shall be off site drilling to explore for, drill and harvest the minerals reserved. This conveyance is made subject to all covenants, conditions, reservations, restrictions, rights of way, easements, and leases, if any, that are valid, in existence, and of record or created by this deed. Specifically the Property conveyed by this deed is subject to the following covenants and restrictions: 1. Easement for right of way granted to City of Denton, by Denton State School, by instrument dated June 20, 1985, filed March 26, 1986, recorded in Volume 1848, Page 720, of the Deed Records of Denton County, Texas 2. Easement for right of way granted to City of Denton, by Texas Department of Mental Health and Mental Retardation, by instrument dated August 18, 1998, filed September 1, 1998, recorded in Volume 4166, Page 215, of the Deed Records of Denton County, Texas. 3. Easement for right of way granted to GTE Southwest Incorporated, by State of Texas, Texas Dept. of Mental Health and Mental Retardation, by instrument dated April 12, 1990, filed April 17, 1990, recorded in Volume 2765, Page 151, of the Deed Records of Denton County, Texas. 4. Easement for reuse water granted to City of Denton by Denton State School by and through the Texas Department of Mental Health and Mental Retardation, by instrument dated June 24, 2002, filed January 21, 2003, filed January 21, 2003, recorded in Volume 5255, Page 1970 of the Deed Records of Denton County, Texas. 5. Easement for public utility granted to City of Denton by Denton State School, by and through the Texas Department of Mental Health and Mental Retardation by instrument dated June 24, 2002, filed January 21, 2003, recorded in Volume 5255, Page 1962 of the Deed Records of Denton County, Texas. 6. Any portion of subject property lying within the right of way of any road, public or private. Rights of tenants in possession, as tenants only, under any unrecorded leases or rental agreements 8. The TDMHMR is a state agency with the mission to include the promotion of a healthy and safe environment for its employees, consumers SA0ur Documents\Contmcts\03\Denton State School Cont act.DOC 07/17/03 Page 18 of 22 and visitors to the TDMHMR facilities. and the protection of the future value and use of adjoining TDMHMR properties. The following restrictions as to use of the tracts or any part thereof, conveyed hereby shall be restrictions that constitute a covenant running with the land and for the benefit of the TDMHMR. The Grantor reserves and retains the right to enforce the restrictions in any manner provided by law. These restrictions can be modified, abolished or changed only with the written permission of the TDMHMR. a. The property shall not be used for any purpose that constitutes a common law nuisance to include but not limited to offensive odors, dust, litter, noise or sounds which are materially objectionable to reasonable people, or which creates unreasonable risk of fire, explosion or other hazards of damage to property or persons. b. No establishments such as taverns, bars, liquor stores or other establishments that derives more than fifty (50%) percent of its monthly gross receipts from the sale of alcoholic beverages shall be permitted on the property. C. No establishments selling paraphernalia for use with illegal drugs shall be permitted on the property. d. No tattoo shop, massage parlor, sexually oriented or adult only business, including bookstore or video store renting, selling or exhibiting pornographic materials. e. No shooting ranges or establishments that sell guns, ammunitions or other goods associated with firearms shall be permitted on the property. f. No junkyard, stockyard, scrap yard or salvage yard shall be permitted on the property. g. No automobile, truck, trailer or recreational vehicle sales, leasing, display or repair facility shall be permitted on the property. h. No wholesale warehouse or storage facility, including storage units shall be permitted on the property. 