1999-078AN ORDINANCE APPROVING A REAL ESTATE CONTRACT BETWEEN THE CITY OF
DENTON AND COTI, JOINT VENTURE, RELATING TO THE PURCHASE OF 1 073
ACRES OF LAND FOR THE EXPANSION OF U S HIGHWAY 77 (PARCEL 13E),
AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR, AND PROVIDING AN
EFFECTIVE DATE
THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS
~ That the C~ty Manager ~s hereby authorized to execute a Real Estate
Contract between the C~ty and Cot~, Jmnt Venture, ~n substantmlly the form of the Real Estate
Contract wlueh ~s attached to and made a part ofth~s ordinance for all purposes, for the purchase
of 1 073 acres of land for the expansmn ofU S H~ghway 77 (Parcel 13E)
SECTION II That the City Manager ~s authorized to make the expenditures as set forth
in the attached Real Estate Contract
~ That tNs ordinance shall become effecUve ~mmedmtely upon ~ts passage
and approval
PASSED AND APPROVEDthlsthe~:'~''~0( day of ~;~,~ ,1999
JAC~ILLER, MAYOR
ATTESTI
JENNIFER WALTERS, CITY SECRETARY
APPI~VED AS TO LEGAL FORM
HERBERT L PROUTY, CITY ATTORNEY
REAL ESTATE CONTRACT
STATE OF TEXAS
COUNTY OF DENTON
THIS CONTRACT OF SALE lS made by and between COTI JOINT
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 w~th all
r~ghts and appurtenances pertaining to the sa~d property,
· ncluding any right, t~tle and ~nterest of Seller in and to
ad]acent streets, alleys or r~ghts-of-way (all of such real prop-
erty, rights, and appurtenances being hereinafter referred to as
the "Property"), together w~th any improvements, f~xtures, and
personal property situated on and attached to the Property, for
the consideration and upon and sub]ect to the terms, prov~slons,
and conditions hereinafter set forth Seller shall pay all cost
for the removal, installation, construction, re~nstallatlon,
reconstruction, labor and materials for any and/or ~mprovements
located w~thln the property described ~n Exhibit "A" Any
improvements not removed by Aprll 30, 1999 shall become property
of the City of Denton, Texas
PURCHASE PRICE
I Amount of Purchase Price The purchase price for the
Property shall be the sum of $7,511 00
2 Payment of Purchase Price The full amount of the
Purchase Price shall be payable in cash at the closing
PURCHASER'S OBLIGATIONS
The obllgat~ons of Purchaser hereunder to consummate the
transactions contemplated hereby are subject to the satlsfact~on
of each of the following condlt~ons any of which may be waived in
whole or in part by Purchaser at or prior to the closing
1 Prelimanarv Tatle Report Wlthan twenty (20) days after
the date hereof, Seller, at Seller's sole cost and expense, shall
have caused the Title Company (hereinafter defaned) to issue a
owners policy commitment (the "Commitment") accompanaed by copies
of all recorded documents relatang to easements, raghts-of-way,
etc , affecting the Property Purchaser shall give Seller
wratten notlce on or before the exparataon of ten (10) days after
Purchaser receives the Commitment that the condition of tatle as
set forth an the Commitment as or as not satisfactory In the
event Purchaser states the condataon of title as not
satasfactory, Seller shall, at Seller's option, promptly
undertake to elamanate or modlfy all unacceptable matters to the
reasonable satisfaction of Purchaser In the event Seller ~s
unable to do so withln ten (10) days after receapt of wratten
notace, this Agreement shall thereupon be null and voad for all
purposes, otherwase, this cond~taon shall be deemed to be
acceptable and any objection thereto shall be deemed to have been
waaved 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 locataon
of all improvements, h~ghways, streets, roads, railroads, ravers,
creeks, or other water courses, fences, easements, and r~ghts-of-
way on or adjacent to the Property, if any, and shall contain the
surveyor's certifacataon 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 receapt of the survey
to review and approve the survey In the event the survey is
unacceptable, then Purchaser shall w~than the ten (10) day
per~od, gmve Seller written notice of thas fact Seller shall,
at Seller's option, promptly undertake to eliminate or modify the
unacceptable portlons of the survey to the reasonable
satasfaction of Purchaser In the event Seller as unable to do
so within ten (10) days after receipt of written notice,
