1999-077 O IN CE NO qq- Oqq
AN ORDINANCE APPROVING A REAL ESTATE CONTRACT BETWEEN THE CITY OF
DENTON AND COTI, JOINT VENTURE, RELATING TO THE PURCHASE OF 1 224
ACRES OF LAND FOR THE EXPANSION OF U S HIGHWAY 77 (PARCEL 13),
AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR, AND PROVIDiNG AN
EFFECTIVE DATE
THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS
SECTION I That the City Manager is hereby authorized to execute a Real Estate
Contract between the City and Cot~, Joint Venture, ~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 1 224 acres of land for the expansion ofU S Highway 77 (Parcel 13)
SECTION II That the C~ty Manager is authorized to make the expenditures as set forth
in the attached Real Estate Contract
~ That this ordinance shall become effective ~mmedlately upon its passage
and approval
PASSED AND APPROVED thls the t52~r)(~ dayof ~ ,1999
JAC~/LER, MAYOR
ATTEST
JENNIFER WALTERS, CITY SECRETARY
APPR~OVED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
REAL ESTATE CONTRACT
STATE OF TEXAS
COUNTY OF DENTON
THIS CONTRACT OF SALE is made by and between ~
VENTURE (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 terms and
conditions set forth herein
PURCHASE AND SALE
Seller hereby sells and agrees to convey, and Purchaser
hereby purchases and agrees to pay for all that certain 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 prop-
erty, 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 sub3ect to the terms, provisions,
and conditions hereinafter set forth Seller shall pay all cost
for the removal, installation, construction, relnstallatlon,
reconstruction, labor and materials for any and/or improvements
located within the property described in Exhibit "A" Any
improvements not removed by Aprll 30, 1999 shall become property
of the City of Denton, Texas
PURCHASE PRICE
1 A~ount of Purchase Price The purchase price for the
Property shall be the sum of $17,136 00
2 Pa_vment 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 sub]ect 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
i Preliminary Title Report within twenty (20) days after
the date hereof, Seller, at Seller's sole cost and expense, shall
have caused the Title Company (hereinafter defined) to issue a
owners policy commitment (the ',Commitment") accompanied by copies
of all recorded documents relating to easements, rights-of-way,
etc , affecting the Property Purchaser shall give Seller
written notice on or before the expiration of ten (10) days after
Purchaser receives the Commitment that the condition of t~tle as
set forth in the Commitment is or is not satisfactory In the
event Purchaser states the condition of title is not
satisfactory, Seller shall, at Seller's option, promptly
undertake to eliminate or modify all unacceptable matters to the
reasonable satisfaction of Purchaser In the event Seller is
unable to do so within ten (10) 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 ad]acent to the Property, if any, and shall contain the
surveyor's certification that there are no encroachments on the
Property and shall set forth the number of total acres comprising
the Property, together with a metes and bounds description
thereof
Purchaser will have ten (10) days after receipt of the survey
to review and approve the survey In the event the survey ~s
unacceptable, then Purchaser shall within the ten (10) day
period, give Seller written not~ce of this fact Seller shall,
at Seller's option, promptly undertake to eliminate or modify the
unacceptable portions of the survey to the reasonable
satisfaction of Purchaser In the event Seller is unable to do
so w~thln ten (10) days after receipt of written notice,
Purchaser may terminate th~s 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 g~ve Seller this written notice shall be
deemed to be Purchaser's acceptance of the survey
AEE008FE PAGE 2
3 Ss%let's Comollance Seller shall have performed, ob-
served, and complied with all of the covenants, agreements, and
