R-2019-0316 - 7/25/2019 RESOLUTION NO. R-2019-0316
WHEREAS, the City of Round Rock ("City") is the owner of real properties located at
209-211 Brown Street("Property"), in Round Rock, Williamson County, Texas; and
WHEREAS, the City desires to sell said Property; and
WHEREAS, pursuant to §253.014 of the Local Government Code, the City entered into a
contract with Brentley Brinegar of Brinegar Properties to list the Property for sale; and
WHEREAS, the Property has been listed for sale for more than 30 days; and
WHEREAS, Terry J. Darilek submitted the highest cash offer in the form of a Commercial
Contract—Unimproved Property to purchase the Property; and
WHEREAS, the Council desires to accept such offer, Now Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS,
That the Mayor is hereby authorized and directed to execute on behalf of the City a
Commercial Contract — Unimproved Property with Terry J. Darilek and or Assignees, a copy of said
Contract being attached hereto as Exhibit "A" and incorporated herein for all purposes.
The City Council hereby finds and declares that written notice of the date, hour, place and
subject of the meeting at which this Resolution was adopted was posted and that such meeting was
open to the public as required by law at all times during which this Resolution and the subject matter
hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act,
Chapter 551, Texas Government Code, as amended.
RESOLVED this 25th day of July, 2019.
CRAI MOR , Mayor
City 6f Round ock, Texas
ATTEST:
(Egp I f f
4CIL,I)
SARA L. WHITE, City Clerk
0112.1902;00427960
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EXHIBIT
�Ll TEXAS REALTORS I "A'"
COMMERCIAL CONTRACT - UNIMPROVED PROPERTY
USE OF THIS FORM BY PERSONS WI-10 ARE NOT MEMBERS OF THE TEXAS ASSOCIATION OF P.EALTORSS,INC.IS NOT AUTHORIZED.
.'Texas Association of REALTORS?,Inc.2018
1. PARTIES: Seller agrees to sell and convey to Buyer the Property described in Paragraph 2. Buyer agrees
to buy the Property from Seller for the sales price stated in Paragraph 3. The parties to this contract are:
Seller: City of Round Rock _
Address: 221 Main Street, Round Rock. TX 78664
Phone: �._____ .._._________E-mail:
Fax: ---- Other:
Buyer: Ferry J. Darilek and or Assigns
Address: PO Box 5382, Round Rock, TX 78683
Phone: (281)923-6502 E-mail: terrya@thedarilekgroup.com
Fax: Other:
2. PROPERTY:
A. "Property" means that real property situated in Williamson County, Texas at
209-211 South Brown Street Round Rock TX 78664
(address) and that is legally described on the attached Exhibit or as follows:
ROUND ROCK CITY OF, BLOCK 2, LOT 8-10 S 1/2 OF R701575F -Old Town Round Rock -
Modern
B. Seller will sell and convey the Property together with:
(1) all rights, privileges, and appurtenances pertaining to the Property, including Seller's right, title, and
interest in any minerals, utilities, adjacent streets, alleys, strips, gores, and rights-of-way;
(2) Seller's interest in all leases, rents, and security deposits for all or part of the Property; and
(3) Seller's interest in all licenses and permits related to the Property.
(Describe any exceptions, reservations, or restrictions in Paragraph 12 or an addendum.)
(If mineral rights are to be reserved an appropriate addendum should be attached.)
3. SALES PRICE:
A. At or before closing, Buyer will pay the following sales price for the Property:
(1) Cash portion payable by Buyer at closing . . . . . . . . . .
. . . . . . . . . . .
• • 85 500.00
(2) Sum of all financing described in Paragraph 4 . . . . . . . . . . . . . . . . . . . . $ 199,500.00
(3) Sales price (sure of 3A(1) and 3A(2)) . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 285,000.00
........Eli
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KW Commerical��dCo Division-Keller M iffhmis Realty-RR.2300 Greenhill Dr.9200 Round Ronk TX 78664 Phone 5127510004 Fax:5123071404 209&211 S Brown
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Commercial Contract-Unimproved Property concerning 209.211 South Brown Street Round Rock TX 78664
B. Adjustment to Sales Price: (Check (1) or(2) only.)
!?C (1) The sales price will not be adjusted based on a survey.
E] (2) The sales price will be adjusted based on the latest survey obtained under Paragraph 6B.
(a) The sales price is calculated on the basis of$ per:
(i) square foot of ]total area j 1 net area.
U (ii) acre of U total area L'net area.
(b) "Total area" means all land area within the perimeter boundaries of the Property. "Net area"
means total area less any area of the Property within:
n (i) public roadways;
(ii) rights-of-way and easements other than those that directly provide utility services to the
Property; and
(iii)
(c) If the sales price is adjusted by more than % of the stated sales price, either party
may terminate this contract by providing written notice to the other party within days
after the terminating party receives the survey. If neither party terminates this contract or if the
variance is less than the stated percentage, the adjustment to the sales price will be made to
the cash portion of the sales price payable by Buyer.
4. FINANCING: Buyer will finance the portion of the sales price under Paragraph 3A(2) as follows:
A. Third Party Financing: One or more third party loans in the total amount of$ 199,500.00
This contract:
(1) is not contingent upon Buyer obtaining third party financing.
(2) is contingent upon Buyer obtaining third party financing in accordance with the attached
Commercial Contract Financing Addendum (TXR-1931).
B. Assumption: In accordance with the attached Commercial Contract Financing Addendum (TXR-1931),
Buyer will assume the existing promissory note secured by the Property, which balance at closing will
be $
L] C. Seller Financing: The delivery of a promissory note and deed of trust to Seller under the terms of the
attached Commercial Contract Financing Addendum (TXR-1931) in the amount of
$
5. EARNEST MONEY:
A. Not later than 3 days after the effective date, Buyer must deposit $ $3,000.00 as earnest
money with Georgetown Title - Round Rock (title company)
at 1717 N. Mays Street,_Round-Rock, TX 78664_ (address) David Hays_ (closer).
Buyer fails to timely deposit the earnest money, Seller may terminate this contract or exercise any of
Seller's other remedies under Paragraph 15 by providing written notice to Buyer before Buyer deposits
the earnest money.
