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1999-124 O= ANCE NO gq- ¢ AN ORDINANCE APPROVING A REAL ESTATE CONTRACT BETWEEN THE CITY OF DENTON AND CHARLES R JACKSON RELATING TO THE PURCHASE OF 0 156 ACRES OF LAND FOR THE EXPANSION OF U S HIGHWAY 77 (PARCEL 24), AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR, AND PROVIDING AN EFFECTWE 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 Charles R Jackson, in 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 0 156 acres of land for the expansion ofU S Highway 77 (Parcel 24) SECTION II That the City Manager is authorized to make the expenditures as set forth in the attached Real Estate Contract SECTION III That this orthnance shall become effective immediately upon its passage and approval PASSED AND APPROVED this the ~fl)O._ day of (f'~rl/tfi~.t ~ ,1999 JA~A(vlILLER, MAYOR ATTEST JENNIFER WALTERS, CITY SECRETARY HERBERT L PROUTY, CITY ATTORNEY REAL ESTATE CONTRACT STATE OF TEXAS COUNTY OF DENTON THIS CONTRACT OF SALE is made by and between CHARLES R JACKSON (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 r~ghts 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 subject to the terms, provisions, and conditions hereinafter set forth. Purchaser 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 May 1, 1999 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 $9,814.00 net, excluding taxes, liens, judgements, penalties and/or interest. 2 Payment 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. W~th~n twenty (20) days after the date hereof, Purchaser, at Purchaser'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 CoU~mltment that the condition of title as set forth ~n the Commitment is or is not satisfactory. In the event Purchaser states the condltlon of 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 w~thln ten (10) days after receipt of written not~ce, th~s Agreement shall thereupon be null and void for all purposes; otherwise, this condition shall be deemed to be acceptable and any ob3ect~on 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 l~censed Texas land surveyor acceptable to Purchaser. The survey shall be staked on the ground, and shall show the location of all lmprovements, highways, streets, roads, railroads, rivers, creeks, or other water courses, fences, easements, and r~ghts-of- way on or ad3acent 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 is unacceptable, then Purchaser shall w~thln the ten (10) day period, g~ve Seller written notice of th~s fact. Purchaser shall, at Purchaser's option, promptly undertake to eliminate or modify the unacceptable portions of the survey to the reasonable satisfaction of Purchaser. In the event Purchaser ~s unable to do so w~th~n ten (10) days after receipt of written notice, Purchaser may terminate th~s Agreement, and the Agreement shall thereupon be null and vold for all purposes and the Escrow Deposit shall be returned by the Title Company to Purchaser. Purchaser's failure to give Seller th~s written not~ce shall be deemed to be Purchaser's acceptance of the survey. 3. Seller's Compliance. 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 W/~qPJ~NTIES OF SELLER Seller hereby represents and warrants to Purchaser as AEE008FE PAGE 2 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, there is 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 the seller's knowledge, there are no toxic or hazardous wastes or materials on or within the Property. Such toxic or hazardous wastes or materials include, but are not limited to, hazardous materlals 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 office of Dentex Title Company on or before May 28, 1999, 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") CLOSING REQUIREMENTS 1. Seller's Requirements. At the closing Seller shall A. Deliver to State of Texas, acting by and through the Texas TransDortatlon CommissIon a duly executed and acknowledged Deed in the form as attached hereto as Exhlblt ~B" conveylng 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. General real estate taxes for the year of closing and subsequent years not yet due and payable; AEE008FE PAGE 3 2. Any exceptions approved by Purchaser pursuant to Purchaser's Obligations here- of; and 3. Any exceptions approved by Purchaser in writing. B. Purchaser to obtain a Texas Owner's Policy of Title Insurance at Purchaser's sole expense, Issued by Dentex T~tle Company, Denton, Texas, (the "T~tle 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 simple title for the State of Texas to the Property subject only to those t~tle exceptions listed in Closln~ Requirements hereof, such other exceptions as may be approved in writing by Purchaser, and the standard printed exceptions contained · n the usual form of Texas Owner's Policy of Title Insurance, provided, however: 1. The boundary and survey exceptions shall be deleted ~f required by Purchaser and if so required, the costs associated with 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 l~mlted 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 immediately available funds. 