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R-01-06-14-16E6 - 6/14/2001State of Texas County of Williamson REAL ESTATE CONTRACT THIS CONTRACT OF SALE ( "Contract ") is made by and between Wal -Mart Real Estate Business Trust, a Delaware business trust (referred to in this Contract as "Seller ") and the CITY OF ROUND ROCK, a Texas Home Rule City of 221 E. Main St. Round Rock, Williamson County, Texas (referred to in this Contract as "Purchaser "), upon the terms and conditions set forth in this Contract. ARTICLE I PURCHASE AND SALE By this Contract, Seller sells and agrees to convey, and Purchaser purchases and agrees to pay for, that certain parcel of land containing approximately 0.024 acres of land (1,045 square feet) situated in Williamson County, Texas, being more particularly described as follows: Parcel # 107: 0.024 acre tract, (1,045 square feet) as more particularly described in Exhibit A, attached hereto and incorporated herein; together with all and singular the rights and appurtenances pertaining to the property, including any right, title and interest of Seller in and to adjacent streets, alleys or rights -of -way (all of such real property, rights, and appurtenances being referred to in this Contract as the "Property "), together with any improvements, fixtures, and personal property situated on and attached to the Property, for the consideration and upon and subject to the terms, provisions, and conditions set forth below. ARTICLE II PURCHASE PRICE Amount of Purchase Price 2.01. The purchase price for the Property shall be the sum of Five Thousand,.Nine Hundred Twenty -five and No /100 Dollars ($5,925.00.) 11 I OMA\WORLDOx \O \N , D / %c\ \ MA C9RR\TAIWSPAT\ 511455\\\ WALART \CONTRACf \000012A.WPD /o1v ^ Payment of Purchase Price 2.02. The Purchase Price shall be paid in cash at the closing. ARTICLE III PURCHASER'S AND SELLER'S OBLIGATIONS Conditions to Purchaser's Obligations 3.01. The obligations of Purchaser hereunder to consummate the transaction contemplated hereby are subject to the consent of Seller's lender to release the Property from its lien and financing statement. Conditions to Seller's Obligations 3.02. The obligations of Seller hereunder to consummate the transaction contemplated hereby are subject to the consent of Seller's lender to release the Property from its lien and financing statement. Preliminary Title Commitment 3.03. Within twenty (20) days after the date hereof, Purchaser, at Purchaser's sole cost and expense, shall have caused First American Title Company (the "Title Company ") of 2120 N. Mays, Suite 450, Round Rock, Texas 78664, to issue an updated preliminary title report (the "Title Commitment "). Purchaser shall give Seller written notice on or before the expiration of three (3) days after Purchaser receives the updated Title Commitment that the condition of title as set forth in the title binder is or is not satisfactory, and in the event Purchaser states that the condition is not satisfactory, Seller may, but shall not be obligated, to eliminate or modify all unacceptable matters to the reasonable satisfaction of Purchaser. In the event Seller is unable, or unwilling to do so within ten (10) days after receipt of written notice, this Contract shall thereupon be null and void for all purposes and the Escrow Deposit shall be forthwith returned by the Title Company to Purchaser. Purchaser's failure to give Seller this written notice shall be deemed to be Purchaser's acceptance of the Title Commitment. ARTICLE IV CLOSING The closing shall be held at the Title Company on or before June 15, 2001, or at such time, date, and place as Seller and Purchaser may agree upon (which date is herein referred to as the "closing date "), but in no event shall such date be later than August 30, 2001. 