2000-116ORO NaNCE NO
AN ORDINANCE APPROVING A REAL ESTATE CONTRACT BETWEEN THE CITY OF
DENTON AND MAYHILL ROAD REALTY CO, RELATING TO THE PURCHASE OF
APPROXIMATELY 0 9628 ACRE OF LAND LOCATED IN THE GIDEON WALKER
SURVEY, ABSTRACT NO 1330 OF DENTON COUNTY, TEXAS, FOR THE
UTILIZATION FOR ELECTRICAL SUBSTATION EXPANSION, AUTHORIZING THE
EXPENDITURE OF FUNDS THEREFOR, AND PROVIDING AN EFFECTIVE DATE
THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS
iS_~T_LQ]S~ That the City Manager is hereby authorized to execute a Real Estate
Contract between the City and Mayball Road Realty Co, ~n substantially the form of the Real
Estate Contract which is attached to and made a part of this ordinance for all purposes, for the
purchase of approximately 0 9628 acre of land for utilization for elecmcal substation expansion
~ That the City Manager is authorized to make the expenditures as set forth
in the attached Real Estate Contract
~ That tlms orchnance shall become effective immediately upon its passage
and approval
PASSED AND APPROVED thls the ~/¢ dayof C~/~/~//~. ,2000
ATTEST
JENNIFER WALTERS, CITY SECRETARY
BY . .~! _ _
HERBERT L PROUTY, CITY ATTORNEY
STATE OF TEXAS
COUNTY OF DENTON
REAL ESTATE CONTRACT
THIS CONTRACT OF SALE is made by and between MAYHILL ROAD
REALTY CO., A TEXAS GENERAL PARTNERSHIP (hereinafter referred to
as "Seller") and CITY OF DENTON, TEXAS, a home rule
municipality, of Denton, Denton County, Texas, (hereinafter
referred to as "Purchaser"), upon the re=ms 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 tract,
lot or parcel of land described in Exhibit "A" attached 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 .Property"), together with any improvements, fixtures,
and personal property situated on and attached to the Property,
for the consideration and upon and subject to the terms,
provisions, and conditions hereinafter set forth. Purchaser
shall pay all cost for the removal, installation, construction,
reinstallation, reconstruction, labor and materials for any
and/or improvements located within the property described in
Exhibit "A". Any improvements not removed by April 28, 2000
shall become property of the City of Denton, Texas.
PURCHASE PRICE
1. Amount of Purchase Price. The purchase price for the
Property shall be the sum of $109,666.62.
2 ~avment of Purchase Price. The full amount of the
Purchase Price shall be payable in cash at the closing.
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 twenty (20) days after
the date hereof, Purchaser, at Purchaser's sole cost and
expense, shall have caused the Title Company (hereinafter
define~) to issue a owners policy commitment (the "Com~itment")
accompanied by copies of all recorded documents relating to
easememts, rights-of-way, etc., affecting the Property.
Purchaser shall give Seller written notice on or before the
expiration of ten (10) days after Purchaser receives the
Com~ni~ent that the condition of title as set forth in the
Commit~ent is or is not satisfactory. In the event Purchaser
states the condition o£ title is not satisfactory, Purchaser
shall, at Purchaser's option, promptly undertake to eliminate or
modify all unacceptable matters to the reasonable satisfaction
of Purchaser. In the event Purchaser is unable to do so within
ten (10) days after receipt of written notice, this Agreement
shall thereupon be null and void for all purposes; otherwise,
this condition shall be deemed to be acceptable and any
objection thereto shall be deemed to have been waived for all
purposes.
2. Survey. Purchaser may, at Purchaser's sole cost and
expense, 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, streets, roads,
railroads, rivers, creeks, or other water courses, fences,
easements, and rights-of-way on or adjacent to the Property, if
any, and shall contain the surveyor's certifxcation that there
are no encroachments on the Property and shall set forth the
number of total acres comprising the Property, together with a
metes and hounds description thereof.
Purchaser shall have ten (10) days after the recempt of the
survey (but in no event later than thirty (30) days from the
date of this agreement) to review and approve the survey, or, in
the event the purchaser fxnds the survey unacceptable or
objectionable for any reason, to give Seller wrxtten notice of
such objections. 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) days after
receipt of written notice, Purchaser may terminate this
Agreement, and the Agreement shall thereupon be null and void
for all purposes and the Escrow Deposit shall be returned by the
Title Company to Purchaser. Purchaser's failure to gave Seller
AEE008FE PAGE 2
this written notice shall be deemed to be Purchaser's acceptance
of the survey.