B. Buyer will deposit an additional amount of$ with the title company to be made
part of the earnest money on or before:
........ (i) days after Buyer's right to terminate under Paragraph 7B expires; or
Buyer will be in default if Buyer fails to deposit the additional amount required by this Paragraph 5B
within 3 days after Seller notifies Buyer that Buyer has not timely deposited the additional amount.
C. Buyer may instruct the title company to deposit the earnest money in an interest-bearing account at a
federally insured financial institution and to credit any interest to Buyer.
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Commercial Contract-Unimproved Property concerning 209-211 South Brown Street Round Rock TX 78664
6. TITLE POLICY AND SURVEY:
A. Title Policy:
(1) Seller, at Seller's expense, will furnish Buyer an Owner's Policy of Title Insurance (the title policy)
issued by any underwriter of the title company in the amount of the sales price, dated at or after
closing, insuring Buyer against loss under the title policy, subject only to:
(a) those title exceptions permitted by this contract or as may be approved by Buyer in writing; and
(b) the standard printed exceptions contained in the promulgated form of title policy unless this
contract provides otherwise.
(2) The standard printed exception as to discrepancies, conflicts, or shortages in area and boundary
lines, or any encroachments or protrusions, or any overlapping improvements:
(a) will not be amended or deleted from the title policy.
X (b) will be amended to read "shortages in areas" at the expense of Buyer P Seller.
(3) Within 10 days after the effective date, Seller will furnish Buyer a commitment for title insurance
(the commitment) including legible copies of recorded documents evidencing title exceptions. Seller
authorizes the title company to deliver the commitment and related documents to Buyer at Buyer's
address.
B. Survey: Within 10 days after the effective date:
(1) Buyer will obtain a survey of the Property at Buyer's expense and deliver a copy of the survey to
Seller. The survey must be made in accordance with the: (i) ALTA/HSPS Land Title Survey
standards, or (ii) Texas Society of Professional Surveyors' standards for a Category 1A survey
under the appropriate condition. Seller will reimburse Buyer (insert
amount) of the cost of the survey at closing, if closing occurs.
(2) Seller, at Seller's expense, will furnish Buyer a survey of the Property dated after the effective date.
The survey must be made in accordance with the: (i) ALTA/HSPS Land Title Survey standards, or
(ii) Texas Society of Professional Surveyors' standards for a Category 1A survey under the
appropriate condition.
(3) Seiler will deliver to Buyer and the title company a true and correct copy of Seller's most recent
survey of the Property along with an affidavit required by the title company for approval of the
existing survey. If the existing survey is not acceptable to the title company, [g Seller [] Buyer
(updating party), will, at the updating party's expense, obtain a new or updated survey acceptable
to the title company and deliver the acceptable survey to the other party and the title company
within 20 days after the title company notifies the parties that the existing survey is not acceptable
to the title company. The closing date will be extended daily up to 20 days if necessary for the
updating party to deliver an acceptable survey within the time required. The other party will
reimburse the updating party X0.0 _ _ (insert amount or percentage) of the cost
of the new or updated survey at closing, if closing occurs.
C. Buyer's Objections to the Commitment and Survey:
(1) Within - _ 0___days after Buyer receives the last of the commitment, copies of the documents
evidencing the title exceptions, and any required survey, Buyer may object in writing to matters
disclosed in the items if: (a) the matters disclosed are a restriction upon the Property or constitute a
defect or encumbrance to title other than those permitted by this contract or liens that Seller will
satisfy at closing or Buyer will assume at closing; or (b) the items show that any part of the Property
lies in a special flood hazard area (an "A" or W" zone as defined by FEMA). If the commitment or
survey is revised or any new document evidencing a title exception is delivered, Buyer may object
to any new matter revealed in such revision or new document. Buyer's objection must be made
within the same number of days stated in this paragraph, beginning when the revision or new
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Commercial Contract-Unimproved Property concerning 209.211 South grown Street Round.Rock TX 78664
document is delivered to Buyer. If Paragraph 6B(1) applies, Buyer is deemed to receive the survey
on the earlier of: (i) the date of Buyer's actual receipt of the survey; or (ii) of the deadline specified
in Paragraph 6B.
(2) Seller may, but is not obligated to, cure Buyer's timely objections within 15 days after Seller
receives the objections. The closing date will be extended as necessary to provide such time to
cure the objections. If Seller fails to cure the objections by the time required, Buyer may terminate
this contract by providing written notice to Seller within 5 days after the time by which Seller must
cure the objections. If Buyer terminates, the earnest money, less any independent consideration
under Paragraph 713(1), will be refunded to Buyer.
(3) Buyer's failure to timely object or terminate under this Paragraph 6C is a waiver of Buyer's right to
object except that Buyer will not waive the requirements in Schedule C of the commitment.
7. PROPERTY CONDITION:
A. Present Condition: Buyer accepts the Property in its present condition except that Seller, at
Seller's expense, will complete the following before closing: NIA.
B. Feasibility Period: Buyer may terminate this contract for any reason within 45 days after the
effective date (feasibility period) by providing Seller written notice of termination.
(1) Independent Consideration. (Check only one box and insert amounts.)
(a) If Buyer terminates under this Paragraph 713, the earnest money will be refunded to Buyer less
$ 100.00 that Seller will retain as independent consideration for Buyer's
unrestricted right to terminate. Buyer has tendered the independent consideration to Seller
upon payment of the amount specified in Paragraph 5A to the title company. The independent
consideration is to be credited to the sales price only upon closing of the sale. If no dollar
amount is stated in this Paragraph 7B(1) or if Buyer fails to deposit the earnest money, Buyer
will not have the right to terminate under this Paragraph 7B.
(b) Not later than 3 days after the effective date, Buyer must pay Seller $
as independent consideration for Buyer's right to terminate by tendering such amount to Seller
or Seller's agent. If Buyer terminates under this Paragraph 7B, the earnest money will be
refunded to Buyer and Seller will retain the independent consideration. The independent
consideration will be credited to the sales price only upon closing of the sale. If no dollar
amount is stated in this Paragraph 7B(2) or if Buyer fails to pay the independent consideration
Buyer will not have the right to terminate under this Paragraph 713.
