R-2022-128 - 4/14/2022 RESOLUTION -2022-128
WHEREAS, the City desires to purchase 9.85 acres in Oak Bluff Estates, Phase 2, known
locally as 95 Twin Ridge Parkway ("Property");and
WHEREAS, Crossley Properties, LLC, the owner of the Property, has agreed to sell said
Property to the City,Now Therefore
BE IT RESOLVED COUNCIL OF THE CITY OF ROUND ROCK,TEXAS,
That the Mayor is hereby authorized and directed to execute on behalf of the City a Real Estate
Contract with Crossley Properties, LLC for the purchase of the above-described Property, a copy of
said Real Estate 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 14th day of April, 2422.
........ .... ... ......................................................
C I Mayor
City of Round 1 c , Texas
ATTEST;
MEAGAN SI NKS, Cit Clerk
EXHIBIT
Real Estate Sales Contract
This contract to buy and sell real property is between Seller and Buyer as identified below and is
effective on the date("Effective Date")of the approval of this transaction by the City Council of the City
of Round Rock,Texas.
Seller: Crossley Properties,LLC
Address: P.0. Box 361,Round Rock,Texas 78680
Phone. (512)632-1750
email:btjddy@texaslieattreating.cojii
Seller's Attorney: Troy L.Voelker
Address: 500 Round Rock Avenue,Suite 2,Round Rock,Texas 78664
Phone: (512)255-6940
Fax:(512)255-6975
email: troy@mcneryvoelker.com
Seller's Broker:none
Buyer:City ofRound Rock
Address:
Phone:
email:
Buyer's Attorney: Steve Sheets
Address: 309E.Main St.,Round Rock,T 7866
Phone: (512)255-8877
email:steve@scrrlaw.com
Buyer's Broker.None
Property: 9.85 acres,more or less,in Oak Bluff Estates,Phase 2,known locally as 95 Twin
Ridge Parkway,Round Rock,Texas, and more particularly described in Exhibit
A attached hereto
Title Company.First American Title Company
Escrow Agent: David Hays
Address: 1717 N.Mays St.,Round Rock,TX 78664
Phone: (5 12)25S-5839
E-mail: dhays@firstam.com
Purchase Price: $2,400,000.00
Earnest Money: $0.00
Surveyor: To be selected by Buyer,if desired by Buyer.
A. Deadlines and Other Dates
All deadlines in this contract expire at 5:00 P.M.local time where the Property is located.
If a deadline falls on a Saturday, Sunday,or holiday,the deadline will be extended to the next day
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0112,=2;4876-3829-iGU
that is not a Saturday, Sunday,or holiday. A holiday is a day, other than a Saturday or Sunday,
on which state or local governmental agencies and financial institutions are not generally open for
business. Time is of the essence.
A.1. Earnest Money Deadline:N/A
A.2 Delivery of Title Co 1 mnitment: 14 days after the Effective Date
A.J. Delivery of Survey:14 days atter the Effective Date
A.4. Delivery of legible copies of instruments referenced in the Title Commitment and Survey:
22 days after the Effective Date
A.S. Delivery of Title Objections: 10 days after delivery of the Title Commitment and Survey
A.6. End of Inspection Period:N/A
A.Z Closing Date:60 days after the Effective Date
A.B. Closing Time: 10:00 a.m.,or as otherwise determined by the Title Company
B. Closing Documents
B.1. At Closing,Seller will deliver the following items:Special Warranty Deed and such other
documents as may be required by the Title Company
8.2. At Closing, Buyer will deliver the following items: Buyer's acceptance of the
Warranty Deed, cash in the amount of the Purchase Price, and such documents as may be
required by the Title Company
The documents listed in this section B are collectively known as the "Closing
Documents." Unless otherwise agreed by the parties before Closing,the Closing Documents for
which forms exist in the current edition of the Texas Real Estate Forms Manual(State Bar of Texas)
will be prepared using those forms.
C. Exhibits
The following are attached to and are a part of this contract:
Exhibit A-Legal Description
Exhibit B-Representations
D. Purchase and Sale of Property
D.J. Purchase and Sale Agreement. Seller agrees to sell and convey the Property to Buyer,
and Buyer agrees to buy and pay Seller for the Property. The promises by Buyer and Seller stated in this
contract are the consideration for the formation of this contract.
