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2001-118 O IN CENO d g/- lib AN ORDINANCE APPROVING A REAL ESTATE CONTRACT BETWEEN THE CITY OF DENTON AND WE WILLIAMS, JR RELATING TO THE PURCHASE OF APPROXIMATELY 0004 ACRE OF LAND BEING LOCATED IN THE NH MEISENHEIMER, ABSTRACT NO 811 OF DENTON COUNTY, TEXAS FOR THE US HIGHWAY 77 PROJECT, WITH TITLE VESTING IN THE STATE OF TEXAS, AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR, AND PROVIDING AN EFFECTIVE DATE (PARCEL 44) THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS SECTION 1 The C~ty Manager, or his desagnee, ~s hereby authorized to execute a Real Estate Contract between the City of Denton and W E Wllhams, Jr in substantially the form of the Real Estate Contract whxch ~s attached to and made a part of thru ordinance for all purposes, for the purchase of approximately 0 004 acre of land for the U S H~ghway 77 ProJect, with t~tle vesting in the State of Texas SECTION 2 The C~ty Manager, or his designee, m authorized to make the expenditures as set forth ~n the attached Real Estate Contract SECTION 3 This ordinance shall become effective ~mme&ately upon Its passage and approval PASSED AND APPROVED thls the ~'~ dayof ~O~'.tO~'] ,2001 EULINE BROCK, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY APPRtO'VED AS TO LEGAL FORM HERBERT L PROUTY, CITY ATTORNEY REAL ESTATE CONTRACT STATE OF TEXAS COUNTY OF DENTON THIS CONTRACT OF SALE ~s made by and between W E WILLIAMS, JR (hereinafter referred to as "Seller") and CITY OF DENTON, TEXAS, a home rule munlc~pal~ty, of Denton, Denton County, Texas, (hereinafter referred to as "Purchaser") , upon the terms and conditions set forth here~n PURCHASE AND SALE Seller hereby sells and agrees to convey, and Purchaser hereby purchases and agrees to pay for all that certain tract, lot or parcel of land described ~n Exhibit "A" attached w~th all rlghts and appurtenances pertaining to the sa~d property, · nclud~ng any rlght, t~tle and ~nterest of Seller ~n and to ad3acent streets, alleys or r~ghts-of-way (all of such real prop- erty, raghts, and appurtenances beang hereanafter referred to as the "Property") , together wath any ~mprovements, faxtures, and personal property satuated on and attached to the Property, for the consaderat~on and upon and subject to the terms, provasaons, and condataons hereanafter set forth Seller shall pay all cost for the removal, ~nstallataon, constructaon, relnstallat~on, reconstruction, labor and materaals for any and/or ~mprovements located w~th~n the property descrabed an Exhab~t "A" Any amprovements not removed by March 31, 2001 shall become property of the Caty of Denton, Texas PURCHASE PRICE i Amount of Purchase Prace The purchase price for the Property shall be the sum of $500 00 2 Payment of Purchase Price The full amount of the Purchase Prace shall be payable an cash at the closing PURCHASER~ S OBLIGATIONS The obi=garcons of Purchaser hereunder to consummate the transactaons contemplated hereby are subject to the satasfact~on of each of the followang condat~ons any of which may be waived an whole or an part by Purchaser at or praor to the closang i Prel~manar~ T~tle Re~ort W~th~n twenty (20) days after the date hereof, Seller, at Seller's sole cost and expense, shall DISK 5 have caused the Tatle Company (hereanafter defaned) to assue a owners policy commatment (the "Commatment") accompanaed by copaes of all recorded documents relatang to easements, raghts-of-way, etc , affecting the Property Purchaser shall gave Seller wratten notace on or before the exp~rataon of ten (10) days after Purchaser receives the Commatment that the condataon of tatle as set forth an the Commatment as or as not satasfactory In the event Purchaser states the condataon of tatle as not satasfactory, Seller shall, at Seller's optaon, promptly undertake to elamanate or modafy all unacceptable matters to the reasonable satasfactaon of Purchaser In the event Seller as unable to do so wathan ten (10) days after