(2) Feasibility Period Extension: Prior to the expiration of the initial feasibility period, Buyer may extend
the feasibility period for a single period of an additional 30 days by depositing additional
earnest money in the amount of$1,500.00 _ _ `^- ` �^- with the title company. If no dollar
amount is stated in this Paragraph or if Buyer fails to timely deposit the additional earnest money
the extension of the feasibilityperiod will not be effective
C. Inspections. Studies. or Assessments:
(1) During the feasibility period, Buyer, at Buyer's expense, may complete or cause to be completed
any and all inspections, studies, or assessments of the Property (including all improvements and
fixtures) desired by Buyer.
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(2) Buyer must:
(a) employ only trained and qualified inspectors and assessors;
(b) notify Seller, in advance, of when the inspectors or assessors will be on the Property;
(c) abide by any reasonable entry rules or requirements of Seller;
(d) not interfere with existing operations or occupants of the Property; and
(e) restore the Property to its original condition if altered due to inspections, studies, or
assessments that Buyer completes or causes to be completed.
(3) Except for those matters that arise from the negligence of Seller or Seller's agents, Buyer is
responsible for any claim, liability, encumbrance, cause of action, and expense resulting from
Buyer's inspections, studies, or assessments, including any property damage or personal injury.
Buyer will indemnify, hold harmless, and defend Seller and Seller's agents against any claim
involving a matter for which Buyer is responsible under this paragraph. This paragraph survives
termination of this contract.
D. Property Information:
(1) Delivery of Property Information: Within 10 days after the effective date, Seller will deliver to
Buyer: (Check all that apply.)
X� (a) copies of all current leases, including any mineral leases, pertaining to the Property, including
any modifications, supplements, or amendments to the leases;
(b) copies of all notes and deeds of trust against the Property that Buyer will assume or that Seller
will not pay in full on or before closing;
X� (c) copies of all previous environmental assessments, geotechnical reports, studies, or analyses
made on or relating to the Property;
X( (d) copies property tax statements for the Property for the previous 2 calendar years:
(e) plats of the Property;
(f) copies of current utility capacity letters from the Property's water and sewer service provider;
and
(g)
(2) Return of Property Information: If this contract terminates for any reason, Buyer will, not later than
10 days after the termination date: (Check all that apply.)
(a) return to Seller all those items described in Paragraph 7D(1) that Seller delivered to Buyer in
other than an electronic format and all copies that Buyer made of those items;
'Ki (b) delete or destroy all electronic versions of those items described in Paragraph 7D(1) that Seller
delivered to Buyer or Buyer copied in any format; and
(c) deliver to Seller copies of all inspection and assessment reports related to the Property that
Buyer completed or caused to be completed.
This Paragraph 7D(2) survives termination of this contract.
E. Contracts Affecting Operations: Until closing, Seller: (1) will operate the Property in the same manner
as on the effective date under reasonably prudent business standards; and (2) will not transfer or
dispose of any part of the Property, any interest or right in the Property, or any of the personal property
or other items described in Paragraph 2B or sold under this contract. After the feasibility period ends,
Seller may not enter into, amend, or terminate any other contract that affects the operations of the
Property without Buyer's written approval.
8. LEASES:
A. Each written lease Seller is to assign to Buyer under this contract must be in full force and effect
according to its terms. Seller may not enter into any new lease, fail to comply with any existing lease,
or make any amendment or modification to any existing lease without Buyer's written consent. Seller
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Commercial Contract-Unimproved Property concerning 209-211 South Brown Street Round Rock TX 78664
must disclose, in writing, if any of the following exist at the time Seller provides the leases to the Buyer
or subsequently occur before closing:
(1) any failure by Seller to comply with Seller's obligations under the leases;
(2) any circumstances under any lease that entitle the tenant to terminate the lease or seek any offsets
or damages;
(3) any advance sums paid by a tenant under any lease;
(4) any concessions, bonuses, free rents, rebates, brokerage commissions, or other matters that affect
any lease; and
(5) any amounts payable under the leases that have been assigned or encumbered, except as security
for loan(s) assumed or taken subject to under this contract.
B. Estoppel Certificates: Within NIA days after the effective date, Seller will deliver to Buyer estoppel
certificates signed not earlier than by each tenant that leases space
in the Property. The estoppel certificates must include the certifications contained in the current version
of TXR Form 1938 - Commercial Tenant Estoppel Certificate and any additional information requested
by a third party lender providing financing under Paragraph 4 if the third party lender requests such
additional information at least 10 days prior to the earliest date that Seller may deliver the signed
estoppel certificates.
9. BROKERS;
A. The brokers to this sale are:
Principal Broker: Brinegar Properties Cooperating Broker: Kw Commercial
%Keller Williams Realty Round Rock
Agent:Brantley Brinegar Agent: Frances Crossley
Address:401 W.Anderson Ave Address: 2300 Greenhill Drive,#200
Round Rock,TX 78664 Round Rock,TX 78664_
Phone& Fax:(512)940-0188 Phone & Fax: (512)751-0004
E-mail: bb@512texas.com E-mail: frances@kwcommercial.com
License No.: 589701 License No.: 624525
Principal Broker: (Check only one box) Cooperating Broker represents Buyer.
represents Seller only.
represents Buyer only.
j is an intermediary between Seller and Buyer.
B. Fees: (Check only(1) or(2) below.)
(Complete the Agreement Between Brokers on page 14 only if(1) is selected.)
(1) Seller will pay Principal Broker the fee specified by separate written commission agreement
between Principal Broker and Seller. Principal Broker will pay Cooperating Broker the fee specified
in the Agreement Between Brokers found below the parties' signatures to this contract.
(2) At the closing of this sale, Seller will pay:
Principal Broker a total cash fee of: Cooperating Broker a total cash fee of:
F] 3.000 % of the sales price. 3.000 % of the sales price.
Ea �....._.�
The cash fees will be paid in Williamson County, Texas. Seller authorizes
the title company to pay the brokers from the Seller's proceeds at closing.
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Commercial Contract-Unimproved Property concerning 209-211 South Brown Street Round Rock TX 78664
NOTICE: Chapter 621, Texas Property Code, authorizes a broker to secure an earned commission
with a lien against the Property.
