R-01-05-24-12B4 - 5/24/2001RESOLUTION NO. R- 01- 05- 24 -12B4
WHEREAS, the City desires to purchase a tract of land containing
approximately 30.6609 acres for parkland, and
WHEREAS, HF2M, Inc., the owner of the property, has agreed to
sell said property to the City, 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 Real Estate Contract with HF2M, Inc. for the
purchase of the above described property, a copy of said Real Estate
Contract being attached hereto 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, and the Act.
RESOLVED this 24th day of M. , 200
Rs! A. STLUKA,OR., Mayor
LAND, City Secretary
0.\ HPDOCS \RSSOLIRI \R10524R4.HPD/9D
City of Round Rock, Texas
REAL ESTATE CONTRACT
1. PARTIES. The parties to this Contract are:
a. Seller: HF2M, Inc., a Texas corporation
910 Heritage Center Circle, Suite A
Round Rock, Texas 78664
b. Purchaser: City of Round Rock, a Texas Municipal
Corporation
221 East Main Street
Round Rock, Texas 78664
2. PROPERTY. Seller agrees to sell and convey, and Purchaser agrees to purchase
and pay for certain real property in Williamson County, Texas, described as follows:
Approximately 30.6609 acres out of the P.A. Holder survey, abstract No.
297 as more fully described in Volume 1896, Page 482 of the Deed Records
of Williamson County, Texas.
Together with all of Seller's rights and appurtenances to the real property, including,
without limitation, any right, title, and interest of Seller in and to any and all leases, water
and sewer rights, including storm sewer, sanitary and water capacity allocated or reserved
by any MUD, PUD, or municipality, all easements, and adjacent waterways, streets,
roads, alleys, or rights -of -way all of the above are herein after collectively referred to as
the "Property ".
3. PURCHASE PRICE. Purchaser agrees to pay as the purchase price for the
Property, the sum of THREE - HUNDRED THOUSAND and 00 /100 DOLLARS
($300,000.00) payable in cash at Closing.
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HF2M, Inc. — City of Round Rock
4. TITLE COMMITMENT AND SURVEY.
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FIF2M, Inc. — City of Round Rock
•
a. Title Commitment. Seller shall deliver or cause to be delivered to Purchaser a
Commitment for Title Insurance ( "Title Commitment ") from Austin Title Company, 101
E. Old Settlers Rd., Round Rock, Texas, Attention: Claire Hartman, the "Title Company ".
The Title Commitment shall set forth the status of the title of the Property and show all
liens, claims, encumbrances, easements, rights -of -way, encroachments, reservations,
restrictions, and any other matters affecting the Property. The Title Company shall
furnish a copy of all documents referred to in the Title Commitment, including, but not
limited to, deeds, lien instruments, plats, reservations, restrictions, and easements. Seller
shall bear the cost of the title insurance policy.
b. Survey. Prior to Closing, Seller shall deliver or cause to be delivered to
Purchaser an updated survey of the Property ( "Survey ") acceptable to the title company
for the purposes of issuing the Title Commitment, prepared by a licensed public surveyor,
certified to the Seller, Purchaser, and Title Company. The survey shall comply with the
requirement of Category 1A, Condition II survey and shall include: (i) the perimeter
boundaries and dimensions of the Property; (ii) a metes and bounds description of the
property; (iii) the locations of any easements, set -back lines, encroachments, overlaps,
roadways, buildings, driveways, curbs and other improvements, utilities and waterway;
(iv) the location of any flood plain which exist on the Property or any portion thereof.
For purposes of the property description to be included in the Warranty Deed to be
delivered to Purchaser, any field notes prepared by the surveyor shall control any
conflicts or inconsistencies with the description contained or referred to in Section 2
above, and such field notes shall be incorporated into this Contract upon their completion
and approval by Purchaser and Title Company. The cost of the survey shall be borne by
Seller.
c. Review of Title Commitment and Survey. Purchaser shall have five (5) days
after Purchaser's receipt of the last of the Title Commitment (legible copies of all
instruments referred to in Schedules B and C thereof) and Survey, in which to examine
those documents and to specify to Seller those items reflected thereon which Purchaser
finds objectionable ( "Title Objections "). Seller, at its discretion, may correct or remove
all Title Objections, give Purchaser written notice thereof, and deliver an amended Title
Commitment and Survey reflecting the correction or deletion of such matter. If Purchaser
does not deliver to Seller within five (5) days after Purchaser's receipt of the Title
Commitment and supporting documents and updated Survey, written notice specifying
those items which are Title Objections within the above - stated time period, then all of the
items reflected on the Title Commitment shall be considered to be permitted exceptions
( "Permitted Exceptions ").
d. Uncorrected Title Objections. If Seller fails to cause all of the Title Objections
to be corrected within five (5) days after receipt of Purchaser's notice to Seller of the Title
Objections, Seller shall give written notice to Purchaser within such five (5) day period
that Seller cannot or will not correct or remove all of the Title Objections, and Purchaser
shall have the following rights only:
(1) Purchaser may terminate this Contract by giving Seller written notice
thereof within five (5) days after Purchaser's receipt of written notice from Seller pursuant
to paragraph 6.d above, in which event both parties shall be released from all further
obligations under this Contract; or
(2) Purchaser may elect to purchase the Property subject to the Title
Objections not so corrected or removed, in which event the uncorrected and unremoved
Title Objections shall be deemed waived by Purchaser and shall thereafter be Permitted
Exceptions under this Contract.
5. ACCESS AND INDEMNITY. Purchaser and Purchaser's agents shall have the
right of access to the Property for the purpose of conducting such investigation and
inspection as it deems necessary, including, but not limited to engineering, feasibility,
environmental studies, testing and core sampling, and to examine any books or records
maintained by Seller. Purchaser shall not cause or permit damage or injury to be done to
the Property, and Purchaser shall repair any damage or injury to the Property resulting
from Purchaser's investigation and inspection of the Property. Purchaser shall indemnify
and hold harmless Seller and the Prior Seller on account of any claims, causes of action,
damages, costs and expenses (including reasonable attorney's fees) arising out of or
relating to any entrance upon or inspection of the Property by Purchaser, its agents and
employees under the provisions of this section. This indemnity shall survive the
termination of this Contract.
6. CONDEMNATION AND RISK OF LOSS.
a. Condemnation. In the event of a taking by condemnation or similar
proceedings or actions of only a portion of the Property, Purchaser shall have the option
Real Estate Contract - 3
HF2M, Inc. — City of Round Rock
to terminate this Contract upon written notice to Seller prior to Closing, neither Purchaser
nor Seller shall have any further rights or obligations hereunder. If Purchaser does not
exercise its option to so terminate this Contract, then the Contract shall remain in full
force and effect and Seller shall assign to Purchaser all of Seller's future rights and shall
deduct from the Purchase Price an amount equal to all of Seller's previously recovered
awards under any and all condemnation from any such proceedings or actions in lieu
thereof.
b. Risk of Loss. If any part of the Property is naturally damaged or destroyed by
fire, flood, natural elements or other casualty loss, Seller shall restore the Property to its
previous condition as soon as reasonably possible, but in any event by the Closing Date.
If Seller is unable to do so without fault, Buyer may: (i) terminate this Contract; (ii)
extend the time for performance up to fifteen (15) days and the Closing Date shall be
extended as necessary; or (iii) accept the Property in its damaged condition and accept
any assignment of insurance proceeds.
7. PRE - CLOSING REPRESENTATIONS OF SELLER Seller has not made any
representations or warranties of any kind to Purchaser not expressly contained in this
Contract. Where the terms "to the best of Seller's knowledge" or words of similar import
are used herein, it shall mean Seller's actual, current knowledge and not any constructive
or imputed knowledge. Moreover, no inference or implication shall be drawn that Seller
has made any independent investigation with respect to the subject of the representation
or warranty based on knowledge, and purchaser agrees that Seller has no such duty.
Subject to the foregoing, Seller represents, covenants and warrants as follows:
a. Seller's Authority. The person signing this Contract has the full right, power
and authority to enter into this Contract on behalf of Seller.
b. The Property is free and clear of all mechanic's liens, liens, mortgages, or
encumbrances of any nature except those which are to be satisfied on or before Closing.
c. Seller has not entered into an earnest money contract, contract for deed or option
contract concerning the Property with any other person.
d. There is no suit, action, legal or other proceeding pending, or to the best of
Seller's knowledge, threatened, which affect the Property.
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HF2M, Inc. — City of Round Rock
e. Seller has no knowledge of any pending or threatened requests, applications or
proceedings to alter or restrict the zoning or other use restrictions applicable to the
Property; Seller has received no notice from any municipal, state, federal or other
governmental authority of zoning, building, fire, water, use, health, environmental or
other statute, ordinance, code or regulatory violations issued in respect of the Property
which have not been heretofore corrected.
f. Seller has never, nor, to Seller's best knowledge, has any previous owner of the
Property or any other party ever generated, stored or disposed of any hazardous
substances on the Property or from the Property to any other location, nor to Seller's best
knowledge is any hazardous substance currently present on or contaminating the
Property.
g. Seller has not retained any person or firm to file a notice of protest against, or
commence any action to review, any real property tax assessment against the Property or
any portion thereof and, to Seller's best knowledge, no such action has been taken by or
on behalf of any other party.
h. Seller has not received any notice of any condemnation or similar proceedings
having been instituted or threatened against the Property or any part thereof nor, to
Seller's best knowledge, is any such proceeding threatened or contemplated of which
Seller has not received formal notice.
i. There are no outstanding written or oral leases or agreements relating to the use
or possession of the property.
j. Seller will not, without the prior written consent of Purchaser, permit any
modifications or additions to the Property.
k. Seller will promptly pay and discharge all ownership, leasing, operating,
management and maintenance fees, costs and expenses incurred with respect to periods
prior to the Closing, if any, specifically including, without limitation, costs and expenses
relating to materials supplied and labor performed.