3. Seller's Comoliance. Seller shall have performed, ob-
served, and complied with all of the covenants, agreements, and
conditions reguired 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 of the closing date~
1. There are no parties in possession of any portion of the
Property as lessees, tenants at sufferance, trespassers or other
parties.
2. Except for the prior actions of Purchaser, Seller has
received no pending or threatened condemnation or similar
proceeding or assessment or suit, affecting title to the
Property, or any part thereof, nor to the best knowledge and
belief of Seller is any such proceeding or assessment
contemplated by any governmental authority.
3. To the best of the seller's knowledge, Seller has
complied with all applicable laws, ordinances, regulations,
statutes, rules and restrictions relating to the Property, or
any part thereof.
4. TO the best of ~he seller's knowledge, there are no
toxic or hazardous wastes or materials on or within the
Proper~y. Such toxic or hazardous wastes or materials include,
but are not limited to, hazardous materials or was~es as same
are defined by ~he Resource Conservation and Recovery Act
(RCRA)~ as axaended, and the Comprehensive Environmental Response
CompenSation and Liability Act (CERCLA), as amended.
CLOSING
The closing shall be held at the office of Dentex Title
Company on or before April 28, 2000, 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").
AEE008FE PAGE 3
CLOSIN~ REQUIREMENTS
1. Seller's Re=uirements. At the closing Seller shall:
A. Deliver to City of Denton a duly executed and
acknowledged Special Warranty Deed in the form as
attached hereto as Exhibit ~B" conveying good and
marketable title to all of the Property, free and clear
of any and all liens, encumbrances, conditions,
easements, assessments, and restrictions, except for the
following~
1. ~eneral 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 Obli,ations
hereof~ and
3. Any exceptions approved by Purchaser
in writing.
B. Purchaser to obtain e Texas Owner's Policy of Title
insurance at Purchaser's sole expense, issued by Dentex
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 sxmple txtle for the
State of Texas to the Property subject only to those
title exceptions listed in Closxn~ Re=uirements 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 boundary 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"~
AEE008FE PAGE 4
3. The exception for taxes shall be
limited to the year of closing and shall
be endorsed "Not Yet Due and Payable
4. The exception as to liens
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 Rec~irements. Purchaser shall pay the
consideration as referenced in the "Purchase Price" section of
this contract at Closing in immediately available funds.
3. ~. Seller shall pay all taxes assessed by
any tax collection authority through the date of Closing. All
other ~osts and expenses of closing in consun~nating the sale and
purchase of the Property not specifically allocated herein shall
be pai~ by Purchaser.
REAL ESTATE COMMISSION
All obligations of the Seller and Purchaser for payment of
brokers' fees are contained in separate written agreements.
BREACH BY SELLER
In the event Seller shall fail to fully and timely perform
any of its obligations hereunder or shall fail to consuu~ate the
sale of the Property except Purchaser's default, Purchaser may
either enforce specific performance of this Agreement or
terminate this Agreement by written notice delivered to seller.
BREACH BY pURCHASER
In the event Purchaser should fail to consummate the
purchase of the Property, the conditions to Purchaser,s
obligations set forth in PURCHASER'S OBLIGATIONS having been
satisfied and Purchaser being in default Seller may either
enforc9 specific performance of this Agreement, or terminate
thzs Agreement by written notice delivered to purchaser.
AEE008FE PAGE 5
MISCELLANEOUS
1. I Assianment of Aareement. This Agreement may be assigned
by PurChaser to any related governmental entity without the
expres~ written consent of Seller.
2. Survival of Covenants. A~y of the representations, war-
ranties, covenants, end agreements of the parties, as well as
any rights and benefits of the parties, pertaining to a period
of time following the closing of the transactions contemplated
herebyl shall survive the closing and shall not be merged
therein.
3. Not~oe. 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.
4. Texas Law to APPLY. This Agreement shall be construed
under and in accordance with the laws of the State of Texas, end
all oblig&tions of the parties created hereunder are performable
in Denton County, Texas.
5. ~. This Agreement shall be binding upon end
inure ~o the benefit of the parties and their respective heirs,
executors, administrators, legal representatives, successors end
assigns where permitted by this Agreement.
6. Leaal Construction. In case any one or more of the pro-
visions contained in this Agreement shall for any reason be held
to be invalid, illegal, or unenforceable ~n any respect, said
invalidity, illegality, or unenforceability shall not affect any
other ~rovision hereof, end this Agreement shall be construed as
if thel invalid, illegal, or unenforceable provision had never
been c~ntained herein.
7. Prior Aareements 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. Ti~e of Essence. Time is of the essence in this
Agreement.