9. A gas line easement 10 feet on each side of the center of the existing gas line servicing the Denton State School which easement is to be specified in detail on the survey plat of the property herein conveyed to which plat reference is made. . SAOur Documents\Contracts\03\Denton State School Contract.DOC 07/17/03 Page 19 of 22 10. A temporary construction and grading easement in favor of the City of Denton for the purpose of reconfiguration by the City of the floodplain area to replace the storm water flow capacity that will be lost due to construction of the proposed road. THIS DEED IS MADE AND ACCEPTED WITHOUT ANY WARRANTIES WHATSOEVER, EXPRESS OR IMPLIED, SPECIFICALLY INCLUDING BUT NOT LIMITED TO ANY WARRANTY THAT MIGHT ARISE BY COMMON LAW OR BY THE PROVISIONS OF SECTION 5.023, TEXAS PROPERTY CODE, AS NOW WRITTEN OR HEREINAFTER AMENDED. Witness my hand and seal of office this the day of 2003.. The STATE OF TEXAS on behalf of the PERMANENT SCHOOL FUND by: JERRY E. PATTERSON, COMMISSIONER TEXAS GENERAL LAND OFFICE and CHAIRMAN OF THE SCHOOL LAND BOARD This deed with all its terms and provisions is hereby accepted. CITY OF DENTON, TEXAS By: Title Date: APPROVED: S:\Our Documents\Contracts\03\Denton State School Contract.DOC 07/17/03 Page 20 of 22 EXHIBIT "D" EXCEPTIONS TO DEED WITHOUT WARRANTY FROM STATE OF TEXAS TO CITY OF DENTON To be Attached as Exhibit "C" to Deed Without Warranty EXCEPTIONS This conveyance is made subject to all covenants, conditions, reservations, restrictions, rights of way, easements, and leases, if any, that are valid, in existence, and of record or created by this deed. Specifically, the Property conveyed by this deed is subject to the following covenants, easements and exceptions: 9. Easement for right of way granted to City of Denton, by Denton State School, by instrument dated June 20, 1985, filed March 26, 1986, recorded in Volume 1848, Page 720, of the Deed Records of Denton County, Texas 10. Easement for right of way granted to City of Denton, by Texas Department of Mental Health and Mental Retardation, by instrument dated August 18, 1998, filed September 1, 1998, recorded in Volume 4166, Page 215, of the Deed Records of Denton County, Texas. 11. Easement for right of way granted to GTE Southwest Incorporated, by State of Texas, Texas Dept. of Mental Health and Mental Retardation, by instrument dated April 12, 1990, filed April 17, 1990, recorded in Volume 2765, Page 151, of the Deed Records of Denton County, Texas. 12. Easement for reuse water granted to City of Denton by Denton State School by and through the Texas Department of Mental Health and Mental Retardation, by instrument dated June 24, 2002, filed January 21, 2003, filed January 21, 2003, recorded in Volume 5255, Page 1970 of the Deed Records of Denton County, Texas. 13. Easement for public utility granted to City of Denton by Denton State School, by and through the Texas Department of Mental Health and Mental Retardation by instrument dated June 24, 2002, filed January 21, 2003, recorded in Volume 5255, Page 1962 of the Deed Records of Denton County, Texas. 14. Any portion of subject property lying within the right of way of any road, public or private. 15. Rights of tenants in possession, as tenants only, under any unrecorded leases or rental agreements SA0ur Documents\Contracts\03\Denton State School Contract.DOC 07/17/03 Page 21 of 22 EXHIBIT "E" RESTRICTIONS TO DEED WITHOUT WARRANTY FROM STATE OF TEXAS TO CITY OF DENTON To be attached as Exhibit "D" to Deed Without Warranty The TDMHMR is a state agency with the mission to include the promotion of a healthy and safe environment for its employees, consumers and visitors to the TDMHMR facilities. and the protection of the future value and use of adjoining TDMHMR properties. The following restrictions as to use of the tracts or any part thereof, conveyed hereby shall be restrictions that constitute a covenant running with the land and for the benefit of the TDMHMR. The Grantor reserves and retains the right to enforce the restrictions in any manner provided by law. These restrictions can be modified, abolished or changed only with the written permission of the TDMHMR. 