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HF2M, Inc. — City of Round Rock
I. At Closing, Seller shall convey good and indefeasible title to the Property,
subject only to the Permitted Exceptions.
m. To the best of Seller's knowledge, there are no third parties in possession of
any portion of the Property, and there are no adverse parties in possession of any portion
of the Property whatsoever.
n. All assessments, payback agreements or other charges for utilities, roads, or the
widening of such roads, or any other fees imposed by any governmental or quasi -
governmental authority with respect to the Property which are due and payable have been
paid in full and Seller has no knowledge of any future assessments or fees that may
become due and payable.
o. Seller is not a "Foreign Person" as described in Section 1445 of the Internal
Revenue Code of 1986, as amended and any applicable regulations promulgated
thereunder.
8. PRE - CLOSING REPRESENTATIONS OF PURCHASER.
a. Purchaser's Authority. The person signing this Contract has the full right,
power and authority to enter into this Contract on behalf of Purchaser.
9. CLOSING.
a. Date and Place. The Closing of the sale of the Property by Seller to Purchaser
shall occur on or before June 8, 2001. The Closing shall occur in the offices of the Title
Company.
b. Seller's Obligations At Closing. At the Closing, Seller, at Seller's sole cost and
expense, shall deliver, or cause to be delivered, to Purchaser the following:
(1) Special Warranty Deed. Seller shall execute and deliver to the Title
Company for recording a Special Warranty Deed conveying the Property to Purchaser,
subject to the Permitted Exceptions.
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HF2M, Inc. — City of Round Rock
(2) Owner's Title Policy. Seller shall cause the Title Company to issue and
deliver to Purchaser an owner's policy of title insurance ( "Owner's Title Policy ") in the
amount of the Purchase Price insuring good and indefeasible fee simple title to the
Property to Purchaser, subject to an exception for standby fees and taxes for the calendar
year in which the Closing occurs, and an exception for "shortages in area ".
(3) Certificate of Non - Foreign Status. Seller shall deliver to Purchaser an
affidavit on behalf of Seller certifying the non - foreign status of Seller.
(4) Closing Statement. Seller shall execute and deliver to Purchaser and to the
Title Company the closing statement in the form to be provided by the Title Company
with the Purchase Price, closing costs, prorations and credits provided for in this Contract.
(5) Other Instruments. Seller shall execute and deliver such other documents
as are customarily executed in Texas in connection with the conveyance of real property,
including all required releases, certificates, affidavits, and any other instruments required
by the Title Company.
Closing.
a. Possession. Seller shall deliver possession of the Property to Purchaser at
b. Certificate of Authority. Seller shall deliver to Purchaser a certificate of
authority on behalf of Seller authorizing the transaction described in the Contract and the
execution of the documents by the appropriate person, in form and substance reasonably
required by Purchaser.
(6) If applicable, Seller shall assign any ancillary Rights of Seller in and to the
Property which Seller owns and which the Title Company deems customary to transfer.
c. Purchaser's Obligations At Closing.
1. Payment of Purchase Price. At the Closing, Purchaser shall pay the cash
portion of the Purchase Price, subject to any adjustments for prorations and other credits
provided for in this Contract.
2. Certificate of Authority. Purchaser shall deliver to Seller a resolution or
certificate of authority on behalf of Purchaser authorizing the transaction described in this
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HF2M, Inc. — City of Round Rock
Contract and the execution of the documents by the appropriate person, in form and
substance reasonably required by Seller.
(3) Closing Statement. Purchaser shall execute and deliver to the Title
Company the closing statement in the form to be provided by the Title Company with the
Purchase Price, closing costs, prorations and credits provided for in this Contract.
(4) Purchaser's authorized representative will execute Part IV of IRS
Form 8283 which reflects the charitable donation from Seller to Purchaser of the
difference between the Purchase Price of $300,000.00 and the appraised value determined
by American Realty Corporation Appraisal dated January 27, 2001, in the amount of
$1,412,600.00.
d. Tax Proration. Rents, Real estate, ad valorem, and other state, county and
municipal taxes, charges and assessments (special or otherwise), on the basis of the
calendar year for which the same are levied, imposed or assessed, and regardless of when
the same become a lien or are payable, shall be adjusted between Seller and Purchaser
and shall be prorated on a per diem basis as of 12:01 a.m., Round Rock, Texas, time on
the day of Closing, as if Purchaser were vested with and to the Property during the entire
day upon which Closing Occurs. If the rate of any such taxes, rents, charges or
assessments shall not be fixed prior to the Closing, the adjustment thereof at the Closing
shall be upon the basis of the rate for the preceding calendar year applied to the latest
assessed valuation (or other basis of valuation) between Seller and Purchaser, and shall be
readjusted if necessary, when the actual tax figures are available. Seller represents and
warrants to Purchaser that the Property comprises one or more separate tax parcels. The
term ad valorem taxes as used in this paragraph does not include rollback or deferred
taxes that are payable because of change of ownership or land use or any special
assessments or assessments for street widening repair or improvements.
e. Closing Costs. Seller and Purchaser each agree to pay the following costs at the
Closing:
(1) Paid By Seller. Seller agrees to pay the cost of preparing and recording the
Special Warranty Deed and other conveyance documents; the premium for the Owner's
Title Policy including the addition of the "survey deletion" premium; the cost of the
Survey as limited herein; the cost of preparing and recording any releases and other
documents necessary to convey the Property in accordance with this Contract; one -half
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HF2M, Inc. — City of Round Rock
(1/2) of any escrow or closing fee charged by the Title Company; and any other similar
closing costs customarily paid by a seller of real property.
(2) Paid By Purchaser. Purchaser agrees to pay (where applicable) any
application, origination, processing, commitment and loan discount fees; private
mortgage insurance premiums and any loan assumption or transfer fees; expenses
incident to new loan(s) (e.g., preparation any note, deed of trust and other loan
documents, recording fees, copies of restrictions and easements, Mortgagee Title Policies,
credit reports, photos), any required reserve deposits for ad valorem taxes and
assessments; any prepaid interest required by lenders to be paid at closing; expenses
stipulated to be paid by Buyer under other provisions of the Contract, and one -half (1/2)
of any escrow or closing fee charged by the Title Company and any other similar closing
costs customarily paid by a purchaser of real property.
10. DEFAULTS AND REMEDIES.
a. Purchaser's Default and Seller's Remedies. If Purchaser fails to timely comply
with any covenant or obligation it has hereunder, such failure shall be a default, and
Seller shall have the right, as Seller's sole and exclusive remedies, to either: (i) enforce
specific performance of Seller's obligations under this Contract, or (ii) terminate this
Contract by giving written notice thereof to Purchaser, and neither party shall have any
further rights or obligations or liabilities under this Contract.
b. Seller's Default and Purchaser's Remedies. If Seller fails to timely comply with
any covenant or obligation it has hereunder, such failure shall be a default, and Purchaser
shall have the right, as Purchaser's sole and exclusive remedies, to either: (i) enforce
specific performance of Seller's obligations under this Contract, or (ii) terminate this
Contract by giving written notice thereof to Seller, and neither party shall have any
further rights or obligations or liabilities under this Contract.
c. Attorney's Fees. If either party to this Contract defaults in the performance
required hereunder, and the non - defaulting party employs an attorney to enforce the terms
hereof, such non - defaulting party shall be entitled to recover reasonable attorney's fees
from the defaulting party.
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HF2M, Inc. — City of Round Rock
11. BROKERS AND COMMISSIONS.
a. Brokers. There are no Brokers representing the parties in this transaction.
b. Indemnity Seller and Purchaser each warrant and represent to the other that
neither of them has dealt with any broker in connection with the purchase of the Property,
and that no commission is due to any broker or agent of any broker, and Seller and
Purchaser each agree to indemnify and hold the other party harmless from any loss,
liability, or expense suffered by the other party by reason of a breach of such warranty
and representation. This indemnity shall survive the closing of this Contract.
12. DISCLAIMER, RELEASE, WAIVER OF CLAIMS AND INDEMNIFICATION.
a. Disclaimer of Warranties. EXCEPT AS SPECIFICALLY PROVIDED
HEREIN, SELLER HEREBY DISCLAIMS ANY WARRANTY, GUARANTY OR
REPRESENTATION, ORAL OR WRITTEN, PAST, PRESENT OR FUTURE, OF, AS
TO, OR CONCERNING (i) THE NATURE AND CONDITION OF THE PROPERTY,
INCLUDING, WITHOUT LIMITATION, THE WATER, SOIL AND GEOLOGY, THE
SUITABILITY THEREOF AND OF THE PROPERTY FOR ANY AND ALL
ACTIVITIES AND USES WHICH PURCHASER MAY ELECT TO CONDUCT, THE
EXISTENCE OF ANY ENVIRONMENTAL HAZARDS OR CONDITIONS
(INCLUDING BUT NOT LIMITED TO THE PRESENCE OF ASBESTOS OR
HAZARDOUS MATERIALS) OR COMPLIANCE WITH APPLICABLE
ENVIRONMENTAL LAWS, RULES OR REGULATIONS; (ii) THE NATURE AND
EXTENT OF ANY RIGHT -OF -WAY, LEASE POSSESSION, LIEN
ENCUMBRANCE, LICENSE, RESERVATION, CONDITION OR OTHERWISE;
AND (iii) THE COMPLIANCE OF THE PROPERTY OR ITS OPERATION WITH
ANY LAWS, ORDINANCES OR REGULATIONS OF ANY GOVERNMENTAL
ENTITY OR ITS OPERATION WITH ANY LAWS, ORDINANCES OR
REGULATIONS OF ANY GOVERNMENTAL ENTITY OR BODY. PURCHASER
ACKNOWLEDGES THAT IT WILL INSPECT THE PROPERTY AND PURCHASER
WILL RELY SOLELY ON ITS OWN INVESTIGATION OF THE PROPERTY AND
NOT ANY INFORMATION PROVIDED FROM THIRD PARTIES OR TO BE
PROVIDED BY OR ON BEHALF OF SELLER, EXCEPT THE INFORMATION
REQUIRED BY THIS AGREEMENT AND THE REPRESENTATIONS LISTED IN
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HF2M, Inc. — City of Round Rock
THIS AGREEMENT. PURCHASER FURTHER ACKNOWLEDGES THAT THE
INFORMATION PROVIDED AND TO BE PROVIDED WITH RESPECT TO THE
PROPERTY WAS OBTAINED FROM A VARIETY OF SOURCES AND SELLER
HAS NOT MADE AN INDEPENDENT INVESTIGATION OR VERIFICATION OF
SUCH INFORMATION, AND DOES NOT MAKE ANY REPRESENTATIONS AS TO
THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION, EXCEPT AS
SPECIFICALLY PROVIDED HEREIN, THE SALE OF THE PROPERTY IS MADE
ON AN "AS IS ", "WHERE IS ", AND "WITH ALL FAULTS" BASIS, AND
PURCHASER EXPRESSLY ACKNOWLEDGES THAT, EXCEPT AS
SPECIFICALLY PROVIDED HEREIN, SELLER MAKES NO WARRANTY OR
REPRESENTATION, EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF
LAW, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF CONDITION,
TITLE (OTHER THAN THE GENERAL WARRANTY OF TITLE WITH RESPECT
TO THE REAL PROPERTY AND IMPROVEMENTS), HABITABILITY,
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH
RESPECT TO THE PROPERTY OR ANY PORTION THEREOF.