C. The parties may not amend this Paragraph 9 without the written consent of the brokers affected by the
amendment.
10. CLOSING:
A. The date of the closing of the sale (closing date) will be on or before the later of:
(1) X 15 _days after the expiration of the feasibility period.
(specific date).
(2) 7 days after objections made under Paragraph 6C have been cured or waived.
B. If either party fails to close by the closing date, the non-defaulting party may exercise the remedies in
Paragraph 15.
C. At closing, Seller will execute and deliver, at Seller's expense, a []general U special warranty deed.
The deed must include a vendor's lien if any part of the sales price is financed. The deed must convey
good and indefeasible title to the Property and show no exceptions other than those permitted under
Paragraph 6 or other provisions of this contract. Seller must convey the Property:
(1) with no liens, assessments, or other security interests against the Property which will not be
satisfied out of the sales price, unless securing loans Buyer assumes;
(2) without any assumed loans in default; and
(3) with no persons in possession of any part of the Property as lessees, tenants at sufferance, or
trespassers except tenants under the written leases assigned to Buyer under this contract.
D. At closing, Seller, at Seller's expense, will also deliver to Buyer:
(1) tax statements showing no delinquent taxes on the Property;
(2) an assignment of all leases to or on the Property;
(3) to the extent assignable, an assignment to Buyer of any licenses and permits related to the
Property;
(4) evidence that the person executing this contract is legally capable and authorized to bind Seller;
(5) an affidavit acceptable to the title company stating that Seller is not a foreign person or, if Seller is
a foreign person, a written authorization for the title company to: (i) withhold from Seller's proceeds
an amount sufficient to comply with applicable tax law; and (ii) deliver the amount to the Internal
Revenue Service (IRS) together with appropriate tax forms; and
(6) any notices, statements, certificates, affidavits, releases, and other documents required by this
contract, the commitment, or law necessary for the closing of the sale and issuance of the title
policy, all of which must be completed by Seller as necessary.
E. At closing, Buyer will:
(1) pay the sales price in good funds acceptable to the title company;
(2) deliver evidence that the person executing this contract is legally capable and authorized to bind
Buyer;
(3) sign and send to each tenant in a lease for any part of the Property a written statement that:
(a) acknowledges Buyer has received and is responsible for the tenant's security deposit; and
(b) specifies the exact dollar amount of the security deposit;
(4) sign an assumption of all leases then in effect; and
(5) execute and deliver any notices, statements, certificates, or other documents required by this
contract or law necessary to close the sale.
F. Unless the parties agree otherwise, the closing documents will be as found in the basic forms in the
current edition of the State Bar of Texas Real Estate Forms Manual without any additional clauses.
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11. POSSESSION: Seller will deliver possession of the Property to Buyer upon closing and funding of this sale
in its present condition with any repairs Seller is obligated to complete under this contract, ordinary wear
and tear excepted. Any possession by Buyer before closing or by Seller after closing that is not authorized
by a separate written lease agreement is a landlord-tenant at sufferance relationship between the parties.
12. SPECIAL PROVISIONS: The following special provisions apply and will control in the event of a conflict
with other provisions of this contract. (If special provisions are contained in an Addendum, identify the
Addendum here and reference the Addendum in Paragraph 22D.)
(SUS -ommercial Contract Special Provisions Addendum
13. SALES EXPENSES:
A. Seller's Expenses: Seller will pay for the following at or before closing:
(1) releases of existing liens, other than those liens assumed by Buyer, including prepayment penalties
and recording fees;
(2) release of Seller's loan liability, if applicable;
(3) tax statements or certificates;
(4) preparation of the deed;
(5) one-half of any escrow fee;
(6) costs to record any documents to cure title objections that Seller must cure; and
(7) other expenses that Seller will pay under other provisions of this contract.
B. Buyer's Expenses: Buyer will pay for the following at or before closing:
(1) all loan expenses and fees;
(2) preparation of any deed of trust;
(3) recording fees for the deed and any deed of trust;
(4) premiums for flood insurance as may be required by Buyer's lender;
(5) one-half of any escrow fee;
(6) other expenses that Buyer will pay under other provisions of this contract.
14, PRORATIONS:
A. Prorations:
(1) Interest on any assumed loan, taxes, rents, and any expense reimbursements from tenants will be
prorated through the closing date.
(2) If the amount of ad valorem taxes for the year in which the sale closes is not available on the
closing date, taxes will be prorated on the basis of taxes assessed in the previous year. If the taxes
for the year in which the sale closes vary from the amount prorated at closing, the parties will adjust
the prorations when the tax statements for the year in which the sale closes become available. This
Paragraph 14A(2) survives closing,
(3) If Buyer assumes a loan or is taking the Property subject to an existing lien, Seller will transfer all
reserve deposits held by the lender for the payment of taxes, insurance premiums, and other
charges to Buyer at closing and Buyer will reimburse such amounts to Seller by an appropriate
adjustment at closing.
B. Rollback Taxes: If Seller's use or change in use of the Property before closing results in the
assessment of additional taxes, penalties, or interest (assessments) for periods before closing, the
assessments will be the obligation of the Seller. If this sale or Buyer's use of the Property after closing
results in additional assessments for periods before closing, the assessments will be the obligation of
Buyer. This Paragraph 14B survives closing.
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C. Rent and Security Deposits: At closing, Seller will tender to Buyer all security deposits and the following
advance payments received by Seller for periods after closing: prepaid expenses, advance rental
payments, and other advance payments paid by tenants. Rents prorated to one party but received by
the other party will be remitted by the recipient to the party to whom it was prorated within 5 days after
the rent is received. This Paragraph 14C survives closing.
15. DEFAULT:
A. If Buyer fails to comply with this contract, Buyer is in default and Seiler, as Seller's sole remedy(ies),
may terminate this contract and receive the earnest money, as liquidated damages for Buyer's failure
except for any damages resulting from Buyer's inspections, studies or assessments in accordance with
Paragraph 7C(3) which Seller may pursue; or
(Check if applicable)
enforce specific performance, or seek such other relief as may be provided by law.