D.2. Adjusted Purchase Price. The Purchase Price will not be adjusted on the basis of any
Survey.
E. Interest on Earnest Money
N/A
F. Title and Survey
F.1. Review of Title. The following statutory notice is provided to Buyer on behalf of the
real estate licensees, if any, involved in this transaction: Buyer is advised that it should either have
the
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abstract covering the Property examined by an attorney of Buyer's own selection or be furnished with or
obtain a policy of title insurance.
F..2. Title Commitment; Tetle Policy. "Title Commitment"means a Commitment for Issuance
of an Owner Policy of Title Insurance by Title Company, as agent for Underwriter, or directly by
Underwriter, stating the condition of title to the Land. "Title Policy" means an Owner Policy of Title
Insurance issued by Title Company, as agent for Underwriter, or directly by Underwriter, in conformity
with the last Title Commitment delivered to and approved by Buyer.
F.3. Survey. "Survey"means Seller's existing survey. If Buyer requires a more recent survey,
Buyer may obtain one at Buyer's expense but delay in obtaining such new survey shall not be a basis for
delaying closing.
F.4. Delivery of 771le Commitment and Legible Copies. Seller must deliver the Title
Commitment to Buyer and Buyer's attorney by the deadline stated in paragraph A.2. and legible copies of
the instruments referenced in the Title Commitment and Survey by the deadline stated in paragraph A.4.
F.J. Title Objections. Buyer has until the deadline stated in paragraph A.S.("Title Objection
Deadline")to review the Survey and Title Commitment and notify Seller of Buyer's objections to any of
them ("Title Objections"). Buyer will be deemed to have approved all matters reflected by the Survey
and Title Commitment to which Buyer has made no Title Objection by the Title Objection Deadline. The
matters that Buyer either approves or is deemed to have approved are "Permitted Exceptions.11 If Buyer
notifies Seller of any Title Objections,Seller has five days from receipt of Buyer's notice to notify Buyer
whether Seller agrees to cure the Title Objections before closing ("Cure Notice"). If Seller does not
timely give its Cure Notice or timely gives its Cure Notice but does not agree to cure all the Title
Objections before closing,Buyer may,within five days after the deadline for the giving of Seller's Cure
Notice, notify Seller that either this contract is terminated or Buyer will proceed to close, subject to
Seller's obligations to remove all liquidated liens, remove all exceptions that arise by, through,or under
Seller after the Effective Date,and cure only the Title Objections that Seller has agreed to cure in the
Cure Notice. At or before closing, Seller must remove all liquidated liens,remove all exceptions that
arise by, through, or under Seller after the Effective Date of this contract,and cure the Title Objections
that Seller has agreed to cure.
G. Inspection Period:Buyer waives any Inspection Period.
H. Representations
The parties'representations stated in Exhibit B are true and correct as of the Effective Date and
must be true and correct on the Closing Date. Seller will promptly notify Buyer if Seller becomes aware
that any of the representations are not true and correct. Unless Seller notifies Buyer to the contrary on or
before the Closing Date,or Buyer has actual knowledge to the contrary as of the Closing Date, Buyer is
entitled to presume that the representations of Seller in Exhibit B are true and correct as of the Closing
Date,
I. Condition of the Property until Closing;Cooperation;No Recording of Contract
LL Maintenance and Operation. The Property is to be sold AS IS condition, without
representation or warranty by the Seller of any kind, except as to title. The Buyer is not relying on any
warranty or representation by Seller as to fitness or condition. Until Closing, Seller will(a)maintain the
Property as it existed on the Effective Date,except for reasonable wear and tear and casualty damage;(b)
comply with all laws and all governmental regulations affecting the Property; and (c) not encumber,
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transfer or dispose of any of the Property,except to sell inventory,replace equipment,and use supplies in
the normal course of operating the Property. Notwithstanding the foregoing, Buyer understands that a
tenant presently occupies the property on a month-to-month basis. Seller will undertake to have the
tenant vacate prior to the Closing Date. If tenant has not vacated by the Closing Date,Seller may extend
the Closing by up to 60 days, and if, at the end of such period, tenant has not vacated, Buyer may
terminate this Contract. Additionally,Buyer agrees that upon notice from Seller that the tenant is being
evicted or has vacated,Buyer will cause its employees to perform a drive-by or on-premises inspection of
the Property at least twice per day to deter vandalism and trespassing.