b. Release and Waiver of Claims. EXCEPT AS SPECIFICALLY PROVIDED
HEREIN AND IN THE GENERAL WARRANTY DEED AND DOCUMENTS
REQUIRED FROM SELLER AT CLOSING, PURCHASER AGREES THAT SELLER
SHALL NOT BE RESPONSIBLE OR LIABLE TO PURCHASER FOR ANY
CONSTRUCTION DEFECT, ERRORS, OMISSIONS, OR ON ACCOUNT OF ANY
OTHER CONDITIONS AFFECTING THE PROPERTY, AS PURCHASER IS
PURCHASING THE PROPERTY AS -IS, WHERE -IS, AND WITH ALL FAULTS.
PURCHASER HEREBY FULLY RELEASES SELLER, ITS EMPLOYEES,
OFFICERS, DIRECTORS, REPRESENTATIVES, ATTORNEYS AND AGENTS
FROM ANY AND ALL CLAIMS THAT IT MAY NOW HAVE OR HEREAFTER
ACQUIRE AGAINST SELLER AND ITSEMPLOYEES, OFFICERS DIRECTORS,
REPRESENTATIVES, ATTORNEYS AND AGENTS FOR ANY COSTS, LOSS,
LIABILITY, DAMAGE, EXPENSE, DEMAND, ACTION OR CAUSE OF ACTION
ARISING FROM OR RELATED TO ANY CONSTRUCTION DEFECT, ERRORS,
OMISSIONS, OR OTHER CONDITIONS AFFECTING THE PROPERTY, EXCEPT
FOR CLAIMS WITH RESPECT TO SELLERS SPECIFIC AGREEMENTS AND
REPRESENTATIONS MADE IN THIS AGREEMENT. PURCHASER FURTHER
ACKNOWLEDGES AND AGREES THAT THIS RELEASE SHALL BE GIVEN FULL
FORCE AND EFFECT ACCORDING TO EACH OF ITS EXPRESSED TERMS AND
PROVISIONS, INCLUDING, BUT NOT LIMITED TO EACH OF ITS EXPRESSED
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HF2M, Inc. — City of Round Rock
TERMS AND PROVISIONS, INCLUDING, BUT LIMITED TO, THOSE RELATED
TO UNKNOWN AND UNSUSPECTED CLAIMS, DAMAGES AND CAUSES OF
ACTION. THIS COVENANT RELEASING SELLER SHALL BE A COVENANT
RUNNING WITH THE PROPERTY AND SHALL BE BINDING UPON PURCHASER
AND ALL SUBSEQUENT OWNERS OF THE PROPERTY OR ANY PART
THEREOF. SELLER HEREBY ASSIGNS WITHOUT RECOURSE OR
REPRESENTATION OF ANY NATURE TO PURCHASER, EFFECTIVE UPON
CLOSING, ANY AND ALL CLAIMS THAT SELLER MAY HAVE FOR ANY SUCH
ERRORS, OMISSIONS OR DEFECTS IN THE PROPERTY. AS A MATERIAL
COVENANT AND CONDITION TO THIS CONTRACT, PURCHASER AGREES
THAT IN THE EVENT OF ANY SUCH CONSTRUCTION DEFECTS, ERRORS,
OMISSIONS OR ON ACCOUNT OF ANY OTHER CONDITIONS AFFECTING THE
PROPERTY, PURCHASER SHALL LOOK SOLELY TO SELLERS PREDECESSORS
OR TO SUCH CONTRACTORS AND CONSULTANTS AS MAY HAVE
CONTRACTED FOR WORK IN CONNECTION WITH THE PROPERTY FOR ANY
REDRESS OR RELIEF UNLESS OTHERWISE STATED HEREIN. UNLESS
OTHERWISE STATED HEREIN, PURCHASER RELEASES SELLER OF ALL
RIGHTS, EXPRESS OR IMPLIED, PURCHASER MAY HAVE AGAINST SELLER
ARISING OUT OF OR RESULTING FROM ANY ERRORS, OMISSIONS OR
DEFECTS IN THE PROPERTY. PURCHASER FURTHER UNDERSTANDS THAT
SOME OF SELLER'S PREDECESSORS IN INTEREST MAY BE OR BECOME
INSOLVENT, BANKRUPT, JUDGMENT PROOF OR OTHERWISE INCAPABLE OF
RESPONDING IN DAMAGES, AND PURCHASER MAY HAVE NO REMEDY
AGAINST SUCH PREDECESSORS, CONTRACTORS OR CONSULTANTS. THIS
WAIVER AND RELEASE OF CLAIMS SHALL SURVIVE THE CLOSING.
c. Survival After Closing. ALL OF THE DISCLAIMERS, RELEASE,
WAIVERS, INDEMNIFICATION AND OTHER MATTERS SET FORTH IN THIS
SECTION SHALL SURVIVE THE CLOSING.
13. MISCELLANEOUS.
a. Assignment of Contract. This Contract may not be assigned by Purchaser.
b. Survival of Covenants. Any of the representations, warranties, covenants, and
agreements of the parties, as well as any rights and benefits of the parties pertaining to a
period of time following the Closing, shall survive the Closing and shall not be merged
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HF2M, Inc. — City of Round Rock
therein. Provided, however, such survival shall extend only one year beyond the Closing,
and any claimed breach or failure will be deemed waived if written notice thereof has not
been given to Seller prior to the first anniversary of the Closing.
c. Notice. Any notice required or permitted to be delivered under this Contract
shall be deemed received on the earlier of (i) actual receipt by mail, Federal Express or
other overnight delivery service, telecopy, or hand delivery, or (ii) three (3) days after
being sent by United States mail, postage prepaid, certified mail, return receipt requested,
addressed to Seller or Purchaser, as the case may be, at the address stated in Section 1.
Copies of all notices shall also be sent concurrently to Seller's or Purchaser's attorney, as
appropriate, at the following addresses:
Seller:
Seller's Attorney:
Purchaser:
Purchaser's Attorney:
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HF2M, Inc. — City of Round Rock
HF2M, Inc., a Texas corporation
910 Heritage Center Circle, Suite A
Round Rock, Texas 78664
Attention: Jeffrey N. Drinkard
Telephone Number: (512) 218 - 8000
Facsimile Number: (512) 218 -9798
Thomas P. Groce
HF2M, Inc.
910 Heritage Center Circle, Suite A
Round Rock, Texas 78664
Telephone Number: (512) 218 -8000
Facsimile Number: (512) 218 -9798
City of Round Rock, a Texas Municipal
Corporation
221 E. Main Street
Round Rock, Texas 78664
Telephone Number: (512) 218 - 5400
Facsimile Number: (512) 218 -5547
Steve Sheets, Esq.
Sheets and Crossfield, P.C.
309 E. Main St.
Round Rock, Texas 78664
Telephone Number: (512) 255 -8877
Facsimile Number: (512) 255 -8986
A party may change its address or the address of its attorney for notice upon written
notice to the other party pursuant to the terms hereof.
d. TEXAS LAW TO APPLY. THIS CONTRACT SHALL BE CONSTRUED
UNDER AND IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS,
AND ALL OBLIGATIONS OF THE PARTIES CREATED BY THIS CONTRACT
ARE PERFORMABLE IN WILLIAMSON COUNTY, TEXAS, WHICH IS THE
COUNTY OF JURISDICTION AND VENUE FOR ALL DISPUTES ARISING
HEREUNDER.
e. Parties Bound. This Contract shall be binding upon and inure to the benefit of
the parties to this Contract and their respective heirs, executors, administrators, legal
representatives, successors and assigns.
f. Legal Construction. In case any one or more of the provisions contained in this
Contract shall for any reason be held to be invalid, illegal, or unenforceable in any
respect, such invalidity, illegality, or unenforceability shall not affect any other provision
of the Contract, and this Contract shall be construed as if such invalid, illegal, or
unenforceable provision had never been contained in the Contract.
g. Prior Agreements Superseded. This Contract constitutes the sole and only
agreement of the parties to the Contract and supersedes any prior understanding or written
or oral agreements between the parties concerning the purchase of the Property.
h. Time of Essence. Time is of the essence of this Contract. This Contract shall
not be effective unless signed by Purchaser no later than May 11, 2001.
i. Gender. Words of any gender used in this Contract shall be held and construed
to include any other gender, and words in the singular number shall be held to include the
plural, and vice versa, unless the context requires otherwise.
j. Effective Date. The Effective Date of this Contract shall be the date in which
both Seller and Purchaser have executed the Contract.