B. If, without fault, Seiler is unable within the time allowed to deliver the estoppel certificates, survey or the
commitment, Buyer may:
(1) terminate this contract and receive the earnest money, less any independent consideration under
Paragraph 7B(1), as liquidated damages and as Buyer's sole remedy; or
(2) extend the time for performance up to 15 days and the closing will be extended as necessary.
C. Except as provided in Paragraph 15B, if Seller fails to comply with this contract, Seller is in default and
Buyer may:
(1) terminate this contract and receive the earnest money, less any independent consideration under
Paragraph 713(1), as liquidated damages and as Buyer's sole remedy; or
(2) enforce specific performance, or seek such other relief as may be provided by law, or both.
16. CONDEMNATION: If before closing, condemnation proceedings are commenced against any part of the
Property, Buyer may:
A. terminate this contract by providing written notice to Seller within 15 days after Buyer is advised of the
condemnation proceedings and the earnest money, less any independent consideration paid under
Paragraph 713(1), will be refunded to Buyer; or
B. appear and defend in the condemnation proceedings and any award will, at Buyer's election, belong to:
(1) Seller and the sales price will be reduced by the same amount; or
(2) Buyer and the sales price will not be reduced.
17.ATTORNEY'S FEES: If Buyer, Seller, any broker, or the title company is a prevailing party in any legal
proceeding brought under or with relation to this contract or this transaction, such party is entitled to
recover from the non-prevailing parties all costs of such proceeding and reasonable attorney's fees. This
Paragraph 17 survives termination of this contract.
18. ESCROW:
A. At closing, the earnest money will be applied first to any cash down payment, then to Buyer's closing
costs, and any excess will be refunded to Buyer. If no closing occurs, the title company may require
payment of unpaid expenses incurred on behalf of the parties and a written release of liability of the
title company from all parties.
B. If one party makes written demand for the earnest money, the title company will give notice of the
demand by providing to the other party a copy of the demand. If the title company does not receive
written objection to the demand from the other party within 15 days after the date the title company
sent the demand to the other party, the title company may disburse the earnest money to the party
making demand, reduced by the amount of unpaid expenses incurred on behalf of the party receiving
the earnest money and the title company may pay the same to the rptlifors.
(TXR-1802)4-1-18 Initialed for Identification by Seller and Buyer",-.' Page 9 of 14
P(odur_ed with zipFome)by zipLogix 18070 Fifteen Mile Road.Fraser,Michigan 48026 www.zipLOgix.coni 209&211,y
DocuSign Envelope ID:OE9C7370-2A14-437E-A529-78OF5C2E5FCC
Commercial Contract-Unimproved Property concerning 209-211 South Brown Street Round Rock TX 78664
C. The title company will deduct any independent consideration under Paragraph 713(1) before disbursing
any earnest money to Buyer and will pay the independent consideration to Seller.
D. If the title company complies with this Paragraph 18, each party hereby releases the title company from
all claims related to the disbursal of the earnest money.
E. Notices under this Paragraph 18 must be sent by certified mail, return receipt requested. Notices to the
title company are effective upon receipt by the title company.
F. Any party who wrongfully fails or refuses to sign a release acceptable to the title company within 7 days
after receipt of the request will be liable to the other party for: (i) damages; (ii) the earnest money; (iii)
reasonable attorney's fees; and (iv) all costs of suit.
G. j Seller(—] Buyer intend(s) to complete this transaction as a part of an exchange of like-kind properties
in accordance with Section 1031 of the Internal Revenue Code, as amended. All expenses in
connection with the contemplated exchange will be paid by the exchanging party. The other party will
not incur any expense or liability with respect to the exchange. The parties agree to cooperate fully and
in good faith to arrange and consummate the exchange so as to comply to the maximum extent
feasible with the provisions of Section 1031 of the Internal Revenue Code. The other provisions of this
contract will not be affected in the event the contemplated exchange fails to occur.
19. MATERIAL FACTS: To the best of Seller's knowledge and belief: (Check only one box.)
A. Seller is not aware of any material defects to the Property except as stated in the attached Commercial
Property Condition Statement (TXR-1408).
B. Except as otherwise provided in this contract, Seller is not aware of:
(1) any subsurface: structures, pits, waste, springs, or improvements;
(2) any pending or threatened litigation, condemnation, or assessment affecting the Property;
(3) any environmental hazards or conditions that materially affect the Property;
(4) whether the Property is or has been used for the storage or disposal of hazardous materials or
toxic waste, a dump site or landfill, or any underground tanks or containers;
(5) whether radon, asbestos containing materials, urea-formaldehyde foam insulation, lead-based
paint, toxic mold (to the extent that it adversely affects the health of ordinary occupants), or other
pollutants or contaminants of any nature now exist or ever existed on the Property;
(C) any wetlands, as defined by federal or state law or regulation, on the Property;
(7) any threatened or endangered species or their habitat on the Property;
(8) any present or past infestation of wood-destroying insects in the Property's improvements;
(9) any contemplated material changes to the Property or surrounding area that would materially and
detrimentally affect the ordinary use of the Property;
(10)any condition on the Property that violates any law or ordinance.
(Describe any exceptions to (9)-(10) in Paragraph 12 or an addendum.)
20. NOTICES: All notices between the parties under this contract must be in writing and are effective when
hand-delivered, mailed by certified mail return receipt requested, or sent by facsimile transmission to the
parties addresses or facsimile numbers stated in Paragraph 1. The parties will send copies of any notices
to the broker representing the party to whom the notices are sent.
X A. Seller also consents to receive any notices by e-mail at Seller's e-mail address stated in Paragraph 1.
X B. Buyer also consents to receive any notices by e-mail at Buyer's e-mail address stated in Paragraph 1.
21. DISPUTE RESOLUTION: The parties agree to negotiate in good faith in an effort to resolve any dispute
related to this contract that may arise. If the dispute cannot be resolved by negotiation, the parties will
submit the dispute to mediation before resorting to arbitration or litigation and will equally share the costs
of a mutually acceptable mediator. This paragraph survives termination of this contract. This paragraph
does not preclude a party from seeking equitable relief from a court of rmmnPtent jurisdiction.