L2. Casualty Damage. Seller will notify Buyer promptly after discovery of any casualty
damage to the Property. Seller will have no obligation to repair or replace the Property if it is damaged
by casualty before Closing. Buyer may terminate this contract if the casualty damage that occurs before
Closing would materially affect Buyer's intended use of the Property, by giving notice to Seller within
fifteen days after receipt of Seller's notice of the casualty (or before Closing if Seller's notice of the
casualty is received less than fifteen days before Closing). The casualty damage will be deemed to
materially affect Buyer's intended use if the estimated amount of the damage exceeds 20 percent of the
Purchase Price. If Buyer does not terminate this contract, Seller will(a)convey the Property to Buyer in
its damaged condition, (b) assign to Buyer all of Seller's rights under any property insurance policies
covering the Property,and(c)credit to Buyer the amount of the deductibles and coinsurance provisions
under any insurance policies covering the Property, but not in excess of the cost to repair the casualty
damage and less any amounts previously paid or incurred by Seller to repair the Propelty. If Seller has
not insured the Property and Buyer does not elect to terminate this contract in accordance with this
section, the Purchase Price will be reduced by the cost to repair the casualty damage less any amounts
previously paid or incurred by Seller to repair the Property.
L3, Condemnation. Seller will notify Buyer promptly after Seller receives notice that any
part of the Property has been or is threatened to be condemned or otherwise taken by a governmental or
quasi-governmental authority. Buyer may terminate this contract if the condemnation would affect
Buyer's intended use of the Property by giving notice to Seller within fifteen days after receipt of Seller's
notice to Buyer(or before Closing if Seller's notice is received less than fifteen days before Closing).
L4. Claims, Hearings. Seller will notify Buyer promptly after Seller receives notice of any
claim or administrative hearing that is threatened, filed, or initiated before Closing that involves or
directly affects the Property.
I.S. Cooperation. Seller will cooperate with Buyer (a) before and after Closing, to transfer
the applications, permits, and licenses held by Seller and used in the operation of the Property and to
obtain any consents necessary for Buyer to operate the Property atter Closing and(b)before Closing,with
any reasonable evaluation,inspection,audit,or study of the Property prepared by, for,or at the request of
Buyer.
L6 No Recording. Buyer may not file this contract or any memorandum or notice of this
contract in the real property records of any county. If, however, Buyer records this contract or a
memorandum or notice,Seller may terminate this contract and record a notice of termination.
J. Termination
I.J. Disposition ofBarnest Money after Termination
NA
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J.2. Duties after Termination. If this contract is terminated, Buyer will promptly return to
Seller all of Seller's records in Buyer's possession or control. After return of the documents and copies,
neither party will have further duties or obligations to the other under this contract, except for those
obligations that cannot be or were not performed before termination of this contract or that expressly
survive termination of this contract.
K. Closing
KL Conditions of Closing. Neither party will be obligated to close the sale and purchase of
the Property unless the other party has satisfied the following conditions,any of which may be waived by
the first party in its discretion:
Kl.a. Representations and Warranties. The representations and warranties of the other party
must be true and correct at Closing.
Kl.b. Pelformance of Covenants and Agreements. The other party must have performed all
covenants and agreements required to be performed at or before Closing by that party.
KI.c. No Bankruptcy. No voluntary or involuntary proceeding in bankruptcy shall be pending
with respect to that patty.
K2. Closing. This transaction will close("Closing")at Title Company's offices at the Closing
Date and Closing Time. At Closing,the following will occur:
K2.a. Closing Documents; Title Company Documents. The parties will execute and deliver the
Closing Documents and any documents required by Title Company.
K2.b. Payment of Purchase Price. Buyer will deliver the Purchase Price and other amounts
that Buyer is obligated to pay under this contract to Title Company in funds acceptable to Title Company.
K2.c. Disbursement of Funds; Recording, Copies. Title Company will be instructed to
disburse the Purchase Price and other funds in accordance with this contract, record the deed and the
other Closing Documents directed to be recorded,and distribute documents and copies in accordance with
the parties'written instructions.