condlt~ons required by this Agreement to be performed, observed,
and complied wzth by Seller prior to or as of the closzng
REPRESENTATIONS AND WARRANTIES OF SELLER
Seller hereby represents and warrants to Purchaser as
follows, which representations and warrantzes shall be deemed
made by Seller/%to Purchaser also as of the closing date
1 There are no parties mn possession of an~f portion of the
Property as lessees, tenants at sufferance, trespassers or other
parties
2 Except for the prior actions of Purchaser, there is no
pending or threatened condemnation or s~m~lar proceeding or
assessment or suit, affecting title 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 with all applicable laws, ordinances,
regulations, statutes, rules and restrictions relating to the
Property, or any part thereof
4 To the best of the seller's knowledge, there are no toxic
or hazardous wastes or materzals on or within the Property Such
toxic or hazardous wastes or materials include, but are not
l~mlted to, hazardous materials or wastes as same are defined by
the Resource Conservatlon and Recovery Act (RCP~A), as amended,
and the Comprehensive Envlronmental Response Compensatzon and
Llabzlity Act (CERCLA), as amended
CLOSING
The closing shall be held at the off~ce of Dentex T~tle
Company on or before April 30,1999, or at such t~tle company,
t~me, date, and place as Seller and Purchaser may mutually agree
upon (whzch date ~s here~n referred to as the "closzng date")
AEE008FE PAGE 3
CLOSING REQUIREMENTS
1 ~ler's Reaulrements 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 ~n 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 l~ens,
encumbrances, conditions, easements, assessments, and
restrictions, except for the following
1 General real estate taxes for the
year of closing and subsequent years not
yet due and payable,
2 Any exceptlons approved by Purchaser
pursuant to Purchaser's Obl~aat~ons here-
of, and
3 Any exceptions approved by Purchaser
· n writing
B Deliver to Purchaser a Texas Owner's Policy of T~tle
Insurance at Purchaser's sole expense, issued by Dentex
Title Company, Denton, Texas, (the "Title Company"), or
such t~tle company as Seller and Purchaser may mutually
agree upon, in Purchaser's favor ~n the full amount of
the purchase price, insuring fee s~mple t~tle for the
State of Texas to the Property sub3ect only to those
title exceptions l~sted in Clos~n~ Recu~rements hereof,
such other exceptions as may be approved in writing by
Purchaser, and the standard printed exceptions contained
an the usual form of Texas Owner's Policy of Title
Insurance, provzded, however
1 The boundary and survey exceptions
shall be deleted ~f required by 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",
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",
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 ReC~ulrements 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 costs and expenses of closing ~n consummating the sale and
purchase of the Property not specifically allocated herein shall
be paid by Purchaser and Seller
REAL ESTATE COMMISSION
All obligations of the Seller and Purchaser for payment of
brokers' fees are contained ~n separate written agreements
BREACH BY SELLER
In the event Seller shall fall to fully and timely perform
any of its obligations hereunder or shall fall to consummate the
sale of the Property except Purchaser's default, Purchaser may
either enforce specific performance of this Agreement or
terminate this Agreement by written not~ce delivered to seller
BREACH BY PURCHASER
In the event Purchaser should fall 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 enforce speclflc
performance of this Agreement, or terminate this Agreement by
written notice delivered to purchaser
AEE008FE PAGE 5
MISCELLANEOUS
I ~gslanment of Aareement This Agreement may be assigned
by Purchaser without the express written consent of Seller
2 Survival of Covenants Any of the representations, war-