receapt of wratten not~ce, thas Agreement shall thereupon be null and road for all purposes, otherwase, thas condataon shall be deemed to be acceptable and any ob3ectaon thereto shall be deemed to have been waived for all purposes 2 Surve~ Purchaser may, at Purchaser's sole cost and expense, obtaan a current survey of the Property, prepared by a duly lacensed Texas land surveyor acceptable to Purchaser The survey shall be staked on the ground, and shall show the locataon of all amprovements, haghways, streets, roads, raalroads, ravers, creeks, or other water courses, fences, easements, and raghts-of- way on or adjacent to the Property, ~f any, and shall contaan the surveyor's cert~facataon that there are no encroachments on the Property and shall set forth the number of total acres compr~sang the Property, together w~th a metes and bounds descr~ptaon thereof Purchaser wall have ten (10) days after receipt of the survey to revaew and approve the survey In the event the survey as unacceptable, then Purchaser shall w~than the ten (10) day per~od, g~ve Seller written not~ce of th~s fact Seller shall, at Seller's optaon, promptly undertake to eliminate or modify the unacceptable portaons of the survey to the reasonable sat~sfactaon of Purchaser In the event Seller as unable to do so wathin ten (10) days after receipt of written notace, Purchaser may terminate thas Agreement, and the Agreement shall thereupon be null and voad for all purposes and the Escrow Deposat shall be returned by the Tatle Company to Purchaser Purchaser's faalure to gave Seller thas wratten notace shall be deemed to be Purchaser's acceptance of the survey 3 Seller's Com~laa~ce Seller shall have performed, ob- served, and complied wath all of the covenants, agreements, and condataons requared by this Agreement to be performed, observed, and complaed wath by Seller praor to or as of the closang PAGE 2 REPRESENTATIONS AND WARRANTIES OF SELLER Seller hereby represents and warrants to Purchaser as follows, which representations and warrant~es shall be deemed made by Seller to Purchaser also as of the closing date I There are no part~es an possession of any port~on of the Property as lessees, tenants at sufferance, trespassers or other part~es 2 Except for the prior actions of Purchaser, there as no pending or threatened condemnation or similar proceeding or assessment or su~t, affecting t~tle to the Property, or any part thereof, nor to the best knowledge and belief of Seller ~s any such proceeding or assessment contemplated by any governmental authority 3 Seller has complied w~th all applicable laws, ordinances, regulations, statutes, rules and restract~ons relating to the Property, or any part thereof 4 To the best of the sellerts knowledge, there are no toxic or hazardous wastes or materaals on or wath~n the Property Such toxic or hazardous wastes or materaals anclude, but are not l~m~ted to, hazardous materials or wastes as same are defined by the Resource Conservation and Recovery Act (RCRA), as amended, and the Comprehensive Environmental Response Compensation and L~ab~l~ty Act (CERCLA), as amended CLOSING The closing shall be held at the off~ce of F~rst Amer=can T~tle Company on or before April 30, 2001, or at such t~tle company, t~me, date, and place as Seller and Purchaser may mutually agree upon (which date ~s herean referred to as the "clos=ng date") CLOSING REQUII~EMENTS i Seller's Rec~u~rements At the closing Seller shall A Deliver to State of Texas, acting by and through the Texas Transportation Commission a duly executed and acknowledged Deed an the form as attached hereto as Exhibit "B" conveying good and marketable t~tle to all of the Property, free and clear of any and all laens, encumbrances, condataons, easements, assessments, and restrictions, except for the following PAGE 3 i 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 here- of, and 3 Any exceptions approved by Purchaser an writing B Deliver to Purchaser a Texas Owner's