Real Estate Contract - 14
HF2M, Inc. — City of Round Rock
k. Calendar Days and Deadlines. As used herein, "days" shall mean and refer to
calendar days but if a deadline falls or notice is required on a Saturday, Sunday or legal
banking holiday, the deadline or notice shall be extended to the next calendar day which
is neither a Saturday, Sunday nor a legal banking holiday.
1. Multiple Counterparts. Counterparts of this Contract may be executed in one or
more counterparts, and all so executed shall constitute one (1) agreement, binding upon
the parties hereto, and notwithstanding that all of the parties are not signatories to the
same counterparts.
14. EXECUTION OF CONTRACT. Seller has prepared this Contract, or caused its
attorneys to prepare this Contract, and has delivered this Contract to Purchaser without
Purchaser's execution hereof. Purchaser acknowledges and agrees that this Contract shall
not be binding upon Seller unless and until this Contract has been executed by a duly
authorized officer of Purchaser.
Executed by Seller on this 1 1' day of May, 2001.
SELLER.
HF2M, Inc., a Texas corporation
By:
Real Estate Contract - 15
HF2M, Inc. — City of Round Rock
y �
President
Executed by Purchaser on this day of May, 2001.
Real Estate Contract - 16
HF2M, Inc. — City of Round Rock
PURCHASER:
City of Round Rock,
a Texas Municipal Corporation
BY:
Name:
Title: Mayor
DATE: May 18, 2001
SUBJECT: City Council Meeting — May 24, 2001
ITEM: 12.B.4. Consider a resolution authorizing the Mayor to execute a Real
Estate Contract with HF2M, Inc. for parkland This is a 30.6609 -acre
of tract located along Brushy Creek and south of Hwy79 and east
of Georgetown Avenue.
Resource:
History:
Funding:
Cost:
Source of funds:
Outside Resources:
Impact:
Benefit:
Public Comment:
Sponsor:
Sharon Prete, Parks and Recreation Director
Through the park plan process, the citizens identified trails
development as the #1 priority.
The City was pleased to learn that this property was for sale and
that Mr. Drinkard was interested in seeing it developed as
parkland. This property is a significant parcel to acquire because
it has Highway 79 frontage as well as access to the downtown
area, making it an excellent location for a trail head.
$300,000
Certificates of Obligation
PARD
The Property is appraised at $1,412,600.00. Mr. Drinkard is
willing to sell the land to the City for $300,000.00 because it will
be used for park purpose.
Acquisition of land along the creek for the trails is the #1 priority
in the Parks Recreation, and Open Space Master Plan.
,rcgeu /- 1-78- 7Je_
SPECIAL WARRANTY DEED
In
CTI
THE STATE OF TEXAS §
■1. § KNOW ALL MEN BY THESE
COUNTY OF WILLIAMSON §
THAT THE UNDERSIGNED, HF2M, Inc., a Texas corporation, hereinafter referred
Cs.] to as "Grantor," whether one or more, for and in consideration of the sum of TEN
DOLLARS ($10.00) cash, and other good and valuable consideration in hand paid by the
p Grantee, herein named, the receipt and sufficiency of which is hereby fully acknowledged
r1 and confessed, has GRANTED, SOLD and CONVEYED, and by these presents does
O hereby GRANT, SELL and CONVEY unto the City of Round Rock, a Texas Home Rule
City, herein referred to as "Grantee," whether one or more, the real property described on
attached Exhibit "A."
This conveyance, however, is made and accepted subject to any and all validly
existing encumbrances, conditions and restrictions, relating to the hereinabove described
property as now reflected by the records of the County Clerk of Williamson County,
Texas.
TO HAVE AND TO HOLD the above described premises, together with all and
singular the rights and appurtenances thereto in anywise belonging unto the said Grantee,
Grantee's heirs, executors, administrators, successors and/or assigns forever; and Grantor
does hereby bind Grantor, Grantor's heirs, executors, administrators, successors and/or
assigns to WARRANT AND FOREVER DEFEND all and singular the said premises
unto the said Grantee, Grantee's heirs, executors, administrators, successors and/or
assigns, against every person whomsoever claiming or to claim the same or any part
thereof; by, through or under Grantor, but not otherwise.
Current ad valorem taxes on said property have been prorated.
EXECUTED this Crli day of May, 2001.
HF2M, Inc, a Texas corporation
By\
Grantee's Address:
221 East Main
Round Rock, Texas 78664
res .en
■
THE STATE OF TEXAS
COUNTY OF WILLIAMSON
§
This instrument was acknowledged before me on May:-! , 2001, by Jeffrey N.
Drinkard, President of HF2M, Inc., a Texas co . or . j'on, on b alf o 'd . rporation.
CLAIRE HARTMAN
Notary Public, State of Texas
My Cemmissxl Expires
MAY 22, 2003
MY COMMISSION EXPIRES:
AUSTIN TITLE COMPANY
101 E. Old Settlers Blvd.
Suite #100
Round Rock, Texas 78664
ATE OF TEXAS
NOTARY PUBLIC, S
PRINTED NAME OF NOTARY
i
i
MOP
1-•
THENCE $ 00 des. 16
fence corner for an
THENCE N s9 deg. 22
fence corner for en
THENCE S 3 deg. 35'
fence corner for an
\ ' 1
• t rot.:2252r►ag r 323
BEING • portion of a 43.00 acre tract of land situated In
Williamson County. Texas, and part , of the Prior A. Holder Leegu•
Survey patented to the heirs of Prier A. Holder by Patent No.
211, Volume 4, Certificate 8169 and/also being out of end a part
of the 200.06 acre tract by Share No. 4 in the partition and
division of Nelson Merrell Lands ink :muse No. 9690, styled
"William Merrell et al. vs. John Merrell" 11 the District Court
of Williamson County, Texas, said tract having been conveyed to
Le Roy Nelson by John Merrell and wIfe, Irene Herren. on the
14th day of November, 1938, and sai8 Deed being on file and of
record In Book 295, Page 38, et seq. of the Deed Records of
V1111a County. Texas, reference to which Is now made and
eonyeyed to the Lutheran Welfare Society, by Deed recorded In
Volume 298. Page 549, or the Deed Records or Williamson County,
Texas, and Including 1.03 acres of land out of the ME corner of
a 4.00 acre tract described in the Deed of the City of Round
Rock, Texas, of record in Volume 294, Page 376. Deed Records of
Williamson County, Texas, and out of a tract of 0.873 acres
described In • Deed from Le Roy Nelson to the City of Round
Rock, Texas, not recorded in Deed Records of, Williamson County,
• Texas, and being • tract of land conveyed by chelelty of Round
Rock, Texas, e.0 the Lutheran Welfare Society, of Texas recorded
in Volume 472, Page 677, of'tbe Deed Records of Williamson
County, Texas, and including a 0.084 acre tract of land conveyed
to the Lutheran Velfare Society of Texas, by Disci of Exchange,
Volume 909, Page 023, Williamson County, Texas, said tract of
land being more particularly described by motes and bounds as
follows;
DEGINNING in the East line of a 200.00 acre tract, on the South
aide of old Highway No. 2 et en Iron pin found, raid pin being
the Northvast corner hereof;
THENCE M 61 deg. 21' 0" E for a distance of 630.46 feet to an
iron pin set;
THENCE 5 e2 dee. 55. 16 E for a distance of 401.60 feet to an
iron pin found and being the Northeast corner hereof;
THENCE 5 01 deg. 15. 01° E for a distance or 1007.05 feet to a
pin found and being the Southeast corner hereof;
THENCE 5 80 deer 53' 44 V for distance of 795.25 foot to •
point forming the Northeast corner of a 3.9 acre tract;
THENCE N e9 deg. 46' 55 W for a distance of •542.07 feet to a
fence corner being the Northwest corner of a 0.049 acre tract of
land exchanged end recorded In Deed of Exchange. Volume 909.
Page 023, or Williamson County, Texas;
' 20" V for a distance of 444.47 feet to a
ell corner hereof;
• 10• W for • distance of 8.92 feet for e
ell corner hereof;
36 E for a distance of 40.41 feet to •
ell corner hereof;
THENCE 5 66 deg. 32. 16" V for a distance of 64.66 feet to a
fence corner, being the Northwest corner of a 0.30 acre tract;
THENCE 5 3 deg. 47' 30" E for • distance of 59.42 feet to a
point being the moat Southeast corner hereof;
THENCE 5 76 deg. 32' 20- u for • dl•tence or 240.00 feet along
the North line'ot a 50 -foot vide Road and Public Utility
Easeme to a Joint being the Southwest corne hereof;
THENCE H 0 deg, 0. 7. V for • distance of 1241.10 feet to the
PLACE OF BEGINNING and containing 30.34 acres of land. Sore or
lase.
IIIRIS ° A"
RECORDER• NEfORANDON
Allorpou OW who Oh pep oolaot
oloub 1 4i1M 4 oolldadmy no rteUn.
FILED MD RECORDED
OFFICIAL PUBLIC RECORDS
06- 07- 2001 - 02:43 PM 2001040257
SUSIE $15.00
NANCY E. RISTER ,COUNTY CLERK
WILLIAMSON COUNTY, TEXAS
- AUSTIN TITLE COMPANY
a subsidiary of LandAmerica Financial Group, Inc.
September 27, 2001
CITY OF ROUND ROCK
221 EAST MAIN
ROUND ROCK, TEXAS 78664
Re: Our File Number: 01 RR 219178 - Y
Closer: Claire Wolff Hartman
Dear Policyholder(s):
RECEIVED OCT 0 3 2001
In connection with the above captioned transaction, we enclose herewith
LAWYERS TITLE INSURANCE CORPORATION Owner's Title Policy, along with the
original recorded Special Warranty Deed.