1. The property shall not be used for any purpose that constitutes a common law nuisance to include but not limited to offensive odors, dust, litter, noise or sounds which are materially objectionable to reasonable people, or which creates unreasonable risk of fire, explosion or other hazards of damage to property or persons. 2. No establishments such as taverns, bars, liquor stores or other establishments that derives more than fifty (50%) percent of its monthly gross receipts from the sale of alcoholic beverages shall be permitted on the property. 3. No establishments selling paraphernalia for use with illegal drugs shall be permitted on the property. 4. No tattoo shop, massage parlor, sexually oriented or adult only business, including bookstore or video store renting, selling or exhibiting pornographic materials. 5. No shooting ranges or establishments that sell guns, ammunitions or other goods associated with firearms shall be permitted on the property. 6. No junkyard, stockyard, scrap yard or salvage yard shall be permitted on the property. 7. No automobile, truck, trailer or recreational vehicle sales, leasing, display or repair facility shall be permitted on the property. 8. No wholesale warehouse or storage facility, including storage units shall be permitted on the property. S:\Our Documents\Contracts\03\Denton State School Contract.DOC 07/17/03 Page 22 of 22 , Aq~O - TEMPORARY ACCESS AND GRADING EASEMENT THE STATE OF TEXAS, § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF DENTON § That the Texas Department of Mental Health and Mental Retardation, (TDMHMR), Denton County, Texas in consideration of the sum of Ten dollars ($10.00) and no cents and other good and valuable consideration in hand paid by the City of Denton, Texas, receipt of which is hereby acknowledged, do by these presents grant, unto the City of Denton the temporary free and uninterrupted use, liberty and privilege of passage in, along, upon and across the following described property, owned by it, situated in Denton County, Texas in the M.E.P. 6 P.R.R. Survey A-950, Denton Texas for the limited purpose of making floodplain improvements to be installed concurrently with the adjacent roadway improvements. ALL, that certain lot, tract or parcel of land lying and being situated in the City and County of Denton, State of Texas in the M.E,.P. 6 P.R.R. Survey A-950, and also being part of the tract as described by deed recorded in Volume 435, Page 12,of the-Deed Records, Denton County, Texas and being more particularly described as follows: Being that certain 3.549 acre strip or tract of land shown as temporary construction easement on that boundary survey of four tracts in the M.E.P S P.R.R. Co. Survey, Abst. No. 950 City of Denton Denton County, Texas more particularly described on Exhibit "A" incorporated herein, which reference is made for a particular, more precise description of the temporary construction easement tract subject of this temporary access and grading easement And:it is further agreed that the said City of Denton, Texas in consideration of the benefits above set out, will remove from the property above described, such fences, buildings and other obstructions as may be now be found upon said property. SCANNED r The City of Denton, its agents, employees, workmen and representatives shall have ingress, egress, and regress in, along, upon and across said premises for the purpose of access and grading activities on said premises. The City of Denton shall place