(TXR-1802)4-1-18 Initialed for Identification by Seller and Buyer. Page 10 of 14
Produced with zipFormb by zipLogix 18070 Fifteen Mile(load.Fraser,Michigan 48026 w,w,.zipLogu.com 209&211 5
oncuoignEnvelope ID:osocroro-2A1+4o7s~«szo-7anFsc2Espcc
Commercial Contract'Unimproved Property concerning 209-211 South Brown..Street. Round Rock,...TX 78664
22. AGREEMENT OFTHE PARTIES/
A. This contract is binding on the partiam, their heira, executona, nepreaontativaa, auocaaaona, and
permitted assigns. This contract is to be construed in accordance with the /avvo of the State of Texas.
/f any barnn or condition of this contract ahoU be held to be invalid or unenforceable, the remainder of
this contract shall not be affected thereby.
B. This contract contains the entire agreement of the parties and may not be changed except in writing.
C. If this contract is executed in a number of identical counterparts, each counterpart is an original and all
counterparts, collectively, constitute one agreement.
D. Addenda which are part ofthis contract are: (Check all that apph/)
(1) Property Description Exhibit identified inParagraph 2;
jX (2) Commercial Contract Financing Addendum (TXR-1Q31);
/3) Commercial. . '.
| ' (4) Commercial Contract Addendum for Special Provisions (TXR-1Q4O);
--- Lj (5) Notice to Purchaser ofReal Property in a VVotar District (MUD);
(G) Addendum for Coastal Area Property (TXR-1015);
(7) Addendum for Property Located Seaward of the Gulf Intracoastal Waterway /T)(/�-1Q18)�
(8) |nforrnationAbout Brokerage Services (TXR-25O1); ` '
(Q) Information About Mineral Clauses inContract Forms /T>(R-25OQ\' and
(1 ` ''
(Note: Counsel for Texas R£AL7T]RS®R has determined that any of the foregoing addenda which any promulgated by the
Texas Real Estate Commission(TREC)or published by Texas REALTORS@ are appropriate for use with this fOm.)
E. Buyer Xrnoy I-Elrnoy not assign this contract. If Buyer assigns this contract, Buyer will be relieved
of any future liability undar this contract only if the assignee oosurnea, in writing, all obligations and
liability of Buyer under this contract.
23. TIME: Time is of the essence in this contract. The part/es require strict compliance with the 1irnee for
performance. If the last day to perform under a provision of this contract fe/|a on o 8aturdey. Sunday, or
legal ho|idey, the time for performance is extended until the end of the next day which is not a Saturday,'
24. EFFECTIVE DATE: The effective date of this contract for the purpose of performance of all obligations is
the date the title company receipts this contract after all parties execute this contract.
25. ADDITIONAL NOTICES:
A. Buyer should have on abstract covering the Property examined by on attorney of Buyer's selection, or
Buyer should befurnished with or obtain a title policy.
B. If the Property is situated in m utility orother statutorily created district providing vvater, aevver, droinage
or flood control facilities and san/iuos. Chapter 49. Texas Water Code. requires Seller to deliver and
`
Buyer to sign the statutory notice relating to the tax rate, bonded indebtedness, or standby fees of the
district before final execution of this contract.
C. Notice Required by §13.257. Water Code: "The real property, described below, that you are about to
purchase may be located in a certificated water or sewer service area, which is authorized by |avv to
provide water or sewer service to the properties in the certificated area. /f your property is located in e
certificated area there may be special costs or charges that you will be required to pay before you can
receive water or sewer service. There may be e period required to construct lines or other facilities
necessary to provide water or sewer service to your property. You are advised to determine if the
property is in a certificated area and contact the utility service provider to determine the cost that you
[--�
(TXR-1802)4-1-18 Initialed for Identification byGeUar____. and BuyenL \/ Page 11of14
Prm=edwith,.ppo=wby,/pLov* ,aomr.*ee"Mile Road.Fraser,Michigan^80z a��iPLoQix.:mu ,v"&u'u
DocuSign Envelope ID:OE9C7370-2A14-437E-A529-78OF5C2E5FCC
Commercial Contract-Unimproved Property concerning 209-211 South Brown Street Round Rock TX 78664
will be required to pay and the period, if any, that is required to provide water or sewer service to your
property. The undersigned purchaser hereby acknowledges receipt of the foregoing notice at or before
the execution of a binding contract for the purchase of the real property described in the notice or at
closing of purchase of the real property."The real property is described in Paragraph 2 of this contract.
D. If the Property adjoins or shares a common boundary with the tidally influenced submerged lands of
the state, §33.135 of the Texas Natural Resources Code requires a notice regarding coastal area
property to be included as part of this contract (the Addendum for Coastal Area Property (TXR-1915)
may be used).
E. If the Property is located seaward of the Gulf Intracoastal Waterway, §61.025, Texas Natural
Resources Code, requires a notice regarding the seaward location of the Property to be included as
part of this contract (the Addendum for Property Located Seaward of the Gulf Intracoastal Waterway
(TXR-1916) maybe used).
F. If the Property is located outside the limits of a municipality, the Property may now or later be included
in the extra-territorial jurisdiction (ETJ) of a municipality and may now or later be subject to annexation
by the municipality. Each municipality maintains a map that depicts its boundaries and ETJ. To
determine if the Property is located within a municipality's ETJ, Buyer should contact all municipalities
located in the general proximity of the Property for further information.
G. Brokers are not qualified to perform property inspections, surveys, engineering studies, environmental
assessments, or inspections to determine compliance with zoning, governmental regulations, or laws.
Buyer should seek experts to perform such services. Buyer should review local building codes,
ordinances and other applicable laws to determine their effect on the Property. Selection of experts,
inspectors, and repairmen is the responsibility of Buyer and not the brokers. Brokers are not qualified
to determine the credit worthiness of the parties.
H. NOTICE OF WATER LEVEL FLUCTUATIONS: If the Property adjoins an impoundment of water,
including a reservoir or lake, constructed and maintained under Chapter 11, Water Code, that has a
storage capacity of at least 5,000 acre-feet at the impoundment's normal operating level, Seller hereby
notifies Buyer: "The water level of the impoundment of water adjoining the Property fluctuates for
various reasons, including as a result of: (1) an entity lawfully exercising its right to use the water stored
in the impoundment; or(2) drought or flood conditions."