rantles, covenants, and agreements of the part~es, as well as any
rights and benefits of the parties, pertaining to a per~od of
time following the closing of the transactions contemplated
hereby shall survive the closing and shall not be merged there~n
3 Not~ce Any notice required or permitted to be delivered
hereunder shall be deemed received when sent by Un~ted States
ma~l, postage prepaid, certified mall, return receipt requested,
addressed to Seller or Purchaser, as the case may be, at the
address set forth beneath the s~gnature of the party
4 Texas Law to ADDiv This Agreement shall be construed
under and in accordance with the laws of the State of Texas, and
all obligations of the parties created hereunder are performable
in Denton County, Texas
5 ~ Th~s Agreement shall be b~nd~ng upon and
· nure to the benefit of the parties and their respective he,rs,
executors, admln~strators, legal representatives, successors and
assigns where permitted by th~s Agreement
6 Leaal Construction In case any one or more of the pro-
vis,ohS contained in this Agreement shall for any reason be held
to be invalid, ~llegal, or unenforceable in any respect, said ln-
valld~ty, illegality, or unenforceabll~ty shall not affect any
other provision hereof, and th~s Agreement shall be construed as
· f the invalid, ~llegal, or unenforceable provision had never
been contained herein
7 p~or Aareements Superseded Th~s Agreement constitutes
the sole and only agreement of the part~es and supersedes any
prior understandings or written or oral agreements between the
parties respecting the within sub3ect matter
8 ~ Time is of the essence an this
Agreement
9 Gender Words of any gender used ~n th~s Agreement shall
be held and construed to include any other gender, and words ~n
AEE008FE PAGE 6
the singular number shall be held to include the plural, and vice
versa, unless the context requires otherwise
10 Memorandum of Contract Upon request of either party,
both parties shall promptly execute a memorandum of this
Agreement suitable for filing of record
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 T~me L~mlt 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 del~vers same to Sel-
ler, Purchaser shall have the right to terminate this Agreement
upon written not~ce to Seller
DATED thzs d/~
day of ~-~u~, 1999
COTI JOINT VENTURE PURCHASER
THE CITY OF DENTON, TEXAS
-- ~ BY
Manager City Manager ~
215 E McK~nney
Denton, Texas 76201
AEE008FE PAGE 7
STATE OF TEXAS
COUNTY OF DENTON
ment ~s acknowledged before me, on th~s ~ day of
, 199~ by Michael W Jez, C~ty Manager, of the C~ty
o'f Denton, a municipal corporation, known to me to be the person
and officer whose name is subscribed to the foregoing ~nstrument
and acknowledged to me that the same was the act of the sa~d Clty
of Denton, Texas, a munlclpal corporation, that he was duly
authorized to perform the same by appropriate ordinance of the
C~ty Council of the City of Denton and that he executed the same
as the act of the sa~d C~ty for purposes and conslderat~on
there~n expressed, and ~n the capacity ther~ln stated
]I~ wA ;,s It ~ar~ ~bl,c ',n Jn~ for
]1~ ~lydflmmmmonExp~re~ J[ the State of Texas
STATE OF TEXAS
COUNTY OF -f~E~CIT)N~
~nstrument.~s acknowledged before me, on th~s, . .~-~_ day of
, 199~ by Robert L Kaminsk~ ' ' -
the State of Texas~ ~
8~ ~ ~ateofTex~ ~
AEE008FE PAGE 8
EXHIBIT 'A"
County Denton Page 1 of 1
H~ghway U.S. 77
ProJect bm,ts From I.H. 35 Rev October 26, 1994
To U.S. 380
CSJ 0195-02-
Account
FIELD NOTES FOR PARCEL 13
BEING A PARCEL OF LAND SITUATED IN A CALLED 14 198-ACRE TRACT CONVEYED TO COTI JOINT VENTURE
(COTI J V ), RECORDED IN VOLUME 1688, PAGE 9, DEED RECORD OF DENTON COUNTY, TEXAS {DRDCT),
AND BEING SITUATED IN THE J S COLLARD SURVEY, ABSTRACT NO 297, CITY OF DENTON, DENTON
COUNTY, TEXAS, AND BEING MORE PARTICULARLY DESCRIBED AS FOLLOWS
COMMENCING for reference at a found ll2-mch iron rod for the southwest corner of sa,d Cot~ J V tract, same