3 Closln~ Costs Seller shall pay all taxes assessed by any tax collection authority through the date of Closing. All other costs and expenses of closing in consummating the sale and purchase of the Property not specifically allocated herein shall be paid by Purchaser. AEE008 FE PAGE 4 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 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 notice 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 specific performance of this Agreement, or terminate this Agreement by written notice delivered to purchaser. MISCELLANEOUS 1. Assignment of Agreement. 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 r~ghts and benefits of the part~es, pertaining 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. Texas 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. Parties Bound. This Agreement shall be b~ndlng upon and inure to the benefit of the parties and their respective heirs, executors, administrators, legal representatives, successors and assigns where permitted by this Agreement. AEE008FE PAGE 5 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 validity, illegality, or unenforceablllty shall not affect any other provision hereof, and this Agreement shall be construed as if the invalid, illegal, or unenforceable provision had never been contained herein. 7. Prior Agreements Superseded. This 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 of Essence. Time is of the essence in this Agreement. 9. Gender. Words of any gender used in this Agreement shall be held and construed to include any other gender, and words 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 part~es 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. Time Limit. 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 ~,0~k~ , 199~ .__ THEy~~~h~i~~CITY OF DENTON, TEXAS B ~lch~el C 1 t ~Man~g~e~;' 215E. McKlnney Denton, Texas 76201 AEE008FE PAGE 6 STATE OF TEXAS COUNTY OF DENTON ThAs instrument is acknowledged 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 is subscribed to the foregoing instrument 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 City Council of the City of Denton and that he executed the same as the act of the said City for purposes and consideration therein expressed, and in the capacity therein ~t~ed. and for ~ ~ .... MA~ ]~ 2~] ~ the State of Texas STATE OF TEXAS COUNTY OF DENTON ~ Tk~S instrument is acknowledged before me, on this ~-- day of ~, 199__ by CHARLES R. JACKSON ~~N ~ Notary [mubllc in and for ~/~;~ No~O~?u~ll¢ ~ the State of Texas A~ES08FE PAGE 7 EXHIBIT 'A" County Denton Page I of 1 Highway U.S. 77 ProJect L]m~ts From I.H. 3B Rev November 28, 1994 To U.S. 3SO CSJ Account FIELD NOTES FOR PARCEL 24 BEING A PARCEL OF LAND SITUATED IN A CALLED 0.818-ACRE PARCEL OF LAND CONVEYED TO CHARLES Fi JACKSON, RECORDED IN VOLUME 1556, PAGE 214, DEED RECORDS OF DENTON COUNTY, TEXAS (DRDCT), AND BEING SITUATED IN THE N.H. MEISENHEIMER SURVEY, ABSTRACT NO 810, 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 northeast comer of a called 0 220-acra parcel of land conveyed to Emoty D Groaning, recorded In Volume 898, Page 793, DRDCT, same being a pmnt on the west property line of smd Jackson tract, THENCE S 01 o 22' 39" E, along the east line of smd Groaning tract and west line of ae~d Jackson tract, a d~stance of 125 86 feet to · sst E/8-inch iron md vv~t an aluminum cap being the POINT OF BEGINNING, same being a point on the new north right of way line of U.S. 77, (1) THENCE S 58° 11' 36" E, along the new north right of way line of U.S 77, a distance of 198 25 feet to a set PK nail with shiner on the east line of said Jackson tract being near the cantarllne of Rlney Road; (2) THENCE S 26° 39' 28" ~, with the east line of said Jackson tract and the canterhne of smd R~ney Road, a distance of 61 45 feet to a po,nt being the southeast comer of smd Jackson tract, same being a point on the existing north right of way line of U S 77, (3) THENCE N 58° 02' 39' W, with the south line of said Jackson tract, and the ex~et~ng north nght of way line of U.S 77, a distance of 230.00 feet to a found 1/2-inch Iron rod for the southwest corner of smd Jackson tract and bmng the southeast comer of smd Groaning tract, (4) THENCE N 01 o 22' 39' W, with the line common to said Jackson tract and said Groaning tract, a d~stanca of 37.69 feet to the POINT OF BEGINNING and contmmng 0.156 acre, or 6,807 square feet of land, of which 1207 square feet resides in the prescriptive right of way of Riney Road, more or less, John F Wilder, R.P.L S Date Texas No 4285