I. LICENSE HOLDER DISCLOSURE: Texas law requires a real estate license holder who is a
party to a transaction or acting on behalf of a spouse, parent, child, business entity in which
the license holder owns more than 10%, or a trust for which the license holder acts as a
trustee or of which the license holder or the license holder's spouse, parent or child is a
beneficiary, to notify the other party in writing before entering into a contract of sale. Disclose if
applicable: Buyer is a licensed real estate agent in the State of Texas
26. CONTRACT AS OFFER: The execution of this contract by the first party constitutes an offer to buy or sell
the Property. Unless the other party accepts the offer by 5:00 p.m., in the time zone in which the Property
is located, on _ , the offer will lapse and become null and void.
(TXR-1802)4-1-18 Initialed for Identification by Seller and Buyer'.. Page 12 of 14
Produced with zipFormID,by zipLogix 18070'IFi`teen Mile Road.Fraser.Michigan 48026 ,rrww.ziPLoaix.com 209&211 S
DocuSign Envelope ID:0E�)C7370-2A14-437E-A529-780F5C2E5FCC
Commercial Con Tact-Unimproved Property concerning 20.9-211 South Brown Street, Round Rock,TX 78664
READ THII0. CONTRACT CAREFULLY. The brokers and agents make no representation or
recommendation as to the legal sufficiency, legal effect, or tax consequences of this document or
transaction. CONSULT your attorney BEFORE signing.
Seller: "y of Round Rork Buyer:Terry J. Dardek and or Assigns
Do'cusioned by.
By: By: Terry J. Darile
By(signature): By(signature):
Print3d Name: Printed Name.,Terry J. Darilek
Title- Title:
By: _ By:
Bv{signature):
By(signature):
Printed Name: Printed Name:
--itle: Title:
(TXR-1802)4-1-18 Page 13 of 14
Produced with zifforn-iffi)by zipLogix 18070 Fifteen Mile Road,Fraser,Michigan 48026 www.zipLoqix.corn 209&211 S
onuuSignEnvelope ID:oEooru,o-2Al4-4a7s_Anzu-7aoFsccEopcc
Commarcia|Contraot-UnimprmmdPmpertyconm*ming 209-211 South Brown Street, Round Rock,TX 78664
AGREEMENT BETWEEN BROKERS
(use only if Pat-agtaph 9B(l)is effective)
Principal Broker agrees to pay (Cooperating Broker) a
fee when the Principal Broker's fee is received. The fee to be paid to Cooperating Broker' will'be:
or
% of the sales price, or
% of the Principal Broker's fee.
The title company is authorized and directed to pay Cooperating Broker from Principal Broker's fee at closing.
This Agreement Between Brokers supersedes any prior offers and agreements for compensation between
Principal Broker: Cooperating Broker:
ATTORNEYS
Seller's attorney: Buyer's attorney:
Address: Address:
Phone&Fax- Phone&Fax:
E-mail: E-mail:
Seller's attorney requests copies of documents, Buyer's attorney requests copies of documents,
notices, and other information: notices, and other information:
the title company sends to Seller. the title company sends to Buyer.
Buyer sends to Seller. Seller sends to Buyer.
ESCROW RECEIPT
f The title company acknowledges receipt of:
i A. the contract on this day (effective date);
B. earnest money in the amount of$
on in the form of
Title company:
Phone& Fax:
Assigned file number(GF#): E-mail:
(TXR-1802)4-1-18 Page 14of14
Produced with z.np"nnb by zipugix ,00mFifteen Mile Road.r,ax°,,Michigan 48ozo uwu.ziu���m 209&211u
DocuSign Envelope 1D:OE9C7370-2A14-437E-A529-78OF5C2E5FCC
8-17-2015
Information About Brokerage Services
���aGH�us�•� Texas law requires all real estate license holders to give the following information about
ca €u�tsr
brokerage services to prospective buyers, tenants, sellers and landlords.
TYPES OF REAL ESTATE LICENSE HOLDERS:
• A BROKER is responsible for all brokerage activities,including acts performed by sales agents sponsored by the broker.
• A SALES AGENT must be supervised by a broker to perform any services and works with clients on behalf of the broker.
A BROKER'S MINIMUM DUTIES REQUIRED BY LAW(A client is the person or party that the broker represents):
• Put the interests of the client above all others,including the broker's own interests;
• Inform the client of any material information about the property or transaction received by the broker;
• Answer the client's questions and present any offer to or counter-offer from the client;and
• Treat all parties to a real estate transaction honestly and fairly.
A LICENSE HOLDER CAN REPRESENT A PARTY IN A REAL ESTATE TRANSACTION:
• AS AGENT OR SUBAGENT FOR OWNER (SELLER/LANDLORD): The broker becomes the property owner's agent through an
agreement with the owner, usually in a written listing to sell or property management agreement. A subagent represents the
owner, not the buyer, through an agreement with the owner's broker. An owner's agent must perform the broker's minimum
duties above and must inform the owner of any material information about the property or transaction known by the agent,
including information disclosed to the agent or subagent by the buyer or buyer's agent.
• AS AGENT FOR BUYER/TENANT: The broker becomes the buyer/tenant's agent by agreeing to represent the buyer, usually
through a written representation agreement.A buyer's agent must perform the broker's minimum duties above and must inform
the buyer of any material information about the property or transaction known by the agent, including information disclosed to
the agent by the seller or seller's agent.
• AS AGENT FOR BOTH - INTERMEDIARY: To act as an intermediary between the parties the broker must first obtain the written
agreement of each party to the transaction. The written agreement must state who will pay the broker and, in conspicuous bold
or underlined print,set forth the broker's obligations as an intermediary.A broker who acts as an intermediary:
• Must treat all parties to the transaction impartially and fairly;
• May, with the parties' written consent, appoint a different license holder associated with the broker to each party (owner and
buyer)to communicate with, provide opinions and advice to,and carry out the instructions of each party to the transaction.
• Must not, unless specifically authorized in writing to do so by the party, disclose:
o that the owner will accept a price less than the written asking price;
o that the buyer/tenant will pay a price greater than the price submitted in a written offer; and
o any confidential information or any other information that a party specifically instructs the broker in writing not to
disclose,unless required to do so by law.