K2.d. Delively ofOriginals. Seller will deliver to Buyer the originals of Seller's Records.
K.2.e. Possession. Seller will deliver possession of the Property to Buyer, subject to the
Permitted Exceptions existing at Closing and any liens and security interests created at Closing to secure
financing for the Purchase Price,
K3. Transaction Costs
K3.a. Seller's Costs. Seller will pay the costs to prepare the deed; the costs to obtain, deliver,
and record releases of any liens required to be released in connection with the sale;the costs to record
documents to cure Title Objections agreed or required to be cured by Seller and to resolve matters shown
in Schedule C of the Title Commitment;the costs to obtain the certificates or reports of ad valorem taxes;
the costs to deliver copies of the instruments described in paragraph AA.and Seller's records; any other
costs expressly required to be paid by Seller in this contract;and Seller's attorney's fees and expenses.
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K3.b. Buyer's Costs. Buyer will pay the charge for the Title Policy; 100% of the escrow fee
charged by Title Company; the costs to obtain, deliver, and record all documents other than those to be
obtained or recorded at Seller's expense; the additional premium for the "survey/area and boundary
deletion" in the Title Policy, if the deletion is requested by Buyer, as well as the cost of any other
endorsements or modifications of the standard form of Title Policy requested by Buyer;the costs of the
Survey; the costs to obtain financing of the Purchase Price, including the incremental premium costs of
loan title policies and endorsements and deletions required by Buyer's lender; any other costs expressly
required to be paid by Buyer in this contract;and Buyer's attorney's fees and expenses.
K3.c. Ad Valorem Tares. Except for subsequent assessments for prior years due to changes in
use or ownership discussed below, ad valorem taxes on the Property for all periods before the period in
which Closing occurs must be paid by Seller at or before Closing. Ad valorem taxes for the Property for
the calendar year of Closing will be prorated between Buyer and Seller as of the Closing Date. Sellef's
portion of the prorated taxes will be paid to Buyer at Closing as a credit to the Purchase Price. Buyer
assumes the obligation to pay,and shall pay in full,such taxes for the year of Closing before delinquency.
If the assessment for the calendar year of Closing is not known at the Closing Date,the proration will be
based on tax rates for the previous tax year applied to the most current assessed value, and Buyer and
Seller will adjust the prorations in cash within thirty days after the actual assessment and taxes are known.
Seller will promptly notify Buyer of all notices of proposed or final tax valuations and assessments that
Seller receives after the Effective Date and after Closing. All taxes(including any penalties,interest,and
attorney's fees)due as of Closing will be paid at Closing. If the Property has been the subject of special
valuation and reduced tax assessments pursuant to the provisions of chapter 23, subchapter D, of the
Texas Tax Code or under any other provision of law with respect to any period before Closing, and if
additional taxes, penalties, or interest are assessed pursuant to Code section 23.55 or under the other
provision of law,the following will apply:
i. If Seller changes the use of the Property before Closing, resulting in the assessment of
additional taxes for periods before Closing,Seller will pay the additional taxes.
ii. If this sale or Buyer's use of the Property results in the assessment of additional taxes for
periods before Closing,Buyer will pay the additional taxes.
K3.d. Income and Expenses. Except as provided in paragraph K.3.c. above, income and
expenses pertaining to operation of the Property will be prorated as of the Closing Date on an accrual
basis and paid at Closing as a credit or debit adjustment to the Purchase Price. Invoices that are received
after Closing for operating expenses incurred on or before the Closing Date and not adjusted at Closing
will be prorated between the parties as of the Closing Date,and Seller will pay its share within ten days
after receipt of Buyer's notice of the deficiency.
K3.e. Posiclosing Adjustments. if errors in the proration made at Closing are identified within
ninety days after Closing,Seller and Buyer will make postclosing adjustments to correct the errors within
fifteen days after receipt of notice of the errors.
K 3f Brokers' Commissions. Buyer and Seller each indemnify and agree to defend and hold
the other party harmless from any loss,attorney's fees,and court and other costs arising out of a claim by
any person or entity claiming by, through, or under the indemnitor for a broker's or finder's fee or
commission because of this transaction or this contract, whether the claimant is disclosed to the
indemnitee or not. At Closing, Buyer will provide Seller with a release of broker's or appraiser's liens
from all brokers or appraisers.