spoil from the proposed grading area in areas stipulated by grantor within the easement or upon its adjacent property. The City of Denton shall dump and rough grade, and re-seed the spoil and excavated areas. All finish grading will be at the discretion of grantor. The terms of this grant shall expire 36 months from the date of execution or upon completion of the improvements, whichever occurs first. TO HAVE AND TO HOLD unto the said City of Denton, Texas as aforesaid for the purposes aforesaid the premises above described. i 2009. Witness my hand, this the 027t-" day of ' A.D. GRANTOR: State of Texas on behalf of Texas Department of Mental Health and Mental Retardation By: Karen F. Hale, Commissioner Texas Department of Mental Health and Mental Retardation APPROVED: STATE OF TEXAS § COUNTY OF TRAVIS Personally appeared before me this 9 day of r 6rv,r 2004 Karen F. Hale, Commissioner, Texas Department of Mental Health and Mental Ret dation, and acknowledged that she executed the above deed for the purposes and consideration therein expressed and in the capacity therein stated. Notary Public STEVEN R. CRADDOCK MY COMMISBON OFM My Commission Expires: y „ August 31, 2004 ACCEPTANCE BY GRANTEE: Accepted this day of the City of Denton, Texas (Resolution No. BY: Real Estate & Capital Support Manager 2003 for s5~ to, le I ! {Or I} - _ ta, 13 101 19 t0, Z2 Y 31B10CN 1al ~ Im II F~O I tarn 4~ A I V4i~ paN J for Is mr fe _y U R m, ¢o a, II `I L _e 8, L „ e_ I I BRIGHTON DRIVE YcaOl [W[ pule CtR/ (9486 KWMW (yo' -0.) 4 n. Ne - QeaC, Brace cw'rr le . m, rJ 11 11 tot rl tar ld m, n mr a tm r ta, s mr a fore tar del L" (4 S r/FAMV C[R G(N, MC W~(t0.M Ue.ROLrJ /Jr1IY ye { e1W Ilse )I.A)' - l4n' ~4U' 40' 40' w ^R 4a' e5.0' ee.l A ar r EXHIBIT A I I tl.a wee. «.tl.x. I ".:I - I it doe i k I.a i rRear 1 9.618 ACRES y R', I_. '!te'e' iPf. A4 I r., M I W I l~. I~ I Q. I I ♦ ~a ~"4R Q~. e ~ I ' hey'4e h, 5 r 'L'e , • p~ GCE TIULT 2 \ , , \ ~~~PS ~~~0 w'e 2.631 ACRES -e- Yoh exxeer,e4. ~w.ti era r 111 zz: qwp .u.. ` : ~rolva e4x NOTES ADRESSlNG EASEMENTS: Ew ment recorded in NWme 7648, Page 120, OR.OC. T. does not .Alm( there tract, Eoeemeat recaad*d n Wlume 4M6, Page 215, OROC. 1, lace not oMKt thsx trocts. t Ememenf recwden In 10lame SPSE Pogo 1910, URD. 11, aces not gRect frMe tracts. I SURVEYORS CERTIFICATE To the lien holders wd/or the ohms ar In. preT,. to FldeBty National 0Ne Company OJ-6200166). aces hereby cerG/y Mal Mis surly, xas that day done of the property I"W'y described hereon and !s rect best of my knpxletlge. that Mere w Nzidbalecrep shortage, is area, Dovndwy nine cpn Blass, encroachmen Of impro remenh, eeeenlentt or rights-ot-nay that I h -d-ted of ereepf at Shawn hereon. m o tm ra ~.W7s r I I I _R Ali n~c.,; S i' F e I 4 rq I I I I I ° q for o I mr n I~~y kl zom scar raeC' I I r _ . 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N I I S n w" ne oum ~ ~ ° i congp(e, \ I I ~ ~ n I 1 R ierlappinq ° `o r V I SHEET Denton County Cynthia Mitchell I~I~I~~I~I~II~II~II County Clerk Denton, TX 76202 Instrument Number: 2004-158890 As Recorded On: December 10, 2004 Easement Parties: CAMPBELL WILLIAM R To Comment: Examined and Charged as Follows: Easement 28.00 Total Recording: 28.00 hQ5D.. ('031 Billable Pages: 8 Number of Pages: 8 1 t 1 ( i i THIS PAGE IS PART OF THE INSTRUMENT - Any provision herein which restricts the Sale, Rental or use of the described REAL PROPERTY because of color or race is invalid and unenforceable under federal law. File Information: Record and Return To: Document Number: 2004-158890 Receipt Number: 156308 CITY OF DENTON Recorded bate/Time: December 10, 2004 02:13P ENGINEERING DEPARTMENT 601 EAST HICKORY SUITE B User / Station: B Gibbs - Cash Station 4 DENTON TX 76205 THE STATE OF TEXAS} COUNTY OF DENTON } SCANNED I hereby certify that this instrument was FILED In the File Number sequence on the dateltime