Policy of T~tle Insurance at Purchaser's sole expense, ~ssued by F~rst American T~tle Company, Denton, Texas, (the "T~tle Company"), or such t~tle company as Seller and Purchaser may mutually agree upon, =n Purchaser's favor ~n the full amount of the purchase price, ~nsur~ng fee s~mple t~tle for the State of Texas to the Property subject only to those t~tle exceptions l~sted ~n Clos~n~ Requirements hereof, such other exceptions as may be approved ~n writing by Purchaser, and the standard printed exceptions contained an the usual form of Texas Owner's Policy of Title Insurance, provided, however I The boundary and survey exceptions shall be deleted ~f requ~redby Purchaser and ~f so required, the costs associated w~th same shall be borne by Purchaser, 2 The exception as to restrictive cove- nants 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 l~ens encumbering the Property shall be endorsed "None of Record" C Deliver to Purchaser possession of the Property on the day of closing 2 Purchaser,s Requirements Purchaser shall pay the consideration as referenced ~n the "Purchase Price" section of th~s contract at Closing an ~mmed~ately available funds 3 Clos~n~ Costs Seller shall pay all taxes assessed by PAGE 4 any tax collectaon authoraty through the date of Closing. All other costs and expenses of closang an cons~atang the sale and purchase of the Property not spec~facally allocated here~n shall be pa~d by Purchaser and Seller, except for Seller's attorney fees REAL ESTATE CO~ISSION All obligations of the Seller and Purchaser for payment of brokers' fees are contained ~n separate wratten agreements BREACH BY SELLER In the event Seller shall faal to fully and t~mely perform any of ~ts obligations hereunder or shall fa~l to cons~mmate the sale of the Property except Purchaser's default, Purchaser may eather enforce specific performance of th~s Agreement or terminate th~s Agreement by written not~ce delivered to seller BREACH BY PURCHASER In the event Purchaser should fa~l to consummate the purchase of the Property, the cond~taons to Purchaser's obligations set forth an PURCHASER'S OBLIGATIONS having been satisfied and Purchaser being ~n default Seller may e~ther enforce specaf=c performance of th~s Agreement, or terminate thas Agreement by written not~ce delivered to purchaser MISCELLANEOUS I Assignment of Agreement Th~s Agreement may be assigned by Purchaser wathout the express written consent of Seller 2 Survival of Covenants Any of the representations, war- rant~es, covenants, and agreements of the part~es, as well as any r~ghts and benefits of the parties, pertaining to a peraod of tame following the closing of the transactions contemplated hereby shall survive the closing and shall not be merged there~n 3 Notace Any not~ce required or permitted to be delivered hereunder shall be deemed received when sent by Unated States ma~l, postage prepaid, cert=f~ed maal, return receipt requested, addressed to Seller or Purchaser, as the case may be, at the address set forth beneath the signature of the party PAGE 5 4 Texas Law to ADDlY Thas Agreement shall be construed under and an accordance wath the laws of the State of Texas, and all obl~gataons of the part~es created hereunder are performable an Denton County, Texas 5 Partaes Bound Thas Agreement shall be bandang upon and anure to the benefat of the partaes and thear respectave hears, executors, admanastrators, legal representataves, successors and assagns where permitted by thas Agreement 6 Legal Constructaon In case any one or more of the pro- vasaons contaaned an thas Agreement shall for any reason be held to be anval~d, ~llegal, or unenforceable an any respect, saad an- valadaty, allegalaty, or unenforceabalaty shall not affect any other provas~on hereof, and thas Agreement shall be construed as af the anvalid, allegal, or unenforceable provasaon had never been contained herean 7 Praor Agreements Superseded Thas Agreement constatutes the sole and only agreement of the partaes