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K.4. Issuance of Title Policy. Seller will cause Title Company to issue the Title Policy to
Buyer as soon as practicable after Closing.
L. Default and Remedies
L.1. Seller's Default;Remedies before Closing. If Seller fails to perform any of its obligations
under this contract or if any of Seller's representations are not true and correct as of the Effective Date or
on the Closing Date("Seller's Default"),Buyer may elect either of the following as its sole and exclusive
remedy before Closing;
L.La. Termination. Buyer may terminate this contract by giving notice to Seller on or before
the Closing Date and Closing Time.
L.Lb. Specific Pelformallce. Buyer may not enforce specific performance of Seller's
obligations under this contract
L-1-c. Actual Damages. if Seller's default occurs after Buyer has incurred costs to perform its
obligations under this contract and Buyer terminates this contract as specified above, Buyer will be
entitled to seek recovery from Seller for the actual damages sustained by Buyer by reason of Seller's
Default,including attorney's fees and expenses and court costs.
L.2. Seller's Default; Remedies after Closing. If Seller's representations are not true and
correct at Closing due to circumstances reasonably within Seller's control and Buyer does not become
aware of the untruth or incorrectness of such representations until after Closing,Buyer will have all the
rights and remedies available at law or in equity. If Seller fails to perform any of its obligations under
this contract that survive Closing, Buyer will have all rights and remedies available at law or in equity
unless otherwise provided by the Closing Documents.
L.3. Buyer's Default; Remedies before Closing. If Buyer fails to perform any of its
obligations under this contract("Buyer's Default"),Seiler may terminate this contract by giving notice to
Buyer on or before Closing. If Buyer's Default occurs after Seller has incurred costs to perform its
obligations under this contract and Seller terminates this contract in accordance with the previous
sentence, Buyer will also reimburse Seller for Seller's actual out of pocket expenses incurred after the
Effective Date to perform its obligations under this contract ("Seller's Expenses") within ten days after
Buyer's receipt of an invoice from Seller stating the amount of Seller's Expenses accompanied by
reasonable evidence of Seller's Expenses. The foregoing constitutes Seller's sole and exclusive remedies
for a default by Buyer before Closing.
L.4. Buyer's Default;Remedies after Closing. If Buyer fails to perform any of its obligations
under this contract that survive Closing, Seller will have all rights and remedies available at law or in
equity unless otherwise provided by the Closing Documents.
L.S. Attorney's Fees. If either party retains an attorney to enforce this contract, the party
prevailing in litigation is entitled to recover reasonable attorney's fees and court and other costs.
M. Miscellaneous Provisions
M 1. Notices. Any notice required by or permitted under this contract must be in writing. Any
notice required by this contract will be deemed to be delivered (whether actually received or not) `vhen
deposited with the United States Postal Service,postage prepaid, certified mail,return receipt requested,
and addressed to the intended recipient at the address shown in this contract. Notice may also be given by
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regular mail,personal delivery,courier delivery,facsimile transmission,or other commercially reasonable
means and will be effective when actually received,provided that(a)any notice received on a Saturday,
Sunday, or holiday will be deemed to have been received on the next day that is not a Saturday, Sunday,
or holiday and(b)any notice received after 5:00 P.M. local time at the place of delivery on a day that is
not a Saturday, Sunday, or holiday will be deemed to have been received on the next day that is not a
Saturday, Sunday, or holiday. Any address for notice may be changed by not less than ten days' prior
written notice delivered as provided herein. Copies of each notice must be given by one of these methods
to the attorney of the party to whom notice is given.
M2. Enure Agreement. This contract, its exhibits, and any Closing Documents delivered at
Closing are the entire agreement of the parties concerning the sale of the Property by Seller to Buyer.
There are no representations,warranties,agreements,or promises pertaining to the Property or the sale of
the Property by Seller to Buyer,and Buyer is not relying on any statements or representations of Seller or
any agent of Seller,that are not in those documents.
M.3. Amendment This contract may be amended only by an instrument in writing signed by
the parties.