printed heron, and was duly RECORDED In the Official Records of Denton County, Texas. (~Jutd.LL County Clerk Denton County, Texas no-160- 1031 DRAINAGE EASEMENT F I L E COPY THE STATE OF TEXAS, § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF DENTON § That the Texas Department of Mental Health and Mental Retardation, (TDMHMR), Denton County, Texas in consideration of the sum of one dollar ($1.00) and no cents and other good and valuable consideration in hand paid by the City of Denton, Texas, receipt of which is hereby acknowledged, do by these presents grant, unto the City of Denton the free and uninterrupted use, liberty and privilege of passage in, along, upon and across the following described property, owned by it, situated in Denton County, Texas in the M.E.P. & P.R.R. Survey A-950, Denton Texas for the purpose of drainage facilities to be installed concurrently with the adjacent roadway improvements. SEE ATTACHED EXHIBIT "Al, A2" AND EXHIBIT "B1, 132" And it is further agreed that the City of Denton, Texas in consideration of the benefits above set out, will remove from the property above described, such fences, buildings and other obstructions as may now be found upon said property. For the purpose of constructing, reconstructing, installing, repairing, and perpetually maintaining drainage facilities, in, along, upon and across said premises, with the right and privilege at all times of the grantee herein, his or its agents, employees, workmen and representatives having ingress, egress, and regress in, along upon and across said premises for the purpose of making additions to, improvements on and repairs to said drainage facilities or any part thereof. TO HAVE AND TO HOLD unto the said City of Denton, Texas as aforesaid for the purposes aforesaid the premises above described. RECEIVED JUL 2 7 2004 ASSET MANAGEMENT Witness my hand, this the By:_ day of , A.D. 2004. . " Name: 1lJ It t 1 ACUI~• CRrvt~P3El C Title: =1JTE R l NI cc M 44 ( wloNE1Z Accepted this ; day of 2004 for the City of Denton, Texas (Resolution No. 91-073). BY: i 1n /YI Paul Williamson Real Estate & Capital Support Manager After Recording Return To: City of Denton Engineering Department 601 East Hickory Suite #B Denton, Texas 76205 Attention: Right of Way Division 2 ACKNOWLEDGMENT STATE OF TEXAS } COUNTY OF TRAVIS } Personally appeared before me this day of ~J 2004 William R. Campbell, Interim Commissioner, Texas Department of"Mental Health and Mental Retardation, and acknowledged that he executed the same for the purposes and consideration therein expressed and in the capacity therein stated. Given under my hand and seal of office this I day of 2004 U" ax-~ W ; ~ L-e NOTARY PUBLIC, STATE OF TEXAS S' W. ~U-~ -e-~ k-2 PRINTED NAME OF NOTARY My Commission Expires: id - 3- D,- ~^•~^=WMIELKE EXHIBIT "A-I" 0.023 ACRE DRAINAGE EASEMENT BEING A 0.023 ACRE TRACT OF LAND SITUATED IN THE (M.E.P. & P.R.R. SURVEY, ABSTRACT NO. 950, IN THE CITY OF DENTON, DENTON COUNTY, TEXAS, AND BEING PART OF A TRACT OF LAND, CONVEYED TO THE STATE OF TEXAS BY DEED RECORDED IN VOLUME 435, PAGE 12 RECORDS, DENTON COUNTY, TEXAS, SAID 0.023 ACRE TRACT, WITH REFERENCE BEARING BEING THE SOUTH LINE OF SECTION ONE, BRIER CLIFF ESTATES ADDITION, AN ADDITION TO THE CITY OF DENTON, DENTON COUNTY, TEXAS AS RECORDED IN CABINET 6, PAGE 45, PLAT RECORDS, DENTON COUNTY, TEXAS, BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: COMMENCING THE SOUTHEAST CORNER OF A CALLED 2.631 ACRE TRACT OF LAND, CONVEYED AS TRACT TWO TO THE CITY OF DENTON BY DEED RECORDED IN COUNTY CLERK'S FILE NO. 2004-56699, REAL PROPERTY RECORDS, DENTON COUNTY, TEXAS. THENCE SOUTH 89 DEGREES 56 MINUTES 05 SECONDS WEST, ALONG THE SOUTH LINE OF AFORESAID 2.631 ACRE TRACT, A DISTANCE OF 71.91 FEET TO THE POINT OF BEGINNING; THENCE OVER AND ACROSS AFORESAID STATE OF TEXAS TRACT THE FOLLOWING COURSES AND DISTANCES: SOUTH 02 