2 Seller's Obligations 4.01. At the closing Seller shall: (a) Deliver to Purchaser a duly executed and acknowledged Special Warranty Deed conveying good and indefeasible title in fee simple to all of the Property, free and clear of any and all liens, encumbrances, conditions, easements, assessments, and restrictions, except for the following: General real estate taxes for the year of closing and subsequent years not yet due and payable; Any exceptions approved by Purchaser pursuant to Article III hereof; and Any exceptions approved by Purchaser in writing. (b) Deliver to Purchaser a Texas Owner's Title Policy at Purchaser's sole expense, issued by the Title Company, in Purchaser's favor in the full amount of the purchase price, insuring Purchaser's fee simple title to the Property subject only to those title exceptions listed above, such other exceptions as may be approved in writing by Purchaser, and the standard printed exceptions contained in the usual form of Texas Owner's Title Policy. (c) The aforesaid Special Warranty Deed will include provisions that (1) it is being delivered in lieu of condemnation and (2) Seller has made no representations or warranties concerning the Property and that Purchaser is purchasing the Property AS IS. (d) As provided in paragraph 9.01 below, Seller is delivering to Purchaser possession of the Property as of the date of this Contract. Purchaser's Obligations 4.02 At the Closing, Purchaser shall pay the cash portion of the purchase price. Prorations 4.03 General real estate taxes for the then current year relating to the Property, shall be prorated as of the closing date and shall be adjusted in cash at the closing. If the closing shall occur before the tax rate is fixed for the then current year, the apportionment 3 of taxes shall be upon the basis of the tax rate for the next preceding year applied to the latest assessed valuation. All special taxes or assessments to the closing date relating to the Property and then due and payable, shall be paid by Seller. Purchaser will bear the burden of paying any rollback taxes, if any, resulting from a change of use of the Property. Closing Costs 4.04 All costs and expenses of closing in consummating the sale and purchase of the Property shall be borne and paid as follows: Owner's Title Policy paid by Purchaser; Filing fees for deed paid by Purchaser; Filing fees for release(s) paid by Purchaser; Title curative matters, if any, paid by Purchaser; Attorney's fees paid by each respectively. ARTICLE V REAL ESTATE COMMISSIONS Seller will be solely responsible for all real estate brokerage commissions due to any brokers representing the Seller. ARTICLE VI ESCROW DEPOSIT For the purpose of securing the performance of Purchaser under the terms and provisions of this Contract, Purchaser has delivered to the Title Company, the sum of Five Hundred Dollars ($500.00), the Escrow Deposit, which shall be paid by the Title Company to Seller in the event Purchaser breaches this Contract as provided in Article VIII hereof. At the closing, the Escrow Deposit shall be paid over to Seller and applied to the cash portion of the purchase price, provided, however, that in the event the Purchaser shall have given written notice to the Title Company that one or more of the conditions to its obligations set forth in Article III have not been met, or, in the opinion of Purchaser, cannot be satisfied, in the manner and as provided for in Article III, then the Escrow Deposit shall be forthwith returned by the Title Company to Purchaser. ARTICLE VII BREACH BY SELLER In the event Seller shall fail to fully and timely perform any of its obligations hereunder or shall fail to consummate the sale of the Property for any reason, except Purchaser's default, or the failure of 4 any condition to Seller's obligations provided herein, Purchaser may, as its sole and exclusive remedy request that the Escrow Deposit shall be forthwith returned by the Title Company to Purchaser. ARTICLE VIII BREACH BY PURCHASER In the event Purchaser should fail to consummate the purchase of the Property, the conditions to Purchaser's obligations set forth in Article III having been satisfied and Purchaser being in default and Seller not being in default hereunder, Seller shall have the right to (1) bring suit for damages against Purchaser; or (2) receive the Escrow Deposit from the Title Company, the sum being agreed on as liquidated damages for the failure of Purchaser to perform the duties, liabilities, and obligations imposed upon it by the terms and provisions of this Contract, and Seller agrees to accept and take this cash payment as its total damages and relief and as Seller's sole remedy hereunder in such event. ARTICLE IX MISCELLANEOUS Assignment of Contract 9.01. (a) This Contract may not be assigned without the express written consent of Seller. Regardless of the foregoing, Purchaser may assign this Contract to the Round Rock Transportation Development Corporation. Survival of Covenants (b) 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 of the transactions contemplated hereby shall survive the closing and shall not be merged therein. Notice (c) Any notice required or permitted to be delivered hereunder shall be deemed received when 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 set forth opposite the signature of the party. 