M4. Assignment. Buyer may assign this contract and Buyer's rights under it only to an entity
in which Buyer possesses, directly or indirectly, the power to direct or cause the direction of its
management and policies,whether through the ownership of voting securities or otherwise,and any other
assignment is void. No such assignment releases Buyer of its obligations under this contract,and Buyer
and the assignee will be jointly and severally liable for the performance of such obligations after any such
assignment.
M5. Survival. The provisions of this contract that expressly survive termination or Closing
and other obligations of this contract that cannot be performed before termination of this contract or
before Closing survive termination of this contract or Closing,and the legal doctrine of merger does not
apply to these matters. If there is any conflict between the Closing Documents and this contract, the
Closing Documents will control. The representations made by the parties as of Closing survive Closing.
M6. CHOICE OF LAW; VENUE. THIS CONTRACT IS TO BE CONSTRUED UNDER
THE LAWS OF THE STATE OF TEXAS, WITHOUT REGARD TO CHOICE-OF-LAW RULES OF
ANY JURISDICTION. VENUE IS IN THE COUNTY FOR PERFORMANCE.
M1. Waiver of Dq ault. Default is not waived if the nondefaulting party fails to declare a
default immediately or delays taking any action with respect to the default.
M.B. No Third-Party Beneficiaries. There are no third-party beneficiaries of this contract.
M9. Severability. If a provision in this contract is unenforceable for any reason,to the extent
the unenforceability does not destroy the basis of the bargain among the parties,the unenforceability does
not affect any other provision of this contract,and this contract is to be construed as if the unenforceable
provision is not a part of the contract.
M.10. Ambiguities Not to Be Construed against Party Who Drafted Contract. The rule of
construction that ambiguities in a document are construed against the party who drafted it does not apply
in interpreting this contract.
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M.11. No Special Relationship. The parties' relationship is an ordinary commercial
relationship, and the parties do not intend to create the relationship of principal and agent, partners,joint
venturers,or any other special relationship.
M.12. Countelparts. If this contract is executed in multiple counterparts,all counterparts taken
together constitute this contract. Copies of signatures to this contract are effective as original signatures.
M13. Confidentiality. This contract,this transaction, and all information learned in the course
of this transaction shall be kept confidential, except to the extent disclosure is required by law or court
order or to enable third parties to advise or assist Buyer to investigate the Property or either party to close
this transaction. Remedies for violations of this provision are limited to injunctions and no damages or
rescission may be sought or recovered as a result of any such violations.
.14. Binding Effect. This contract binds,benefits and may be enforced by the parties and their
respective heirs,successors,and permitted assigns.
Crossley Properties, LLC
_-Y J
By:
C. 14.Cr6s—sley, Sr.,its sole 7mber
Date: NtodtP---- ___-_____- .2022
City ofRound Rock,Texas
By:
,its
Date: 2022
Title Company acknowledges a copy of this contract executed by both Buyer and Seller.
Title Company
By�
Name:
Title:
Date: 2022
awsky-Ad"Momd
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BMW"A'•
FIELD NQ=
JOB NO.21:)221
DATE: FEBRUARY 26,2021
PAGE 1 OFA. Field notes to accompany exhibit.
5,.8Jw C'R19 jii
Being 9.86 acres of land, more or less,out of the Robert McNutt Survey,Abstract No. 422,
Wliiiamson County,Texas,being a portion of that tract conveyed to C.H.Crossley, Sr.,by
deed recorded in Document No.2017067970, Official Public Records,Wliilamson County,
Texas,as surveyed on the ground by Texas Land Surveying, Inc.on February 23"',2021,and
further described by metes and bounds as follows:
BEGINNING at a 1/2 inoh iron rod with pink cap stamped"TLS"set,marking an angle point of
a tract conveyed to the City of Round Rook, by deed recorded In Volume 2709, Page 524,
Official Records,Wiliamson County,Texas,for the southwest comer of said Crossley tract
and this tract;
THENCE: N 02002135"W,109.43 feet in part with the north line of said Round Rook tract
and Into and across Oak Bluff Estates Phase 2,said plat recorded In Cabinet F,Slide 253,
Plat Records,Williamson County,Texas,to a 518 Inch Iron rod found, marking the southeast
comer of a tract conveyed to JK Phillips Properties LLC,by deed recorded In Document No.