Purchaser may termanate this Agreement, and the Agreement shall
thereupon be null and vold for all purposes and the Escrow
Deposit shall be returned by the Tatle Company to Purchaser
Purchaser's failure to give Seller this written not~ce shall be
deemed to be Purchaser's acceptance of the survey
AEE008FE PAGE 2
3 8~ler's Comnllance Seller shall have performed, ob-
served, and complied with all of the covenants, agreements, and
conditions required by this Agreement to be performed, observed,
and complied with by Seller prior to or as of the closing
REPRESENTATIONS AND WARRANTIES OF SELLER
Seller hereby represents and warrants to Purchaser as
follows, which representations and warrant~es shall be deemed
made by Seller~to Purchaser also as of the closing date
1 There are no part~es ~n 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 ~s no
pending or threatened condemnation or s~m~lar proceeding or
assessment or suit, affecting t~tle 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 Seller has complied w~th 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 materials on or w~th~n the Property Such
toxic or hazardous wastes or materials include, 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
Liability 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 tltle company,
t~me, date, and place as Seller and Purchaser may mutually agree
upon (which date ~s here~n referred to as the "closing date")
A~E008F~ PAG~ 3
CLOSING REQUIREMENTS
1 Seller's Requirements At the closing Seller shall
A Deliver to State of Texas, acting by and through the
Texas Transportation Commission a duly executed and
acknowledged Drainage Easement Document in the form as
attached hereto as Exhibit nB" conveying good and
marketable t~tle to all of the Property, free and clear
of any and all liens, encumbrances, conditions,
easements, assessments, and restrictions, except for the
following
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 Obllaatlons here-
of, and
3 Any exceptions approved by Purchaser
in writing
B. Deliver to Purchaser a Texas Owner's Polzcy of Title
Insurance at Purchaser's sole expense, ~ssued 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 ~n the full amount of
the purchase price, insuring fee simple title for the
State of Texas to the Property subject only to those
t~tle exceptions l~sted ~n Closzna Reau~rements hereof,
such other exceptions as may be approved ~n wrzt~ng by
Purchaser, and the standard printed exceptions contained
in the usual form of Texas Owner's Policy of Title
Insurance, provided, however
I The boundary and survey exceptions
shall be deleted if 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 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 Requirements Purchaser shall pay the
consideration as referenced in the "Purchase Price" section of
this contract at Closing in ~mmed~ately 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 in consummatzng the sale and
purchase of the Property not specifically allocated herein shall
be pa~d 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 th~s Agreement or
terminate this Agreement by written notice delivered to seller
BREACH BY PURCHASER
In the event Purchaser should fa~l 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 ~n default Seller may e~ther enforce specific
performance of th~s Agreement, or terminate this Agreement by
written notice delivered to purchaser
A~E008FE PAGE 5
MISCELLANEOUS
1 Asslanment 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 parties, as well as any
rights and benefits of the parties, pertalnlng to a period of
time following the closing of the transactions contemplated
hereby shall survive the closing and shall not be merged therein
3 Notice Any notice required or permitted to be delivered
hereunder shall be deemed received when sent by United States
mall, postage prepaid, certified mall, 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 T~as Law to Apply This Agreement shall be construed
under and in accordance with the laws of the State of Texas, and
all obligations of the parties created hereunder are performable
in Denton County, Texas
5 ~ This Agreement shall be binding upon and
· nure to the benefit of the parties and their respective heirs,
executors, administrators, legal representatives, successors and