It has been a pleasure to handle this transaction for you. If you should
have any questions, please contact Claire Wolff Hartman at 512 255 - 3343.
very truly yours,
AUSTIN TITLE COMPANY
Policy Department
CU
Enclosure
1515 Capital of Texas Highway South . Fifth Floor Austin, Texas 78746 -6544
Office 512 /306.0988 512 /306.0966 Fax
ISSUED BY OWNER'S POLICY OF TITLE INSURANCE
[ wyersTtleInsurance Grp, oration
SUBJECT TO THE EXCLUSIONS FROM COVERAGE, THE EXCEPTIONS FROM COVERAGE CONTAINED IN SCHEDULE B AND THE
CONDITIONS AND STIPULATIONS, LAWYERS TITLE INSURANCE CORPORATION, a Virginia corporation, herein called the Company, Insures, as of
Date of Policy shown in Schedule A, against loss or damage, not exceeding the Amount of Insurance stated In Schedule A, sustained or Incurred by the
Insured by reason of:
1. Title to the estate or Interest described in Schedule A being vested other than as stated therein,
2. Any defect in or lien or encumbrance on the tole;
3. Any statutory or constitutional mechanic's, contractor's, or matenalmen's lien for labor or material having its inception on or before Date of Policy;
4. Lack of a right of access to and from the land;
5. Lack of good and indefeasible title.
The Company also will pay the costs, attorneys' fees and expenses Incurred in defense of the title, as insured, but only to the extent provided in the
Conditions and Stipulations.
IN WITNESS WHEREOF, LAWYERS TITLE INSURANCE CORPORATION has caused its corporate name and seal to be hereunto affixed by as duly
authonzed officers, the Policy to become valid when countersigned by an authonzed officer or agent of the Company.
Attest:
Texas Owner's Policy T -1 (Rev. 1 -1 -93)
Cover Page
Form 1178 -22
Secretary
EXCLUSIONS FROM COVERAGE
ORIGINAL
LAWYERS TITLE INSURANCE CORPORATION
? . 643'14'
President
The following matters are expressly excluded from the coverage of this policy and the Company will not pay loss or damage, costs, attorneys' fees or
expenses which arise by reason of:
1. (a) Any law, ordinance or govemmental regulation (including but not limited to building and zoning laws, ordinances, or regulations) restncting,
regulating, prohibiting or relating to (1) the occupancy, use, or enjoyment of the land; (ii) the character, dimensions or location of any
improvement now or hereafter erected on the land; (iii) a separation In ownership or a change in the dimensions or area of the land or any
parcel of which the land Is or was a part; or (Iv) environmental protection, or the effect of any violation of these laws, ordinances or
governmental regulations, except to the extent that a notice of the enforcement thereof or a notice of a detect, lien or encumbrance resulting
from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy.
(b) Any govemmental police power not excluded by (a) above, except to the extent that a notice of the exercise thereof or a notice of a defect, lien
or encumbrance resulting from a violation or alleged violation affecting the land has been recorded in the public records at Date of Policy.
2. Rights of eminent domain unless notice of the exercise thereof has been recorded in the public records at Date of Policy, but not excluding from
coverage any taking that has occurred prior to Date of Policy which would be binding on the nghts of a purchaser for value without knowledge.
3. Defects, liens, encumbrances, adverse claims or other matters.
(a) created, suffered, assumed or agreed to by the Insured claimant;
(b) not known to the Company, not recorded In the public records at Date of Policy, but known to the insured claimant and not disclosed in writing
to the Company by the insured claimant prior to the date the insured claimant became an insured under this policy;
(c) resulting in no loss or damage to the insured claimant;
(d) attaching or created subsequent to Date of Policy;
(e) resulting in loss or damage that would not have been sustained a the insured claimant had paid value for the estate or Interest insured by this
policy.
4 The refusal of any person to purchase, lease or lend money on the estate or interest covered hereby in the land described in Schedule A because of
unmarketability of the tale.
5. Any claim which arises out of the transaction vesting in the person named in paragraph 3 of Schedule A the estate or interest insured by this policy,
by reason of the operation of federal bankruptcy, state insolvency, or other state or federal creditors' rights laws that Is based on either
(i) the transaction creating the estate or Interest Insured by this Policy being deemed a fraudulent conveyance or fraudulent transfer or a voidable
distnbution or voidable dividend,
(ii) the subordination or recharactedzation of the estate or Interest Insured by this Policy as a result of the application of the doctnne of equitable
subordination or
(lift the transaction creating the estate or interest insured by this Policy being deemed a preferential transfer except where the preferential transfer
results from the failure of the Company or its issuing agent to timely file for record the instrument of transfer to the insured after delivery or the
failure of such recordation to impart notice to a purchaser for value or a judgment or lien creditor.
1. DEFINITION OF TERMS.
The following terms when used in this policy mean:
(a) 'Insured'. the Insured named In Schedule A, and, subject to any nghts or
defenses the company would have had against the named insured, (hose who succeed
to the Interest of the named Insured by operation of law as distinguished from purchase
Including, but not limited lo, heirs, dlstnbutees, devisees, survivors, personal
representatives, next of kin, or corporate, partnership or fiduciary successors, and
specifically, without limitation, the following.
(I) the successors in interest to a corporation resulting from merger or
consolidation or the distnbution of the assets of the corporation upon partial or complete
liquidation,
(u) the partnership successors in Interest to a general or limited
partnership which dissolves but does not terminate,
OW the successors in interest to a general or limited partnership resulting
from the distribution of the assets of the general or limited partnership upon partial or
complete IigmdaLOn,
(iv) the successors in interest to a joint venture resulting from the
distnbution of the assets of the jomt venture upon partial or complete liquidation;
(v) the successor or substitute trustee(s) of a trustee named in a written
trust instrument; or
(vi) the successors in interest to a trustee or trust resulting from the
dlstnbution of all or part of the assets of the bust to the beneficiaries thereof
(b) 'insured claimant', an insured claiming loss or damage
(c) "knowledge' or 'known'• actual knowledge, not constructive knowledge or
notice that may be imputed to an insured by reason of the public records as defined In
this policy or any other records which impart constructive notice of matters affecting the
land
(d) 'land'. the land descnbed or referred to in Schedule A, and improvements
affixed thereto that by law constitute real property The term 'land' does not Include any
property beyond the lines of the area descnbed or referred to In Schedule A, nor any
right, title, interest, estate or easement in abutting streets, roads, avenues, alleys, lanes,
ways or waterways, but nothing herein shall modify or limit the extent to which a right of
access to and from the land is insured by this policy
(e) 'mortgage': mortgage, deed of trust, trust deed, or other security instrument.
(1) 'public records'. records established under stale statutes at Date of Policy
for the purpose of imparting constructive notice of matters relating to real property to
purchasers for value and without knowledge, With respect to Section 1(31(111) of the
Exclusions From Coverage, °public records' also shall include environmental protection
Sens filed In the records of the clerk of the United States distnct court for the district m
which the land Is located.
(g) 'access': legal nght of access to the land and not the physical condition of
access. The coverage provided as to access does not assure the adequacy of access
for the use intended
2. CONTINUATION OF INSURANCE AFTER CONVEYANCE OF TITLE.
The coverage of this policy shall continue in force as of Date of Policy In favor of
an insured only so long as the Insured retains an estate or interest in the land, or holds
an Indebtedness secured by a purchase money mortgage given by a purchaser from the
Insured, or only 5o long as the Insured shall have liability by reason of covenants of
warranty made by the Insured in any transfer or conveyance of the estate or Interest
This policy shall not continue In force in favor of any purchaser from the insured of either
(1) an estate or interest in the land, or (II) an indebtedness secured by a purchase money
mortgage given to the insured
3. NOTICE OF CLAIM TO BE GIVEN BY INSURED CLAIMANT.
The Insured shall notify the Company promptly In wnting (I) in case of any Iibgation
as set forth in Section 4(a) below, or gQ In case knowledge shall come to an Insured
hereunder of any claim of title or interest that Is adverse to the title to the estate or
Interest, as Insured, and that might cause loss or damage for which the Company may
be Sable by virtue of this policy If prompt notice Shall not be given 10 the Company,
then as to the insured all liability of the Company shall terminate with regard to the
matter or matters for which prompt notice is required, provided, however, that failure to
notify the Company shall in no case prejudice the nghts of any insured under this policy
unless the Company shall be prejudiced by the failure and then only to the extent of the
prejudice.