9. Gender. Words of any gender used in thLs Agreement
AEE008FE
PAGE 6
shall be held and construed to include any other gender, and
words in the singular number shall be held to include the
plural, and vice versa, unless the context requires otherwise.
10. Memorandum of Contract. Upon
both parties shall promptly execute
Agreement suitable for filing of record.
request of either party,
a memorandum of this
11. Compliance. In accordance with the requirements of the
Texas Real Estate License Act, Purchaser is hereby advised that
it should be furnished with or obtain a policy of title
insurance or Purchaser should have the abstract covering the
Property examined by an attorney of Purchaser's own selection.
12. i e~_~__~. In the event a fully executed copy of this
Agreement has not been returned to Purchaser within ten (10)
days after Purchaser executes this Agreement and delivers same
to Seller, Purchaser shall have the right to terminate this
Agreement upon written notice to Seller.
DATED this
day of m/JA , 2000.
SELLER
MAYHI~L ROAD REALTY CO.
PURCHASER
THE~CIT/Y OF DENTON, T~XAS
215I E. ~linney
Denton, Texas 76201
AEE008FE PAGE 7
STATE OF TEXAS
COUNTY IOF DENTON
and officer whose name is subscribed to the foregoing instrument
and acknowledged to me that the same was the act of the said
City o£ Denton, Texas, a municipal corporation, that he was duly
authorized to perform the same by appropriate ordinance of the
City COuncil of the City of Denton and Sat he executed the same
as the act of the said City for-,r~P~r~°ses and consideration
/t~ub.10. S~0, r.~. ~ NotaFy Publ£c ~n~na zor
{~,,~F~.,~] ~mmlal0,~l~ ~ the State of Texa/s
~ ~.',~f¢z MAY 9, 2002
STATE OF ~C.~
COUNT~ OF ~%~k~
This instrument is acknowledged before me, on
of ~__, 2000 by STEPHEN J. ZIFF
2h~e Iq-H-` day
Notary Public in and for
the State of
AEE008FE
PAGE 8
EXHIBIT "A"
Being ~ 0 9t5 acre tract of land situated in the G Walker Survey Abstract No 1330
C~ty of Denton, Denton County, Texas, and being a port,on of o coiled ~8 2159 acre tract
of land os described ~n deed to Mo.yhlll Road Realty Co os recorded ~n Volume 1441,
Page 606 of the Real Property Records of Denton County Texas sa~d 0 915 acre tract
being more particularly described os follows
BEGINNING at on ~ron rod found for o northerly corner of sa~d Mayh~/I tract and the
eosternrnost corner of o tract of land os descrzbed in deed to Andrew Corporation os
recorded in Volume 944, Page 424 of the Deed Records of Denton County Texas, some
being If~ the southwesterly right--of-way line of the Union Pacific Railroad (formerly
M K ~ T Railroad), sold iron rod oleo being the beg/nmng of o non-tangent curve to the
left having o central angle of 04 degrees 04 minutes 40 seconds, o rod~us of 2 914 79 feet
o chord bearing South .:13 degrees 41 minutes 12 seconds East and o chard distance o£
203 46 feet,
THENCE along the southwesterly right--of-way hne of the Un,on Pacific Railroad and
along said non-tangent curve to the left an arc distance of 20745 feet to on iron rod set
for corner,
THENCE over and across said Moyh~ll tract the following cells
South .51 degrees 53 minutes 53 seconds West a d~stance of J~71 54 feet to an ~ron
rod set for corner,
North 38 degrees 06 minutes O? seconds West a d~stance of 50 O0 feet to an ~ron
rod found for the southernmost corner of a tract of land as
described in deed to the City of Denton as recorded in Volume 1814 Page 619 of
so~d Real Property Records
THENCE along the common line of so~d Moyh~ll tract and $o~d C~ty of Denton tract the
follow~ng coils
North 51 degrees 53 minutes 53 seconds East, a d~stance of 242 O0 feet to an iron
rod found for corner,
North 37 degrees .56 m~nutes 50 seconds West o d~stance of tSO O0 feet to an Iron
rod found /n the southeast hne of sa~d Andrew Corporation tract
THENCE North 49 degrees 16 rn~nutes O0 seconds East along the common
I/ne of sold Andrew Corporation tract and sa~d coiled 18 2159 acre tract a d/stance of
14626 feet to the POINT OF BEGINNING and containing 0 915 of on acre more or less
and being subject to any and oll easements that may affect
EXHIBIT ~B"
SPECIAL WARRANTY DEED
Date~
Grantor~ MAYHILL ROAD REALTY CO., A TEXAS GENERAL PARTNERSHIP
Grantee~ City of Denton
Grantee's Mailing Address (including county)=
City of Denton
215 E. McKinney Street
Denton, Texas 76201
Denton, County
Consideration=
TEN DOLLARS AND NO/100 ($10.00) and other good and valuable
consideration.