assigns where permltted by this Agreement
6 Legal 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 in any respect, said in-
validity, illegality, or unenforceablllty shall not affect any
other prov~slon hereof, and this Agreement shall be construed as
if the ~nvalld, illegal, or unenforceable provision had never
been contained herein
7 Prior A~reements Superseded This Agreement constitutes
the sole and only agreement of the parties and supersedes any
prior understandings or written or oral agreements between the
parties respectlng the within subject matter
8 f E Time is of the essence ~n this
Agreement
9 Gender Words of any gender used in this Agreement shall
be held and construed to include any other gender, and words in
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 ~ 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 Sel-
ler, Purchaser shall have the right to terminate this Agreement
upon written notice to Seller
DATED this ~ ~ day of ~~ , 1999
COTI JOINT VENTURE PURCHASER
THE CITY OF DENTON, TEXAS
Kamlnskl,
Manager City
215 E McKlnney
Denton, Texas 76201
AEE008FE PAGE 7
STATE OF TEXAS
COUNTY OF DENTON
Th~s Instrument is acknow%edged before me, on this ~day of
~/~.~ , 199 ~ by Michael W Jez, City Manager, of the City
of Denton, a municipal corporation, known to me to be the person
and officer whose name ~s subscribed to the foregoing ~nstrument
and acknowledged to me that the same was the act of the said City
of Denton, Texas, a municipal corporation, that he was duly
authorized to perform the same by appropriate ordinance of the
C~ty Council of the C~ty of Denton and that he executed the same
as the act of the said City for purposes and consideration
there~n expressed, and in the capacity the~e~n stated
I1(~ ~l¥~mmm,,nn Exp,r=~ the State of Texas
~ ~,,%1F De~m~, 19, ,O0, I;
STATE OF TEXAS
COUNTY OF ~
%~ lnstr~ment/~s acknowledged before me, on thls,~ day of
~, 1997by Robert L Kamlnskl
AEE008FE PAGE 8
EXHIBIT
County Denton Page 1 of 1
Highway LI,S. 77
Project Idmlts From I.H 35 Rev August 24, 1994
To U.S. 380
CSJ. 0195-02
Account
FIELD NOTES FOR PARCEL 13E
BEING A 60oFOOT WIDE DRAINAGE EASEMENT SITUATED IN A CALLED 14 198-ACRE TRACT CONVEYED TO
COTI JOINT VENTURE {COTI J V ), RECORDED IN VOLUME 1688, PAGE 9, DEED RECORDS 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 1/2-inch iron rod for the southwest comer of said Cea J V t~act, same
bmng the southeast corner of a called 23 212-acre tract of land conveyed to Brian P Catalano, Trustee, recorded
in Volume 2219, page 646, DRDCT, and being in the centerhne of Rmey Road,
THENCE N 00° 39' 12' E, along the line common to smd Cot~ J V tract and said Catalano tract, a distance of
23 86 feet to a set 5/8-tach iron rod with an aluminum cap for the POINT OF BEGINNING,
(1) THENCE N 00° 39' 12" E, along a line common to said Cntl J V tract and the Cetalano tract, a
distance of 797 16 feet to a eat PK nail with shiner on the new south right of way line of U S 77,
(2) THENCE S 58e 11' 36' E, along the new south nght of way line of U S 77, a distance of 70 11
feet to a set 5/8-tach iron rod with an aluminum cap,
(3) THENCE S O0° 39' 12" W, leaving sa~d right of way, a distance of 761 21 feet to a sat 6/8-inch
iron rod with an aluminum cap,
(4) THENCE N 89° 02' 41 ' W, a distance of 60 00 feet to the POINT OF BEGINNING, and containing
1 073 acres, or 46,751 square feet of land, more or less
Jo~ln F Wilder, R P L S Date
Texas No 4285
Texns Depnrmlont of Tronspoflatlon EXHIBIT "B.
Form
Pago I of 3 Rev 9/~I
Drainage Easement for ltighway Purposes
THE STA~ OF ~ }
CO~ OF } ~OW ALL MEN BY THESE PRESENTS.
of the County of , State of Texas, hereinafter referred to as Grantors, whether one
or more, for and in consideration of the sum of
Dollars ($ ) to Grantors m hnnd
]~a;t.d b.y the .State .of.Texas, acting by and th~'..ough the Texas Transportation Commission, receipt of which
is nereny_aclmowieageo, and for which no lien is retained, either expressed or unphed, do by these
.presents 0rant, .B~a~., 5ell..a~d Convey unto the State of Texas an easement m, along, upon and across
me ]?operty wmcn is .attuatan m the County of , State of Texas, which is more
particularly dascnbed m Exhibit "A,'' which is attached hereto and incorporated hereto for any and all
purposes.