When, atter the date of the policy, the Insured notifies the Company as required
herein of a lien, encumbrance, adverse daim or other defect in title to the estate or
interest In the land insured by this policy that is not excluded or excepted from the
coverage of this policy, the Company shall promptly investigate the charge to determine
whether the lien, encumbrance, adverse claim or defect is valid and not barred by law or
statute. The Company shall notify the insured in writing, within a reasonable time, of its
determination as to the validity or invalidity of the insured's daim or charge under the
policy If the Company concludes that the lien, encumbrance, adverse claim or defect is
not covered by this policy, or was otherwise addressed In the closing of Inc transacbon
in connection with which this policy was Issued, the Company shall specifically advise
the insured of the reasons for Its determination If the Company concludes that the lien,
encumbrance. adverse claim or defect Is valid, the Company shall take one of the
following actions (1) Institute the necessary proceedings to clear the hen, encumbrance,
adverse claim or defect from the title to the estate as insured, (o) indemnify the insured
as provided in this policy, (is) upon payment of appropnate premium and charges
therefor, Issue to the Insured claimant or to a subsequent owner, mortgagee or holder of
the estate or interest In the land Insured by this policy, a policy of title insurance without
exception for the lien, encumbrance, adverse claim or defect, said policy to be In an
amount equal to the current value of the property or, If a mortgagee policy, the amount
of the ban; (Iv) Indemnify another title Insurance company In connection with Its
Issuance of a poiicy(ies) of Idle insurance without exception for the lien, encumbrance,
adverse claim or defect; (v) secure a release or other document discharging the lien,
encumbrance, adverse claim or defect; or (vu undertake a combination of (1) through (v)
herein
CONDITIONS AND STIPULATIONS
4. DEFENSE AND PROSECUTION OF ACTIONS: DUTY OF INSURED CLAIMANT
TO COOPERATE
(a) Upon written request by the insured and subject to the options contained in
Section 6 of these Conditions and Stipulations, the Company, at As own cost and
without unreasonable delay, shall provide for the defense of an Insured in litigation In
which any third party asserts a clam adverse to the title or interest as insured, but only
as to those stated causes of action alleging a detect, hen or encumbrance or other
matter insured against by this policy The Company shall have Inc right to select
counsel of its choice (subject to the right of the Insured to object for reasonable cause)
to represent the insured as to those stated causes of action and shall not be liable for
and will not pay the fees of any other counsel The company will not pay any fees, costs
or expenses incurred by the Insured in the defense of those causes of action that allege
matters not Insured against by this policy.
(b) The Company shall have the right, at its own cost, to Institute and prosecute
any action or proceeding or to do any other act that in its opinion may be necessary or
desirable to establish the title to the estate or interest, as insured, or to prevent or
reduce loss or damage to insured. The Company may take any appropnate action
under the terms of this policy, whether or not 11 shall be liable hereunder, and shall not
thereby concede liability or waive any provision of this policy If the Company shall
exercise its rights under this paragraph, It shall do diligently
(c) Whenever the Company shall have brought an action or interposed a
defense as required or permitted by the provisions of this policy, the Company may
pursue any litigation to final determination by a court of competent jurisdiction and
expressly reserves the right, In As sole discretion, to appeal from any adverse judgment
or order.
(d) In all cases where this policy permits or requires the Company to prosecute
or provide for the defense of any action or proceeding, the insured shall secure to the
Company the right to so prosecute or provide defense in the action or proceeding, and
all appeals herein, and permit the Company to use, at its option, the name of the Insured
for this purpose Whenever requested by the Company, the insured, at the Companys
expense, shall give the company all reasonable aid (1) In any action or proceeding,
securing evidence, obtaining witnesses, prosecuting or defending the action or
proceeding, or effecting settlement, and (11) in any other lawful act that in the opinion of
the Company may be necessary or desirable to establish the title to the estate or
interest as insured If the Company Is prejudiced by the failure of the Insured to furnish
the required cooperation, the Companys obligations to the insured under the policy
shall terminate, including any liability or obligation to defend, prosecute, or continue any
litigation, with regard to the matter or matters requiring such cooperation
5. PROOF OF LOSS OR DAMAGE.
In addition to and after the notices required under Section 3 of these Conditions
and Stipulations have been provided the Company, a proof of loss or damage signed
and sworn to by the insured claimant shall be furnished to the Company within 91 days
after the insured shall ascertain the facts giving rise to the loss or damage The proof of
loss or damage shall descnbe the defect in, or lien or encumbrance on the title, ar other
matter insured against by this policy that constitutes the basis of loss or damage and
shall state, to the extent possible, the basis of calculating the amount of the loss or
damage If the Company Is prejudiced by the failure of the insured claimant to provide
the required proof of loss or damage, the Companys obligations to the insured under
the policy shall terminate, including any liability or obligation to defend, prosecute, or
continue any litigation, with regard to the matter or matters requiring such proof of loss
or damage.
In addition, the insured claimant may reasonably be required to submit to
examination under oath by any authorized representative of the Company and shall
produce for examination, inspection and copying, at such reasonable times and places
as may be designated by any authorized representative of the Company, all records,
books, ledgers, checks, correspondence and memoranda, whether bearing a date
before or after Date of Policy, which reasonably pertain to the loss or damage, Further, if
requested by any authorized representative of the Company, the insured claimant shall
grant its permission, in wnting, for any authonzed representative of the Company to
examine, inspect and copy all records, books, ledgers, checks, correspondence and
memoranda in the custody or control of a third party, which reasonably pertain to the
loss or damage All Information designated as confidential by the insured claimant
provided to the Company pursuant to this Section shall not be disclosed to others
unless, in the reasonable judgment of the Company, it is necessary in Inc administration
of the daim Failure of the insured claimant to submit for examination under oath,
produce other reasonably requested information or grant permission to secure
reasonably necessary information from Third parties as required In this paragraph shall
terminate any liability of the Company under this policy as to that claim
6. OPTIONS TO PAY OR OTHERWISE SETTLE CLAIMS; TERMINATION OF
LIABILITY.
In case of a daim under this policy, the Company shall have the following
additional options
(a) To Pay or Tender Payment of the Amount of Insurance
To pay or tender payment of the amount of Insurance under this policy.
together with any costs, attorneys' fees and expenses Incurred by the insured claimant,
which were authorized by the Company, up to the time of payment or tender of payment
and which the Company is obligated to pay.
Upon the exercise by the Company of this option, all liability and obligations
to the insured under this policy, other than to make the payment required, shall
terminate, including any liability or obligation to defend, prosecute, or continue any
Iltigallon, and the policy shall be surrendered to the Company for cancellation.
continued on next page of cover sheet
1
1
0249178 L 491 $ * ** *300,000.00
CASE NUMBER
2001 RR 219178 -Y (199) /CU
*337.20 0500 $* *2,248.00 1000
LAWYERS TITLE INSURANCE CORPORATION
OWNER POLICY OF
TITLE INSURANCE
DATE OF AMOUNT OF POLICY NUMBER ' ,
POLICY INSURANCE
6/ 7/2001 $ * ** *300,000.00 0219178
SCHEDULE A
1. Name of Insured:
CITY OF ROUND ROCK, A TEXAS HOME RULE CITY
2. The estate or interest in the land that is covered by this policy is:
FEE SIMPLE
3. Title to the estate or interest in the land is insured as vested in:
CITY OF ROUND ROCK, A TEXAS HOME RULE CITY
4. The land referred to in this policy is described as follows:
30.34 ACRES MORE OR LESS OUT OF THE P.A. HOLDER SURVEY ABSTRACT NO.
2 I LLI S ONAC O UD Y TEX.S, AND BEING MORE PARTICULARLY DESCRIBED IN
AUSTIN TITLE COMPANY
Countersigned By:
Authorizes Lountersignature
Texas Owner's Policy T -1 (Rev. 1 -1 -93) Valid Only If Schedule B
Schedule A And Cover Page Are Attache
ass
61190 • 9ortl a of • 43.00 acre tract of land situated In
1/1111a.•o• Couat9, Tessa', mad part•.tf the Prier A. Holder League
Survsf pateatad N the heir. .1' Prior A. N.ldar by Patent' NS.
211. Volume 4, Certlticata 4169 andialoe being out of tad a part
o f Ma 200.00 acre tract by Share Na. 4 la the p.rtltlea sad
division of Nelson Merrell Lance 1nItau.e No. !690, •triad
o lie■ Merrell et AI. so. John Merrell" in the District Court
of 0111la.so. COpnt9, Tense, said tract having bean :1.00.7.4 to
La goy Ne100. by John Morrell sad vile, Irene Merrell. on the
14th day of November. 0936, mod main Dead being en 7124 .Ad of
record in 00,0 295, Page 36, at sm. of the Degd ReCOrda of
Viliimoson County. Texas, rafsrance. to which is now made and
conveyed to the Luther.. Welfare Society. by Deed recorded la
Volvo. 2fs, rage 549, or the Deed Records et Willi.mso. County.
Tales. and Secluding 1.03 acre. of land out of the NE 00rner of
• 0.00 ears trent daserlbed la the Deed of the City of Round
Rock. Taxes, of record 1. 294, 740e 37e. Deed Record. of
01111e.sea County, Taxes, and out of a tract of 0.873 auras
described In • Dead fro. Le Roy Nelo•O to the City of Round
Rock. Texas, pot recorded in Dead Records of, Wlllla.aon Gnat',
Texas, and being a tract of load conveyed b); 0halC1t7 of Rsuad
Rock. Texas, no the Lutheran Welfare Socl•ty, of 7.... recorded
in Volume 472, Page 677, af'tbc Deed Records of Williamson
County, Texas, mad including ■ 0.064 acre tnet or land convoyed
to the Lutheran Welfare Society of Texas, OT Deed of Saehaage,
Volume ,09, Page 623. V1111aoson County, , uld treat of
lead being more particularly described by mcpas and bounds as
follows .
BEGINNING in the Eaat line of a 200.00 acre trs0t, on the Se0ch
.ids of old Highest' No. 2 •t en iron pin tound, weld pia being
the Northvast corer hereof.
THENCE N 61 deg. 21' 0• E for a distance of 630.46 fast to am
l ros pin set;
7112006 L 62 deg. 55' 16• E for ■ d)stanca of 401.60 feet to an
Iron pin found and being the Northeast corner hereof;
THENCE S 01 deg. 15. 01• E for a dlaNace of 1007.05 feet to •
Pia found mad being the Southeast corner hereof;
THENCE 5 as deg. 53. 44• w for a distance or 395.25 ttat so •
000,4 foralng the Northeast corner of • 3.9 tort 'root:
THENCE N 69 des. 46' SS. V for • distance .7.542.07 feat LO 6
fence corner being the Northwest Corer of a 0.041 *ere treat of
land exc)u.g.d nod regarded fa Dead of Exchange, 7o1Vms 509.
Page 623, of Williamson County. Tasa.i
THENCE S 00 deg. 10' 20• V for • dl f •140.47 feat to a
tepee corner for as ell co rner hereof;
THENCE N 69 dad. 22' 10• u for • distance of 6.92 feat for e
fence corner for an ell corner hereof!