2020097394, of said Official Public Records,for an angle point of sold Crossley tract and this
tract;
THENCE: N 02003104"W,182.44 feet Into and across said Oak Bluff Estates and said
Crossley tract and with the east line of said J K tract to a calculated point in a pond,marking
an angle point of said JK tract, for an angle point of this tract;
THENCE: N 01030156" W,243.49 feet with into and across said Oak Bluff Estates and said
Crossley tract and with the east line of said JK tract to a calculated point In a pond,marking
an angle point of said JK tract, also marking the southwest comer of a tract conveyed to Jim
•Embree,by deed recorded in Document No.2020023627,of said Official Public Records,
marking an angle point of said Crossley tract,for the northwest corner of this tract;
THENCE: N 87049110"E,624.53 feet in part with the south line of said Embree
(#2020023627) tract,the south line of a tract conveyed to Jim Embree by deed recorded In
Document No. 2006040996, of said Official Public Records, and the west line of a trac:
conveyed to Hazel Schroeder,at al,by deed recorded in Document No.9708009, of said
Official Records,and with the north line of said Crossley tract to a calculated point In a pond,
marking an angle point of said Schroeder tract,for the northeast comer of said Crossley tract
and this tract;
THENCE: S 42039111"E,304.04 feet with the west line of said Schroeder tract and the east
line of said Crossley tract to a calculated point in a pond, marking an angle point of said
Schroeder i:raot,for an angle point of said Crossley tract and this tract;
1?xt;ItBIT"A"
FIELD NOTES
JOB NO.210221
DATE:FEBRUARY 26,2021
PAGE 2 QL - Field nates to accompany exhibit.
THENCE: S 12041'58"E,312.84 feet with with the west line of said Schroeder tract and:he
east line of sal::l Crossley tract to a calculated point in a pond,marking the southwest comer
of said So-,roe::ler tract,also marking the northwest corner of Forest Creek Section 26, said
plat recorded in Cabinet R,Slide 345, of said Plat Records, also marking the northeast co-ner
of said Round pock tract,for the southeast comer of said Crossley tract and this tract;
THENCE: S 87058101"W,with the north line of said Round Rock tract and the south line of
said Crossley tract at 286.05 feel passing a cotton spindle set,contlnuln;I In all 501.92 feet to
a 112 Inch iron rod found,marking an angle point of said Round Rock tract,for an angle point
of said Crossley tract and this tract;
THENCE: S 880091211'W,380.58 feet with the north line of said Round Rock tract and the
south line of said Crossley tract to the Point of Beginning.
Bearings cited hereon based on Grid North Texas State Plane Coordinate System{Central
Zone) NAD83
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Georgetown, Texas 78628 'MPLB FIRM We.'
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Exhibit B
Representations
A. Seller's Representations to Buyer
Seller represents to Buyer that the following are true and correct as of the Effective Date and will
be true and correct on the Closing Date.
A.I. Authority. Seller has authority to perform its obligations under this contract. This
contract is binding on Seller, This contract is,and all documents required by this contract to be executed
and delivered to Buyer at Closing will be,duly authorized,executed,and delivered by Seller.
A.2. Litigation. Seiler has not received written, notice and has no actual knowledge of any
litigation pending or threatened against Seller that might adversely affect the Property or Seller's ability to
perform its obligations under this contract.
A.3. Violation of Laws. Seller has not received written notice and has no actual knowledge of
violation of any law,ordinance,regulation, or requirements affecting the Property or Seller's use of the
Property.
A.4. Licenses, Permits, and Approvals. Seller has not received written notice and has no
actual knowledge that any license, permit, or approval necessary to use the Property in the manner in
which it is currently being used has expired or will not be renewed on expiration or that any material
condition will be imposed to use or renew the same.
A.S. Condemnation;Zoning;Land Use;Hazardous Materials. Seller has not received written
notice and has no actual knowledge of any condemnation, zoning, or land-use proceedings affecting the
Property or any written inquiries or notices by any governmental authority or third party with respect to
condemnation or the presence of hazardous materials affecting the Property.
A.6. No Other Obligation to Sell the Property or Restriction against Sale. Seller has not
obligated itself to sell all or any portion of the Property to any person other than Buyer. Seller's
performance of this contract will not cause a breach of any other agreement or obligation to which Seller
is a party or by which Seller or the Property is bound.