TO AVOID DISPUTES,ALL AGREEMENTS BETWEEN YOU AND A BROKER SHOULD BE IN WRITING AND CLEARLY ESTABLISH:
• The broker's duties and responsibilities to you,and your obligations under the representation agreement.
• Who will pay the broker for services provided to you,when payment will be made and how the payment will be calculated.
LICENSE HOLDER CONTACT INFORMATION:This notice is being provided for information purposes. It does not create an obligation for
you to use the broker's services. Please acknowledge receipt of this notice below and retain a copy for your records.
Keller Williams Realty/SGMM LTD 486695 KLRW241@kw.cozn 51.2-255-5050
Broker's Licensed Name or Primary License No. Email Phone
Assumed Business Name
Avis Wukasch 284667 avis@kw.com 512-255-5050
Designated Broker's Name License No. Email Phone
Avis Wukasch 284667 avis@kiv.com 512-255-5050
Agent's Supervisor's Name License No. Email Phone
.Frances Crossley 624524 Frances@KWCominercial.com
512.751.0004
Sales Agent/Associate's Name License N Email Phone
6/25/2019
Buyer/Tenant/Seller/Landlord Initials Date
Regulated by the Texas Real Estate Commission Information Available at www.trec.texas.gov
IABS 1-0
DocuSign Envelope ID:OE9C7370-2A14-437E-A529-78OF5C2E5FCC
11 TEEA .TUOMS'
COMMERCIAL CONTRACT SPECIAL PROVISIONS ADDENDUM
USE OF THIS FORM BY PERSONS WHO ARE NOT MEMBERS OF THE TEXAS ASSOCIATION OF REALTORSrQ),INC.IS NOT AUTHORIZED.
C,'jTexas Association of REALTORSO,Inc.2018
ADDENDUM TO COMMERCIAL CONTRACT BETWEEN THE UNDERSIGNED PARTIES CONCERNING
THE PROPERTY AT:
209 & 211 S Brown St Round Rock
The following special provisions apply and will control in the event of a conflict with the other provisions of the
contract: The Parties agree that the Deed shall include the restrictive covenants set forth below. The
Parties agree that said restrictions, covenants, and conditions, whether mandatory, prohibitive,
permissive, or administrative, are intended to regulate the structural integrity, appearance, and uses of
the Property and the improvements placed on it. Grantor and Grantee stipulate that(1) the Restrictions
touch and concern the Property; (2) privity of estate exists by reason of the ownership of the Property;
(3) notice will be given by filing the deed in the real property records of the county in which the
Property is situated; and (4) the Restrictions are reasonable, their purposes being for the common
benefit of Grantor, Grantee, and the public in general, who are affected by the structural integrity,
appearance, and uses of the Property. The Restrictions will run with the Property, are binding on
Grantee and Grantee's successors and assigns forever.
1) Exterior garage building materials shall be limited to natural stone, simulated stone, brick, or
split-face or stone-face concrete masonry units (CMU). In addition, architectural steel or metal may be
used as accent features.
2) The exterior finish of all buildings shall be natural stone, simulated stone, brick, architectural
concrete masonry units (CMU), glass, stucco, fiber cement siding (excluding flat, unarticulated
panels), or architecturally finished steel or metal, except for doors, windows, accents and trim.
However, neither fiber cement siding nor corrugated or ribbed metal shall comprise more than 33
percent of the exterior wall finish.
3) Exterior color finishes shall not be Day-Glo, luminescent, neon, or similar types of color finishes.
4) Except for photovoltaic cells, mirrored glass with a reflectivity of 20 percent or more is prohibited
Continued... See Addendum Special Provisions 1
Seller: City of Round Rock Buyer:Terry J. Darilek and or Assigns
By: By: Terry J. Darilek
,0Shj..d by
By (signature):.--_............. By (signature):
Printed Name: ....... Printed Name: Te-r--r-y--.-\J—.16frac"'i'lle'k
Title: Title:
By: By:
By (signature): By (signature):
Printed Name: Printed Name:
Title: Title:
JX R-1940)4-1-18 Page 1 of 1
Brinegar Properties.401 NV Anderson Ave 11mind Rock TX^8664 Phone:412.940.41183 Fax: 209&211 Brown
Breutley B ,�D rinegar Produced with zipFormby zipLogix 13070 Fifteen Mile Road.Fraser,Michigan 48026- wAMj.zioLoaix.corn
DocuSign Envelope ID:OE9C7370-2A14-437E-A529-78OF5C2E5FCC
ADDENDUM
PROPERTY: 209 & 211 S Brown St, Round Rock,
1) Special Provisions
on the exterior walls and roofs of buildings and structures.
.q). Roof ing_Mgerql!�for itched roofs shall consist of a minimum 25-year architectural
dimensional shingles, the (clay, cement, natural or simulated stone), non-reflective prefinished
.qjpjgj.,or copper.
6) The ground floor of all facades that face a public street shall be 100 percent natural stone, brick,
or simulated stone, except for doors, windows, accents and trim.
7) The exterior finish of all buildings shall be natural stone, simulated stone, brick, architectural
concrete masonry units (CMU), glass, stucco, fiber cement siding, or architecturally finished steel
or metal, except for doors, windows, accents, and trim.
8) The ground floor of all buildings shall be a minimum of 75 percent natural stone, simulated
stone, brick, or architectural CMU.
9) A minimum of two different materials shall be used on each structure and each material used
shall comprise no less than 20 percent of the exterior wall finish.
10) If architectural CMU is incorporated into a building, it shall have an ashlar pattern.
11) No more than 33 percent of the building facade may be fiber cement siding or architecturally
finished steel or metal.
12) If any City of Round Rock ordinances or requirements are more stringent than these
Restrictions. the City of Round Rock ordinances or requirements irements shall apply.___
Iyl____
Date: Date: 7/11/2019
,-D=uGigr..dby:
Signature Signature
Date: Date:
Signature Signature
Addendum
Brinepar Properties,401 NV Anderson ANt,Round Rock TX 78664 'hone:-;12.940.0188 Fax: 209&211 Brown
d-
Breney Brinet,,ar Produced with zipForrr.q)by zipLogix 18070 Fifteen Mile Road,Fraser,Michigan 48026- wyy,*v.zipLogix,corn