THENCE S 3 deg. 35' 36. E fora distance of 40.41 feat to e
fence corner for an ell 1
THENCE 5 56 dee. 22. 14• V for • distance or 64.66 foot to a
toneo corner, being the Northwest Corp., of a 0.30 ear* tract;
210190E 5 3 deg. 47' 30• E for • Cates.* of 01.42 fast to 6
Point holed the mast Sootheost corner harm:
THENCE 6 76 deg. 12' 20• u rev • distance of 260.00 Peet .long
tn. NOrth Ilea tf a 00-Mot 1116. Road end Sublt0 Ut.ilitp
Lasee0t to • Point being the Southwest temp! harlot;
THENCE N 0 deg.. 0. 7• V ter m diet•,aa or 12..1.10 feet t• the
PLACE OF 000)MMING and to.saining 30.34 acres of 1..I gore or
loss.
O
r toy: 2352rog 323
l
Alw9aw00. Nelea pl .4
ga'b •soh it rkladq 1, wide.
0-.
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S 3
CASE NUMBER
LAWYERS TITLE INSURANCE CORPORATION
OWNER POLICY OF
TITLE INSURANCE
DATE OF
POLICY
POLICY NUMBER
2001 RR 219178 -Y (199) /CU 6/ 7/2001 0219178
SCHEDULE B
This policy does not insure against loss or damage (and the Company will
not pay costs, attorney's fees or expenses) that arise by reason of the terms
and conditions of the leases or easements insured, if any, shown in Schedule A
and the following matters:
1. The following restrictive covenants of record itemized below (the Company
must either insert specific recording data or delete this exception):
ITEM 1 OF SCHEDULE B IS HEREBY DELETED IN ITS ENTIRETY.
2. Any discrepancies, conflicts, or shortages in area or boundary lines, or
any encroachments or protrusions, or any overlapping of improvements. Item
2 is modified to read in its entirety, Shortages in area.
3. Homestead or community property or survivorship rights, if any, of any
spouse of any insured.
4. Any titles or rights asserted by anyone, including but not limited to,
persona the public, corporations, government r o entities,
a. to tidelands, or lands comprising the shores or beds of navigable or
perennial rivers and streams lakes, bays, gulfs or oceans, or
b. to lands be and the line of the harbor or bulkhead lines as established
or changed by any government, or
c. to filled -in lands, or artificial islands, or
d. to statutory water rights, including riparian rights, or
e. to the area extending from the line of mean low tide to the line of
vegetation, or the right of access to that area or easement along and
across that area.
5. Standby fees, taxes and assessments by any taxing authority for the year
2001 , and subsequent years; and subsequent taxes and assessments by any
taxing authority for prior years due to change in land usage or ownership,
but not those taxes or assessments for prior years because of an exemption
granted to a previous owner of the property under Section 11.13, TEXAS TAX
CODE, or because of improvements not assessed for a previous tax year.
6. The following matters and all terms of the documents creating or offering
evidence of the matters (We must insert matters or delete this exception.):
RIGHTS OF TENANTS IN POSSESSION AS TENANTS ONLY UNDER ANY AND ALL
UNRECORDED LEASE AND /OR RENTAL AGREEMENTS.
7. THIS PROPERTY IS LOCATED WITHIN BRUSHY CREEK WATER CONTROL AND IMPROVEMENT
DISTRICT NO. 1 AND IS SUBJECT TO ALL RIGHTS UNDER THE LAW ACCORDED TO SUCH
A DISTRICT.
S NELSON E MEER RR RELL, RECORDED VOLUMER22'6, LONE DEED POWER CO. BY
COUNTY, AND DS STEMS, TO FOR
GETHERWITH RECITED
9. AN EASEMENT DATED FEBRUARY 10, 1939, GRANTED TO THE CITY OF ROUND ROCK BY .
( CONT. ON SCH. B, PAGE 2 )
Texas Owner's Policy T -1 (Rev. 1 -1 -93) Valid Only If Schedule A '
Schedule S And Cover Page Are Attached
LAWYERS TITLE INSURANCE CORPORATION
OWNER POLICY OF
TITLE INSURANCE
CASE NUMBER DATE OF POLICY NUMBER
POLICY
2001 RR 219178 -Y (199) /CU 6/ 7/2001 0219178
SCHEDULE B
LEROY NELSON RECORDED IN VOLUME 294 PAGE 380 DEED RECORDS WILLIAMSON
COUNTY Y T EXAHTS (EAIEMENTHFORINANITARY SEWER LINE AND SYSTEMS, TOGETHER
10. AN EASEMENT DATED MARCH 29, 1972, GRANTED TO THE CITY OF ROUND ROCK BY
LUTHERAN SOCIAL SERVICE OF TEXAS RECORDED IN VOLUME WATER
547 PAGE 495 DEED
LINES, 1OG TOGETHER WITH RI GHTS RECITED THEREIN)
SANITARY SEWER OR
11. AN EASEMENT DATED MAY 24 1997, GRANTED TO THE CITY OF ROUND ROCK TEXAS
BY LUTHERAN SOCIAL SERVICES OF TEXAS INC. A TEXAS NON- PROFIT CORPORATION,
( EASEMEN T FOR O SANITARY , SEWER L I NE S, TOGETHE CITE
THEREIN)
12. AN EASEMENT DATED SEPTEMBER 3 1982, GRANTED TO THE CITY OF ROUND ROCK
PAGE 439, LUTHERAN
DE D RECORDS, SERVICE FOR PUBLIC
UTILITIE, TOGETHER WITH ALL RIGHTS RECITED THEREIN)
13. AN EASEMENT DATED FEBRUARY 27 1985 GRANTED TO NASH PHILLIPS COPUS INC.
BY BILL V. NATIONS, RECORDED fN VOLUME 1162 PAGE 372 OFFICIAL REC
WI A AM M L N TEXA ( EA S ) MENT FOR SANITARY SEWER LINES, TOGETHER
14. AN EASEMENT DATED MARCH 22 1985 GRANTED TO THE CITY OF ROUND ROCK TEXAS
BY BILL NATIONS TRUSTEE RECORDED IN VOLUME 1162 PAGE 377 OFFICIAL
TOG WITHAL R FOR PUBLIC { 1 T ILITIES,
15. AN EASEMENT DATED DECEMBER 18 1986 GRANTED TO BRUSHY CREEK WATER CONTROL
AND IMPROVEMENT DISTRICT BY BELL NATIONS TRUSTEE RECORDED IN VOLUME 1619,
WAS
PAGE TOG WITH RECITED THEREIN ENIENT FOR
16. AN EASEMENT DATED DECEMBER 18 1986 GRANTED TO BRUSHY CREEK WATER CONTROL
AND IMPROVEMENT DISTRICT BY B NATIONS TRUSTEE RECORDED IN VOLUME 1619,
WASTEWATE , TOGETHER WITH ALL RECITED TEXAS. FOR
17. H LM EASEMENT RECORDED AS DOCUMENT #9623105, THE WILLIAMSON BY
COUNTY, TEXAS. (EASEMENT FOR DRAINAGE, TOGETHER WITH ALL RIGHTS RECITED
18. TERMS, CONDITIONS AND STIPULATIONS OF THAT WATER AND WASTEWATER
( CONT. ON SCH. B, PAGE 3 )
Texas Owner's Policy T -1 (Rev. 1 -1 -93) Valid Only I£ Schedule A
Schedule B And Cover Page Are Attached
CASE NUMBER
LAWYERS TITLE INSURANCE CORPORATION
OWNER POLICY OF
TITLE INSURANCE
2001 RR 219178 -Y (199) /CU
SCHEDULE B
DATE OF
POLICY
6/ 7/2001
A ON, TO THEALOWERECOLORADOI RIVER7AUTHORITY, BY INC.,
D #9740340, OFFICIAL RECORDS, WILLIAMSON COUNTY, TEXAS.
19. TERMS CONDITIONS AND STIPULATIONS OF THAT CERTAIN AGREEMENT PERTAINING TO
A DRAINAGE CHANNEL EXECUTED BY HF2M, INC. RECORDED AS DOCUMENT #9874638,
OFFICIAL RECORDS, WILLIAMSON COUNTY, TEXAS.
20. TERMS, CONDITIONS AND STIPULATIONS OF THAT CERTAIN WASTEWATER EASEMENT AND
RIGHT -OF -WAY DATED MARCH 12 1999 EXECUTED BY HF2M, INC. A TEXAS
# 9916894Z0OF' FICIALERECORDSC6WIILLLLIIAMSONECODUNTY, TE XAS. O RDED AS DOCUMENT
21. NO NTO LIABILITY OUTSIDE OF ASSUMED BOUNDARRYOLINES ENCROACHMENT T LOT, AS PROTRUSION SHOWN ON SURVEY FENCES
SURVEY BY
HERMAN CRICHTON, DATED MAY 15, 2001.
Texas Owner's Policy T -1 (Rev. 1 -1 -93) Valid Only If Schedule A
Schedule B And Cover Page Are Attached
POLICY NUMBER
0219178
(b) To Pay or Otherwise Settle With Parties Other than the Insured or With the
Insured Claimant.