DEGREES 11 MINUTES 28 SECONDS WEST, A DISTANCE OF 50.83 FEET TO A POINT FOR CORNER; NORTH 87 DEGREES 48 MINUTES 32 SECONDS WEST, A DISTANCE OF 20.00 FEET TO A POINT FOR CORNER; NORTH 02 DEGREES l l MINUTES 28 SECONDS WEST, A DISTANCE OF 50.04 FEET TO A POINT FOR CORNER ON THE SOUTH LINE OF AFORESAID 2.631 ACRE TRACT OF LAND; THENCE NORTH 89 DEGREES 56 MINUTES 05 SECONDS EAST, ALONG THE SOUTH LINE OF AFORESAID 2.631 ACRE TRACT, A DISTANCE OF 20.02 FEET TO THE POINT OF BEGINNING AND CONTAINING 0.023 ACRES OF LAND, MORE OR LESS. D:%WWCOR W2198501b&ts"985EX09.Ea 49/200! Page 3 of e SCALE: V = 60' w W (C f- H U ¢ZO 01 EC OIO ~~O I w I w U OC 0 . wo'ci ¢ONEL NI-~kC M V U U LINE S EARING DISTANCE LI 02'11'28 IN R 50.83' l2 N 87'4832 W 20.00' U Lt 0211 28 E 50.04' _ L4 N 39-56-05- E 20.02 1,1`7 O w J J U O WE O K J O O 2 V Z O Z CALLED 2.631 ACRES-TRACT TWO CITY OF DENTON POINT OF POINT OF C.C.# 2004-56699 BEGINNING R. P. R. D. C.T. COMMENCING L4 71.91 0.023 EXHIBIT STATE OF TEXAS (DENTON STATE SCHOOL) VOLUME 435. PAGE 12 D.R.D.C.T. Lg ,CVO u o~ Cyo 5 pG P 8EFEREASERBEARING BEING IN' SU PAGE NAS.F SECTION ONE. OBRIER EHTON CUFF ESTTES TAiE ADDITION. AN ADDITION TO THE CITY OF DENTON. DENTON COUNTY, P~T DATE: 03,34,.. EXHIBIT B-1 Carter::Burgess • w• SHEET WAE: 1• 0.023 ACRE CARTER k BURGESS. INC. DRIVE. rvE. MITE M DRAWN Rn Ecc DRAINAGE EASEMENT 7150 RAULAS, TX 75247-4141 ,I OUT Of INE 2 TX % 75 v520-A%] W OF H ILF.P. A P.R.R. SURVEY, /.BSLMCi NO. 030 Q24) SIAT 635-0145 CNECR10 R: xA IN TNC CIiT Of OCNION, DENiOH COUNTY, 1L1A5 1.\SLD\UNICORN\02198501\GRA\DVG\1985EX09.DVG EXHIBIT "A-2" 0.033 ACRE DRAINAGE EASEMENT BEING A 0.033 ACRE TRACT OF LAND SITUATED IN THE (M.E.P. & P.R.R. SURVEY, ABSTRACT NO. 950, IN THE CITY OF DENTON, DENTON COUNTY, TEXAS, AND BEING PART OF A TRACT OF LAND, CONVEYED TO THE STATE OF TEXAS BY DEED RECORDED IN VOLUME 435, PAGE 12 RECORDS, DENTON COUNTY, TEXAS, SAID 0.033 ACRE TRACT, WITH REFERENCE BEARING BEING THE SOUTH LINE OF SECTION ONE, BRIER CLIFF ESTATES ADDITION, AN ADDITION TO THE CITY OF DENTON, DENTON COUNTY, TEXAS AS RECORDED IN CABINET 6, PAGE 45, PLAT RECORDS, DENTON COUNTY, TEXAS, BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: COMMENCING THE SOUTHEAST CORNER OF A CALLED 2.631 ACRE TRACT OF LAND, CONVEYED AS TRACT TWO TO THE CITY OF DENTON BY DEED RECORDED IN COUNTY CLERK'S FILE NO. 2004-56699, REAL PROPERTY RECORDS, DENTON COUNTY. TEXAS. THENCE ALONG THE SOUTH LINE OF AFORESAID 2.631 ACRE TRACT OF LAND THE FOLLOWING COURSES AND DISTANCES: SOUTH 89 DEGREES 56 MINUTES 05 SECONDS WEST, A DISTANCE OF 138.17 FEET TO A POINT FOR CORNER AND THE BEGINNING OF A TANGENT CURVE TO THE RIGHT HAVING A CENTRAL ANGLE OF 13 DEGREES 00 MINUTES 31 SECONDS, A RADIUS OF 994.93 FEET, AND A LONG CHORD THAT BEARS NORTH 83 DEGREES 33 MINUTES 40 SECONDS WEST, A DISTANCE OF 225.41 FEET; ALONG SAID TANGENT CURVE TO THE RIGHT, AN ARC DISTANCE OF 225.89 FEET, TO THE POINT OF BEGINNING; THENCE OVER AND ACROSS AFORESAID STATE OF TEXAS TRACT THE FOLLOWING COURSES AND DISTANCES: SOUTH 16 DEGREES 09 MINUTES 32 SECONDS WEST, A DISTANCE OF 41.57 FEET TO A POINT FOR CORNER; NORTH 73 DEGREES 50 MINUTES 28 SECONDS WEST, A DISTANCE OF 35.00 FEET TO A POINT FOR CORNER; NORTH 16 DEGREES 09 MINUTES 32 SECONDS EAST, A DISTANCE OF 40.22 FEET TO A POINT FOR CORNER ON THE SOUTH LINE OF AFORESAID 2.631 ACRE TRACT AND THE BEGINNING OF A TANGENT CURVE TO THE LEFT HAVING A CENTRAL ANGLE OF 2 DEGREES 01 MINUTES 02 SECONDS, A RADIUS OF 994.93 FEET, AND A LONG CHORD THAT BEARS SOUTH 76 DEGREES 02 MINUTES 53 SECONDS EAST, A DISTANCE OF 35.03 FEET; THENCE ALONG SAID TANGENT CURVE TO THE RIGHT, AND ALONG THE SOUTH LINE OF AFORESAID 2.631 ACRE TRACT; AN ARC DISTANCE OF 35.03 FEET, TO THE POINT OF BEGINNING AND CONTAINING 0.033 ACRES OF LAND, MORE OR LESS. D: SIdWNICORt 219850 Nd.W1995EX09.da SRSROOa P., 5 ofB I,\SLD\UNICORN\02190501\6RA\DVO\IVUbLEVV.UV0