5 Texas Law to Apply (d) This Contract shall be construed under and in accordance with the laws of the State of Texas, and all obligations of the parties created hereunder are performable in Williamson County, Texas. Parties Bound (e) This Contract shall be binding upon and inure to the benefit of the parties and their respective heirs, executors, administrators, legal representatives, successors and assigns where permitted by this Contract. Legal Construction (f) 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, this invalidity, illegality, or unenforceability shall not affect any other provision hereof, and this Contract shall be construed as if the invalid, illegal, or unenforceable provision had never been contained herein. Prior Agreements Superseded (g) This Contract constitutes the sole and only agreement of the parties and supersedes any prior understandings or written or oral agreements between the parties respecting the within subject matter. Time of Essence (h) Time is of the essence in this Contract. Gender (i) 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. Memorandum of Contract (j) Upon request of either party, both parties shall promptly execute a memorandum of this Contract suitable for filing of record. 6 Effective Date (k) This Contract shall be effective as of the date it is approved by the City Council, which date is indicated beneath the Mayor's signature below. SELLER: Wal -Mar. Rea s a Business Trust B Date: 5 \301 zooI PURCHASER: CIT By. s its �,(ee-4o(' /►� J • RO K, EXAS o rt A. luka, Jr., 1 mayor 221 E. Main Street Round Rock, Texas 78664 Date: 6-1 -0 1 7 County: Williamson Highway: State Highway 45 Limits: From West of US 183 to FM 685 CSJ: EXHIBIT A Page 1 of 3 Pages Property Description for Parcel 107 Being a 0.024 acre (1,045 square feet) tract of land situated in the Asa Thomas Survey A -609, Williamson County, Texas and being a portion of Lot 1 of the Amending Plat of Lot 1, Boardwalk 2 Subdivision, Section 1 and Lot 3, Boardwalk 2 Subdivision, Section 2, as recorded in Cabinet M, Slide 138 of the Williamson County Plat Records (W.C.P.R.) as conveyed by WAL -MART STORES to WAL -MART REAL ESTATE BUSINESS TRUST in Document No. 199941154 of the Official Public Records of Williamson County, Texas (O.P.R.W.C.T.). Said 0.024 acre tract being more particularly described by metes and bounds as follows with all bearings and coordinates based on the Texas State Plane Coordinate System, NAD 83, Central Zone and adjusted to surface using a surface adjustment factor of 1.00012: COMMENCING at a 1/2 -inch iron rod found for the northeast corner of said Lot 1 and the northwest comer of Dell Center Lot •2 Subdivision, as recorded in Cabinet N, Slide 236 W.C.P.R.; THENCE, South 15 °09'10" East (S 13 °48'54" E), along the line common to said Lot 1 and said Dell Center Lot 2 Subdivision, a distance of 1,700.89 feet to a Texas Department of Transportation (TxDOT) brass disk in concrete (X= 3,136,326.74, Y= 10,150,227.29) set in the proposed northerly right -of -way line of State Highway 45 at 231.40 feet left of and perpendicular to State Highway 45 Baseline Station 572 +84.94 for the POINT OF BEGINNING of the herein described tract; 1. THENCE, South 15 ° 09'10" East (S 13 ° 48'54" E), continuing along the line common to said Lot 1 and said Dell Center Lot 2 Subdivision, a distance of 11.31 feet to a point for the southeast corner of said Lot 1, the northeast comer of a called 6.769 acre tract being the remainder of a 219.185 acre tract as conveyed by M- Boardwalk Limited to MB BOARDWALK LIMITED as recorded in Volume 2234, Page 54 of the Official Records of Williamson County, Texas ( O.R.W.C.T.) and the northwest comer of a called 