Property (including any improvements)=
All those certain tracts of land being situated in the Gideon
Walker Survey, Abstract No. 1330, Denton County, Texas and being
more particularly described in ~EXHIBIT A" attached hereto and by
this re~erence being made a part hereof for all purposes.
Reservations Prom and Exceptions to Conveyance and Warranty=
Easements, rights-of-way, and prescriptive rights, whether of
record or noti all presently recorded instruments, other than
liens and conveyances, that affect the property.
GRANTOR , for the consideration, receipt of which is hereby
acknowledged, and subject to the reservations from and exceptions
to conveyance and warranty, grants, sells and conveys to Grantee
the property, together with all and singular the rights and
appurtenances thereto in any wise belonging, to have and to hold
it to GRANTEE, GI~ANTEE'S heirs, executor, administrators,
successOrs or assigns forever. GRANTOR binds GRANTOR and
GRANTOR'S heirs, executors, administrators and successors to
Deed -1
warrant and forever defend ell and singular the property to
GRANTEE end GP, ANTBE'S heirs, executors, administrators, successors
end assigns against every person whomsoever 1&wfully claiming or
to claim' the same or any pert thereof, by, through or under, but
not othe~'wise.
When the context requires, singular nouns and pronouns
include the plur&l.
MAYHZLL ROAD REALTY CO.
BY:
StePhen-~.
8 Legate Street
Ch&rleston, S.C. 29401
ACKNOWLEDGMENT
STATE OF S
COUNTY OF S
of
This instrument was aaknowlec~ed before me on this.
,, 2000 by Stephen J. Ziff.
.day
Notary Publia, in and for
the State of
My Commission Expires..
Deed-2
EXHIBIT ~A"
BEING A' PARCEL OF L~ND SITUATED IN A TRACT OF LAND CONVEYED TO M~YHILL
ROAD REALTY CCt4PANY BY DEED RECORDED IN VOLUME 1441, PAGE 606, ~
PROPERTY RECORDS OF DENTON COUNTY, TEXAS (RPRDCT) , AND BEING SITUATED
IN THE GIDEON WALKER SURVEY, ABSTRACT NO 1330, CITY OF DENTON, DENTON
COUNTY, TEXAS, AND BEING MORE pARTICULARLY DESCRIBED AS FOLLOWS,
Coaunencing at the southeast corner sa~d Mayhall Road Realty Co~any
tract, said corner beang at the antersectaon of the west raght of way
lane of the M K T Raalroad with the centerlane of Pookrus/Page road,
THENCE N 85° 43' 16" W, with the centerlane of Pockrus/Page road, a
dastance of 753 97 feet,
THENCE N 07° 14' 09" E, a d~stance of 317 51 feet,
THENCE N 52° 03' 09" E, passing at 35 47 feet the northwest corner of a
tract of land conveyed to the City of Denton by deed recorded an
volume 1814, page 619 RPRDCT, cont~nuang a total d~stance of 207 00
feet to the northerly corner of saad Caty tract and the POINT OF
BEGINNING,
THENCE S 37° 56' 50" E, along the northeasterly boundary lane of saad
Caty tract, a d~stance of 150 00 feet to the southeasterly corner of
said City tract,
THENCE S 52° 03' 09" W,
tract a distance of 242
tract,
along the southeast boundary lane of saad Caty
00 feet to the southerly corner of saad Caty
THENCE S 37° 56' 50" E, a distance of 50 00 feet to a poant for a
corner,
THENCE N 52° 03' 09" E, a distance of 383 84 feet to a poant an the
northeast lane of saadMayhall Road Realty Company tract and the
southwest raght of way of saad M K T RR for a corner, saad poant
beang the begannang of a curve to the raght wath a radius of 2914 79
feet,
THENCE Northwesterly, along saad lanes and wLth sa~d curve to the
raght, through a delta angle of 03° 56' 05", an arc distance of 200 17
feet, and a chord of N 35° 56' 36" W, 200 13 feet to a northeasterly
corner of saadMayhall Road Realty Company tract,
THENCE S 52° 02' 54" W, a distance of 153 84 feet to the POINT OF
BEGINNING, and cont~"~"g 41,939 18 square feet of land (0 9628
acres), more or less of which 5,383 54 square feet lae wath~n an
exastang easement for a net of 36,555 54 square feet