Th~ easement
_ cunveyed hereto ~s .for the purpose of opemng, constructing and maintaining a permanent
channel o.r .oram .age easement m, niung, upon and across said prennsas described m F. xiuint "A" together
with the £tggtt ana privilege at all times of-the Omnt~ hereto, its agents, employees and representatives of
ingress and et~. ss to and from said premises for the purpose of making any unprovements, medxficanons
or repau's Iwhich the State deems necessary
And for the same comideratiun deso'lbed above and upon the same conditions, the Orentors have this day
granted and conveyed and by these presents do grant and convey unto tho State of Texas any and ail
~rovements presently existing upon the property dascnbed m smd F.,y2ubit "A," SAVE and EXCEPT,
OWEVI~ it. is exp~rasaiy understood and agreed that Grantors are retaining title to the fotlowmg
improvements located on the aforesaid property, to wit.
Orantors c~~nant and agree to remove the abovo*dasortbecl unprovements from smd land by the
day of ,19 , subject, however, to such extensions of time as ,may ~ granted
by tho Sta~, in writing; ~ if, for any rossini, Orantors fad or refuse to remove same within smd period of
time prescribed, then, without any fnrther consideraaon, the title to ail or any part of such improvements
not so rerooved shall pass to and vest in the State of Texas forever
c ah .pm the Sra . hereby made it is a eed between the pames hereto that any ato , esr, h, gravel or
uncne wmon ma~ om excavated m the opanmg, comtmctiun or maintenance of smd channel or drainage
easemem~ .may_ be ~ from said premises by the State and u-l~.A,t in the cm~.atructiun and mature*
nance og tim ~tate Alghway system of Texas.
TO. HA~ .AND. TO SOLD the premises described m !~, b~t "A" for smd purposes together Mth ail
~ s.~ tim rib_ts, pflvfleges ?~d,_~c? thereto m any manner belonging, unto the State of
~ exas ~mmV~, and Orentor hereby b_inds~ l~m. elf, ,its belts, successors or aaslBns, to Warrant and Forever
De.fend, all ~ singular, tl~ said mtsement herein cmiveyed unto the State of Texas, its successon and
asatgns, agmmt every person whomsoever lawfully clamung or to claim the same or any part tbe~of
Texas Dopmment of Tran~omuon
Form
Pase 2 ~3 Rev
~ ~ESS ~E~OF, ~ ~s~ent ~ exe~md on t~ ~e
day of ,19
ACKNOWLEDGMENT
THE STATE OF TEXAS, |
COUNTY OF
BEFORE ME, th~ undersigned, a Notary Public, on this day pe~onally appeared
, known to me (or p~oved
to me on th~ oath of , a credible wire,ss,) to bo the person(s) whose
name(..) is (nye) subscribed to the foregoing/mmunent and acknowledged to me that he/she/they executed the same for the
GIVEN UNDER MY HAND AND SEAL OF OFFICE, tins day of .19
Nota~ Pubhc, Stare of Tom
My C. mmn/sstan expues en dm day(~ , 19
CORPORATE ACKNOWLEDGMENT
~E STA~ OF TEXAS, }
CO~ OF }
B~O~ ~ ~ u~mt~, a Not~ ~bHc, ~ ~ ~y ~o~y ~d
of , . ~own to
w~ ~ ~ of ~ s~ , a co~om~on, ~ ~/s~ wu
~y m~ m ~ ~ ~ by ~ ~flm of ~ ~ of ~m of ~ co~on ~ ~ ~/~
O~ ~ MY ~ ~ S~ OF O~, ~ ~y of ,19
Nom~ Fobll~, Stato ~
My Comml.sion ~xl~lres on the day of ,19
Texas Department of Tran~por~ation
Form D-15-31
Pase3of3 Rev 9/~1
After recording please return this instrument to:
CERTIFICATE OF RECORDING
THE STATE OF TEXAS, }
COLr~I'Y OF }