being the southeast corner of a called 23 212-acre tract of land conveyed to Bnan P Cetalano, recorded ,n
Volume 2219, Page 545, DRDCT, and be,ng in the centerime of Rmey Road,
THENCE N O0° 39' 12" E, along · I,ne common to sa,d Co= tract and sa,d Catalano tract, a distance of 821 02
feet to · set PK nail with shiner for the POINT OF BEGINNING, and being · point on the new south right of way
hneofUS 77,
{1) THENCE N 00e 39' 12" E, contmuingalong sa,d common line, ed,stanceof36 05 feettoa found
5/8-1noh ,ron rod for the northwest corner of sa,d Coti J V tract, and being a po,nt m the ex,song
south nght of way hne of U S 77,
(2) THENCE S 58= 12' 59" E, along the ex,sting south r,ght of way hne of U S 77, a d,etance of
1685 58 feet to a found 1/2-tach ,mn md, ee,d point being the northeast comer of said Cos J V
tract, and the northwest comer of a 93,524-acre parcel of land conveyed to Eugon;a Porter
Rayzor, et al, recorded m Volume 775, Page 112, DRDCT and bmng m the centerhne of Rmey
Road,
(3) THENCE N 88° 46' 37' W, along a hne common to sa,d Cot, J V tract and Rayzor tract, a
distance of 145 96 feet to e set 5/8-Inch iron md w, th an aluminum cap in the new south right
of way hne of U S 77,
THENCE along the new south right of way line of U.S 77 as follows
(4) THENCE N 11° 19' 22' E. cross,rig ea,d Cot]J V tract, a d,stanceof 45 62 feet to a set 5/8-tach
~ron rod w,th an aluminum cap,
{5) THENCE N 58° 11 TM 36" W, a d~stance of 1525 31 feet to the POINT OF BEGINNING, end
containing 1 224 acres, or 53,326 square feet of land, of wh,ch 2290 square feet res,da ~n the
prescriptive right of way of Rmey Road, more or lees
John F W, lder, R P L.S ~.., ~ ~ ,
T~xam Dmpanm~nt of Tranmpt,~au0u. EXHX]{IT
Porto D-15-14 ~ --
Pa~ ! of~ R~v 9/91
DEED
TH~ STAT~ OF =i'/:i,tfAS
COUN3~ OF I KNOW ALL MEN BY THESE PRESENTS
~~i ~a~_.'~_u~_ .g_..O,Y_,and .~. ongh the Texas Transportation Cornn~s,on, rece,p of
,~ n~oy ,~nowieagon, ~na mr wmon no lien m retanmd, euher expressed or tmphcd, have tlust
hibzt A," wluch m attached h-,~ ~-.~ ........ , Count, Texas, m. o..re pamcularly described m Ex-
-v.,. ,~,,, ~,~Oll~mma nerem for any ana au purposes
SAVE and EXCEPT, HOWEVEP~ It is expressly understood and aireed that Grantors are retaulmg
Ufle to the £ollowmg unprovemem{ looa~d on the property d~c~lbed in sa~d Exhibit "A,'' to wit
Grantors covered-it and a~,ree to remove th~ above~4--,~.~--.~ ......... ~- .....
day of ,,, ~ ~vcm~a ~m s~o l~u Dy ~ ~
by ~e S~te ~ ' , ~, ~bje~, howler, to su~ ~te~wns of t~e ~ may ~ grated
m ~tm~, ~d fi, Ior ~y ~on, Gr~o~ ~ or ~se to remove s~e w~m smd period of
t~e p~s~, then, w~out ~y ~ com~d~on, ~ rifle to ~ or ~y p~ of su~ ~pwv~ts
not so ~moved ~ p~s to ~d vest m ~e S~ of T~ foyer.
. r mr ~e se of ~lo~g, ~v~o m ~
s~, how~, not m ~ ~ g, g ~ ~g for
Texas Depanment of Transr...~,ttc.~
~eZof3 R~ 9~1
TO ~ ~ TO HOLD ~ ~ hem~ ~d ~ h~ conveyed ~o~r ~ ~ ~d
s m ~t ~d P~ D~d ~ ~d s~ ~ smd ~es h~ convey~ ~m ~. St=e of
,19., day of
ACKNOWLEDGMENT
THE STATE OF TEXAS, }
COUNTY OF }
BEFORE MI~ the undersigned, a Notary PubUc, (m this day personally appeared
, '-..uwu to mo (or proved
tO me on the oath of , a credible vflmess,) to be the per, on(s) whose
name(s) ,,, (a~) subscribed to tho foregoing tnslmmem and admowled~ed to me thai he/she/they execul~-,d the same for the
GIVEN UNDER MY HAND AND SEAL OF OFFICE, figs day of ,
Notary Pubhc, Slate of Texa~
COal'ORATE ACKNOWLEDGMENT
THE STATE OF TEXAS,
COUNTY OF,
BF~ORB M~, the ~mde=tgned, a Nom~ Publ/c, m ~l~ day pmonully appeared
,of
meto bs the mimdofficerwhose--L- , known to
was the act ofl~th~ said .... ,mm= is subs~ibed to tim foregoing inmmnent and acknowiMsed to me gm tim Same
duly auglonzMito t,,m ~ , a corporagon, [bat he/sh~ was
GIVHN UNDER MY HAND AND SI1AL OF OFHCIL this day of ,19.
N~u7 ~ Sim
My ~,Omm~on expix~s ~ file day of ,19,
Form D-I~-I4
Pege3o~3 R~v, 9/91
After recording please return this instrument to:
CERTIFICATE OF RECORDING
THE STATE OF TEXAS,
COUNTY OP