and supersedes any praor understandings or wratten or oral agreements between the partaes respectang the wathan sub3ect matter 8 Tame of Essence Tame ~s of the essence an thas Agreement 9 Gender Words of any gender used an thas Agreement shall be held and construed to anclude any other gender, and words an the sangular number shall be held to anclude the plural, and vace versa, unless the context requares otherwase 10 Memorandum of Contract Upon request of eather party, both partaes shall promptly execute a memorandum of thas Agreement suatable for falang of record 11 Com~laance In accordance wath the requarements of the Texas Real Estate License Act, Purchaser as hereby advised that at should be furnashed wlth or obtain a polacy of tatle ansurance or Purchaser should have the abstract coverang the Property examanedby an attorney of Purchaser's own selectaon 12 Tame Lamat In the event a fully executed copy of thas Agreement has not been returned to Purchaser w~than ten (10) days after Purchaser executes th~s Agreement and delavers same to Sel- ler, Purchaser shall have the raght to termanate thas Agreement upon wratten not~ce to Seller PAGE 6 SELLER PURCHASER THE CITY OF DENTON, TEXAS Clty ~na~e~ 215 E tMc~ney Denton, Texas 76201 APPROVED AS TO FORM/' CITY A"ITORN ~, // STAT~. O~ TEXAS BY ~ ~ COUNTY OF DENTON Thls anstr~ment as acknowled~red before me, on this ~ day of of Denton, a municipal corporation, known to me to be the person and officer whose name ~s subscribed to the foregoang ~nstrument and acknowledged to me that the same was the act of the saad City of Denton, Texas, a mun[capal corporataon, that he was duly authorazed to perform the same by appropriate ordinance of the Caty Councal of the Caty of Denton an¢ ithat he executed the same as the act of the said Caty for~ [=poses and cons~deratlon thereln expressed, and an the ca~aca~ t--her~yt~.~l~ I ,°~ ANN FORSYTHE [ Not'~a/ry ~ub~4c afl and for ~ · (~W~ ,~ Nota~/Public, State of Texss I[ " ~ _~,~m] MyC0mml#im~Expl.~ ~ the State of TeXas STATE OF TEXAS COUNTY OF DENTON trument as acknowledged before me, on thas /~ day of , 2001__ by W E WILLIAMS, JR ,~,~,,~%,~ ROGER N WILKINSON ~1 N'ot( and for in ~UyCommlsslonExpre~?..~'.~ the State of Texas PAGE 7 EXHIBIT County Denton Page 1 of 1 H~ghway U.S. 77 Project Limits From I.H. 35 Rev October 11, 1994 To U.S. 380 CSJ 0195-02- Account. FIELD NOTES FOR PARCEL 44 BEING A PARCEL OF LAND SITUATED IN A TRACT OF LAND CONVEYED TO W E WILLIAMS, JR, RECORDED IN VOLUME 1171, PAGE 895, DEED RECORDS OF DENTON COUNTY, TEXAS (DRDCT), BEING SITUATED IN THE N H MEISENHEIMER SURVEY, ABSTRACT NO 811, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS COMMENCING for reference at a found 1/2-inch iron rod for the northeast corner of smd Third tract, same bmng a point on the south right of way hne of Orr Street, THENCE N 88° 03' 89" W, along the south right of way line of Orr Street and north property hne of said Third tract, a d~stance of 108 44 feet to a set E/8-1nch iron rod with an aluminum cap, being the POINT OF BEGINNING, sa~d point being on the new east right of way line of U S 77, (1) THENCE S 44° 06' 22" W, along the new east nght of way hne of U S 77, a distance of 26 59 feet to a set PK nail with shiner, said point being on the west hne of sa~d Wilhams tract and on the exlstmg east right of way hne of U S 77, (2) THENCE N' 01 o 22' 33' W, along a hne common to smd W~lhams tract and ex~stmg east right of way line of U.S. 77, e distance of 19 74 feet to a found 1/2-inch iron rod being the northwest corner of said Williams tract, same being the northwest corner of smd deed's Third Tract, same being a pmnt on the ex~stmg east right of way hne of U S 77 and the south right of way hne of Orr Street, (3) THENCE S 88° 03' 46' E, along a hne common to said Wllhams tract and south right of way hne of Orr Street, a distance of 18 99 feet to the POINT OF BEGINNING, and contmmng 0 004 acre, or 187 square feet of land, more or less