A.7. No Liens. On the Closing Date,the Property will be free and clear of all mechanic's and
materialman's liens and other liens and encumbrances of any nature not arising by, through, or under
Buyer except the Permitted Exceptions or liens to which Buyer has given its consent in writing, and no
work or materials will have been furnished to the Property by Seller that might give rise to mechanic's,
materialman's,or other liens against the Property other than work or materials to which Buyer has given
its consent in writing.
A.$. Seller's Documents. The copies of Seller's documents provided by Seller to Buyer for
Buyer's inspections will be true, correct, and complete copies of the originals, or the copies of such
documents in Seller's possession or control. The Seller's documents provided by Seller to Buyer for
Buyer's inspections that were prepared by or under Seller's supervision and control will be true, correct,
and complete in all material respects. Unless Seller notifies Buyer at the time of delivery of any
documents provided by Seller to Buyer that were not prepared by or under Seller's supervision and
control,Seller has no actual knowledge of any material respect in which such Seller's documents are not
true,correct,and complete.
A.A No Other Representation. Except as stated above Seller makes no representation with
respect to the Property.
A.10. No Warranty. Except as set forth in this contract and in the Closing Documents, Seller
has made no warranty in connection with this transaction.
A.11 Parties in Possession.As of the closing date,there are no parties in possession of any
portion of the Property as lessees,tenants at sufferance,or trespassers.
A.12 Environmental Condition. In this subsection, "Environmental Laws"means the
Resource Conservation and Recovery Act and the Comprehensive Environmental Response
Compensation and Liability Act("CECLA")and other federal laws governing the
environment as are in effect on the date of this Contract together with their implementing
regulations and guidelines as of the date of this Contract, and all state, regional, county,
municipal and other local laws, regulations, and ordinances that are equivalent or similar to the
federal laws recited above or that purport to regulate Hazardous Materials in effect as of the date
of this Contract.
In this subsection, "Hazardous Materials" means any substance which is (i) designated, defined,
classified, or regulated as a hazardous substance, hazardous material, hazardous waste, pollutant, or
contaminant under any Environmental Law in effect as of the date of this Contract, (ii) petroleum
hydrocarbon, including crude oil or any fraction thereof and all petroleum products, (iii)PCBs, (iv) lead,
(v)friable asbestos,(vi)flammable explosives,(vii)infectious materials,or(viii)radioactive materials.
To the best of Seller's knowledge, there has not been any violation of Environmental Laws related to the
Property or the presence or release(other than as permitted by law)of Hazardous Materials on or from the
Property.
A. "As Is,Where Is"
THIS CONTRACT IS AN ARM'S-LENGTH AGREEMENT BETWEEN THE PARTIES. THE
PURCHASE PRICE WAS BARGAINED ON THE BASIS OF AN "AS IS, WHERE IS"
TRANSACTION AND REFLECTS THE AGREEMENT OF THE PARTIES THAT THERE ARE NO
REPRESENTATIONS, DISCLOSURES, OR EXPRESS OR IMPLIED WARRANTIES, EXCEPT
THOSE IN THIS CONTRACT AND THE CLOSING DOCUMENTS.
BUYER IS NOT RELYING ON ANY REPRESENTATIONS,DISCLOSURES, OR EXPRESS
OR IN[PLIED WARRANTIES OTHER THAN THOSE EXPRESSLY CONTAINED IN THIS
CONTRACT AND THE CLOSING DOCUMENTS. BUYER IS NOT RELYING ON ANY
INFORMATION REGARDING THE PROPERTY PROVIDED BY ANY PERSON, OTHER THAN
BUYER'S OWN INSPECTION AND THE REPRESENTATIONS AND WARRANTIES CONTAINED
IN THIS CONTRACT AND THE CLOSING DOCUMENTS.
The provisions ofthis section B regarding the Property will be included in the deed.
B. Buyer's Representations to Seller
Buyer represents to Seller that the following are true and correct as of the Effective Date and will
be true and correct on the Closing Date.
Authority of Buyer. Buyer's representative is an individual with authority to perform its
obligations under this contract. This contract is binding on Buyer. This contract is, and all documents
required by this contract to be executed and delivered to Seller at Closing will be, duly authorized,
executed,and delivered by Buyer's authorized representative. )
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