(i) to pay or otherwise settle with other parties for or in the name of an
insured claimant any daim insured against under this policy, together with any costs,
attorneys' tees and expenses Incurred by the insured claimant, which were authonzed
by the Company up to the time of payment and which the Company Is obligated to pay;
or
(u) to pay or otherwise settle with the Insured claimant the loss or damage
provided for under this policy, together with any costs, attorneys' fees and expenses
incurred by the insured claimant, which were authorized by the Company up to the time
of payment and which the Company Is obligated to pay
Upon the exercise by the Company of either of the options provided for in
paragraphs (b)(0 or 00, the Companys obligations to the insured under this policy for
the claimed loss or damage, other Than the payments required to be made, shall
terminate, Including any liability or obligation to defend, prosecute or continue any
litigation,
7. DETERMINATION, EXTENT OF LIABILITY AND COINSURANCE.
This policy Is a contract of indemnity against actual monetary loss or damage
sustained or Incurred by the Insured claimant who has suffered loss or damage by
reason of matters insured against by this policy and only to the extent herein described
(a) The liability of the Company under this policy shall not exceed the least of
(q the Amount of Insurance stated In Schedule A;
(n) the difference between the value of the insured estate or Interest as
Insured and the value of the insured estate or Interest sub)ect to the defect, lien or
encumbrance Insured against by this policy at the date the insured claimant Is required
to furnish to Company a proof of loss or damage In accordance with Section 5 of these
Conditions and Stipulations
(b) In the event the Amount of Insurance stated in Schedule A at the Date of
Policy is less than 80 percent of the value of the insured estate or Interest or the lull
consideration paid for the land, whichever Is less, or If subsequent to the Date of Policy
an Improvement is erected on the land which Increases the value of the insured estate
or Interest by at least 20 percent over the Amount of Insurance stated In Schedule A,
then this Policy is subject to the following
(i) where no subsequent Improvement has been made, as to any partial
loss, the Company shall only pay the loss pro rata in the proportion that the amount of
insurance at Date of Policy bears to the total value of the insured estate or interest at
Date of Policy, or
(11) where a subsequent Improvement has been made, as to any partial
loss, the Company shall Only pay the loss pro rata In the proportion that 120 percent of
the Amount of Insurance stated in Schedule A bears to the sum of the Amount of
Insurance stated in Schedule A and the amount expended for the Improvement
The provisions of 'this paragraph shall not apply to costs, attorneys' fees and
expenses for which the Company is liable under this policy, and shall only apply to that
portion of any loss which exceeds, in the aggregate, 10 percent of the Amount of
Insurance stated in Schedule A
(c) The Company will pay only those costs, attorneys' lees and expenses
Incurred in accordance with Section 4 of these Conditions and Stipulations
8. APPORTIONMENT.
If the land described In Schedule A consists of two or more parcels That are not
being used as a single site, and a loss Is established affecting one or more of the
parcels but not all, the loss shall be computed and settled on a pro rata basis as if the
amount of insurance under this policy was divided pro rata as to the value on Date of
Policy of each separate parcel to the whole, exclusive of any Improvements made
subsequent to Date of Policy, unless a liability or value has otherwise been agreed upon
as to each parcel by the Company and the insured at the time of the Issuance of this
policy and shown by an express statement or by an endorsement attached to this policy
9. LIMITATION OF LIABILITY.
(a) If the Company establishes the title, or removes the alleged defect, lien or
encumbrance, or cures the lack of a nght of access to or from the land, all as Insured, or
takes action in accordance with Section 3 or Section 6, in a reasonably diligent manner
by any method, including litigation and the completion of any appeals therefrom, it shall
have fully performed Its obligations with respect to that matter and shall not be liable for
any loss or damage caused thereby
(b) In the event of any litigation, including litigation by the Company or with the
Companys consent, the Company shall have no liability for loss or damage until there
has been a final determination by a court of competent Jurisdiction, and disposition of all
appeals therefrom, adverse to the title as insured
(c) The Company shall not be liable for loss or damage to any Insured for
liability voluntarily assumed by the insured in settling any claim or suit without the prior
written consent of the Company
10. REDUCTION OF INSURANCE: REDUCTION OR TERMINATION OF LIABILITY.
All payments under this policy. except payments made for costs, attorneys' fees
and expenses, shall reduce the amount 011he Insurance pro Canto
11. LIABILITY NONCUMULATIVE.
It is expressly understood that the amount of insurance under this policy shall be
reduced by any amount the Company may pay under any policy insunng a mortgage to
which exception is taken in Schedule B or to which the insured has agreed, assumed, or
taken subject, or which Is hereafter executed by an Insured and which is a charge or lien
on the estate or interest descnbed or referred to In Schedule A, and the amount so paid
shall be deemed a payment under this policy to the Insured owner
B 1178.22
CONDITIONS AND STIPULATIONS — CONTINUED
12. PAYMENT OF LOSS.
(a) No payment shall be made without producing this policy for endorsement of
the payment unless the policy has been lost or destroyed, in which case proof of loss or
destruction shall be furnished to the satisfaction of the Company
(b) When liability and the extent Of loss or damage has been definitely fixed in
accordance with these Conditions and Stipulations, the loss or damage shall be payable
within 30 days thereafter.
13. SUBROGATION UPON PAYMENT OR SETTLEMENT.
(a) The Companys Right of Subrogation
Whenever the Company shall have settled and paid a claim under this policy, all
right 01 subrogation shall vest in the Company unaffected by any act of the Insured
claimant
The Company shall be subrogated to and be entitled to all nghts and remedies
That the insured claimant would have had against any person or property in respect to
the claim had this policy not been issued. If requested by the Company, the insured
claimant shall transfer to the Company all nghts and remedies against any person or
property necessary in order to perfect this right of subrogation. The insured claimant
shall permit the Company to sue, compromise or settle in the name of the insured
claimant and to use the name of the insured claimant in any transaction or litigation
involving these nghts or remedies
If a payment on account of a claim does not fully cover the loss Of the Ensured
claimant, the Company shall be subrogated to these rights and remedies in the
proportion that the Companys payment bears to the whole amount of the loss
It loss should result from any act of the insured claimant, as stated above, that act
shall not void this policy, but the Company, in that event, shall be required to pay only
that part of any losses insured against by this policy that shall exceed the amount, rf
any, lost to the Company by reason of the Impairment by the insured claimant of the
Company's right of subrogation.
(b) The Companys Rights Against Non - Insured Obligors
The Companys right Of subrogation against non- insured obligors shall exist and
shall include, without limitation, the nghts of the insured to indemnities, guaranties, other
policies of insurance or bonds, notwithstanding any terms or conditions contained in
those instruments that provide for subrogation rights by reason of this policy.
14. ARBITRATION.
Unless prohibited by applicable law or unless this arbitration section is deleted by
specific provision in Schedule B of this policy, either the company or the Insured may
demand arbitration pursuant to the Title Insurance Arbitration Rules or the American
Arbitration Association Arbitrable matters may include, but are not limited to, any
controversy or claim between the Company and the Insured arising out of or relating to
this policy, any service of the Company in connection with its issuance or the breach of
a policy provision or other obligation All arbitrable matters when the Amount of
Insurance is 51,000,000 or less SHALL BE arbitrated at the request of either the
Company or the Insured, unless the insured is an indwidual person (as distinguished
from a corporation, trust, partnership, association or other legal entity) All arbitrable
matters when the Amount of Insurance is in excess of 51,000,000 shall be arbitrated
only when agreed to by both the Company and the Insured. Arbitration pursuant to this
policy and under the Rules in effect on the date the demand for arbitration is made or, at
the option of the insured, the Rules in effect at Date of Policy shall be binding upon the
parties. The award may include attorneys' lees only 11 the laws of the state in which the
land is located permit a court to award attorneys' fees to a prevailing party Judgment
upon the award rendered by the Arbitrator(s) may be entered in any court having
)unsdiction thereof,
The law of the silus of the land shall apply to an arbitration under the Title
Insurance Arbitration Rules
A copy of the Rules maybe obtained from the Company upon request.
15. LIABILITY LIMITED TO THIS POLICY: POLICY ENTIRE CONTRACT.
(a) This policy together with all endorsements, d any, attached hereto by the
Company is the entire policy and contract between the insured and the Company. In
interpreting any provision of this policy, this policy shall be construed as a whole
(b) Any claim of loss or damage, whether or not based on negligence, and
which arises out of the status of the title to the estate or interest covered hereby or by
any action asserting such claim, shall be restricted to this policy
(c) No amendment of or endorsement to this policy can be made except by a
writing endorsed hereon or attached hereto signed by either the President, a Vice
President, the Secretary, an Assistant Secretary, or validating officer or authonzed
signatory of the Company
16. SEVERABILITY.
In the event any provision of the policy is held invalid or unenforceable under
applicable law, the policy shall be deemed not to include that provision, and all other
provisions shall remain in full force and effect
17. NOTICES, WHERE SENT.
All notices required to be given the Company and any statement in wnting
required to be furnished the Company shall Include the number of this policy and shall
be addressed to Consumer Affairs Department, P O Box 27567, Richmond, Virginia
23261.7567
COMPLAINT NOTICE.
Should any dispute arise about your premium or about a claim that you have
filed, contact the agent or write to the Company that Issued the policy. If the
problem is not resolved, you also may write the Texas Department of Insurance,
P.O. Box 149091, Austin, TX 78714 -9091, Fax No. (512) 475 -1771. This notice of
complaint procedure is for information only and does not become a part or
condition of this policy.
CONTROL NUMBER B11-0015198.
Iyers]jtIe
Insurance Crporation
A LWUAMEEIU COMP
TEXAS OWNER
POLICY OF
TITLE INSURANCE
ISSUED By
IsuyersTdejnsurance @rporanon
HOME OFFICE:
101 Gateway Centre Parkway, Gateway One
Richmond, Virginia 23235-5153
A WORD OF THANKS .....
As we make your policy a part of our permanent
records, we want to express our appreciation of
this evidence of your faith in Lawyers Title
Insurance Corporation.
There is no recurring premium.
This policy provides valuable title protection and
we suggest you keep it in a safe place where it
will be readily available for future reference.
If you have any questions about the protection
provided by this policy, contact the office that
issued your policy or you may write to:
Consumer Affairs Department
auoyers itle
Insurance (orp, oration
7557 Rambler Road, Suite 1200
Dallas, Texas 75231
TOLL FREE NUMBER: 1- 800 -442 -7067