5.891 acre tract of land conveyed to Williamson County for roadway purposes as recorded in Document No. 9716130 O.R.W.C.T. from which a 1/2 -inch iron rod found bears South 78 °27'10" West, 0.10 feet; 2. THENCE, South 78 °29'33" West (S 79 °49'14" W) along the line common to the north line of said 6.769 acre tract and the south line of said Lot 1, a distance of 184.68 feet to a TxDOT brass disk in concrete set in the proposed northerly right -of -way line of State Highway 45 at 231.23 feet left of and perpendicular to State Highway 45 Baseline Station 570 +98.07 for an angle point; 1 1 SURVHOU_NT2\2000_DATA \417658 \M &B's\PAR I 07.doc 3. THENCE, North 74 °58'58" East, across said Lot 1 and along the proposed northerly right -of- way line of State Highway 45, at a distance of 137.11 feet pass a TxDOT brass disk in concrete set at 231.55 feet left of and perpendicular to State Highway 45 Baseline P.T. Station 572 +37.74, continuing for a total distance of 184.31 feet to the POINT OF BEGINNING and containing a computed area of 0.024 acre (1,045 square feet) of land, more or less. This Metes and Bounds description is accompanied by a separate plat. Calls in parenthesis denote record information. The proposed baseline information recited herein is based on a design schematic drawing provided by Turner Collie and Braden Inc. anine f -/B Registered Professional Land Surveyor - Texas Registration Number 4345 SURVCON INC. 5316 Highway 290, Suite 480 Austin, Texas 78735 (512) 899 -8282 July 17, 2000 EXHIBIT A Page 2 of 3 Pages \ \SURVHOU NT2\2000 DATA \417658 \M &B's\PAR107.doc SU LEGEND FO7'ID TKDOT BRASS )ISK IN CONCRETE . SET TKDOT BRASS 045K IN CONCRETE SET .0 IRON ROD W/TKDOT ALUM. CAP . EOM 'n IRON ROO UNLESS OTHERWISE NOTED . FOUND 4' x 4' CONCRETE 66684ENT • CALCULATED POINT PROPERTY LINE BASELINE UTILITY P0.E O • ED C LOT 4 BOARDWALK 2 SUB. SEC. 3 CAB. M. 5L. 5 W. C. P. R. NE PROFESSIONAL LAND SURVEYOR REGISTRATION N0. 4345 LOT 1 AMENDING PLAT OF LOT 1 BOARDWALK 2 SUB. SECTION 1 AND LOT 3 BOARDWALK 2 SUB. SECTION 2 CAB. M. 5L. 138 W.C.P.R. _ M 7 A10 RImr 1Efl WAL BUS REAL ESTATE BUSINESS I TRUST DOC 019994111154 Y. STA. 570198.07 LT. 231.23' MB BOARDWALK LIMITED 6.769 AC. REMAINDER OF CALLED 219.185 AC. 2234/54 O.R.W.C.T. NOTES: 1 BEINGS A 1] R E COORDINATE YSTEM. HAD 035 ZONE AN D TATE ADJUSTED TO SURFACE USING AN AOJUSTAEHT FACTOR OF 1.00012. 2. THIS SURVEY WAS PERFOUED WITHOUT THE BENEFIT OF A COWITIENT FOR TITLE INSURANCE AND MAY NOT INCLUDE EASEMENTS OK' INFCOMATION PERTAINING TO TH15 TRACT. RECORD INFORMATION SROW4 ON THIS PLAT 15 BASED ON PUBLIC INFORMATION. 711E SURVEYOR HAS NOT ABSTRACTED 7815 TRACT. 3. THIS PLAT IS ACCOMPANIED BY A SEPARATE :ETE5 AND 8010405 DESCRIPTION. 4. THE BASELINE SHOWN HEREON 15 PER A DESIGN SCHEMATIC FILE PROVIDED BY TU0ER. COLLIE A10 BRADEN. I146. 5. O.R.W.C.T. INDICATES OFFICIAL RECORDS OF WILLIAMSON COUNTY. TEXAS W.C.P.R. INDICATES WILLIAMSON COUNTY PLAT RECORDS ACREAGE SUMMARY 450.FT.l P8612017 ACOUIRED REMAINDER LEFT 920.205 1.045 919.160 PROPOSEDJR.O.W.--\ "VIM 184.31 yII c 1]7.11' � ,,,,, ='� =y= Y " == =T` r-17"--'7171.94,342., 104, ' ASA THOMA, SURVEY, A -609 P.O.C. PARCEL 107 P.T. SEE DETAIL "A'' • ' I FOUND I.R. 570'27'10 0.10' AW. „4-)s WHOLE PROPERTY INSET 101 TO SC4L 572 +37.74 68' / %.3.136.326.74 ST .4 0M4.94 L 231.40' 575 11.31' (S73 / / / / S.H.45 PARCEL PLAT FOR PARCEL 107 COUNTY: WILLIAMSON GRANTOR: WAL -MART REAL ESTATE BUSINESS TRUST 0 SURVCON INC. PROFESSIONAL SURVEYORS 5316 HWY. 290 WEST. SUITE 480 AUSTIN. TEXAS 78701 TELEPHONE 15121 899 -8262. FAX (512) 899 -9390 EMAIL: oustinesurvcon.com SCALE: 1” = 50' DATE: MAR 2000 DRAWN BY: TC CHECKED BY: WJM CURVE DATA L . 2.241.43' p 12.62] 0X' C . 179 1 CB. 279.53 10 CD= 2.238.48' PC. 549+96.31 PT. 562 +37.04 PI. 561 +20.00 K = 3.135.250.51 Y . 10.149.696.98 578 '29'33'44 184.68' FOIIM6 I.R. ST8•27'10 DETAIL 'A DELL CENTER LOT 2 SUB. CAB. N. SL. 236 S15 11.31' (513 WILLIAMSON COUNTY FOR ROADWAY PURPOSES CALLED 5.891 ACRES DOC. 09716130 O.R.W.C.T. CONFLICTS WITH DOC. 09633512 AND DOC. 09509798 JOB A:: 417 -658 F.B. 4t: HWY 45 CAD FILE: 545PAR - 107 SHEET 3 OF 3 RESOLUTION NO. R- O1- 06- 14 -16E6 WHEREAS, the City desires to purchase a 0.024 acre tract of land for additional right -of -way for SH 45, and WHEREAS, Wal -Mart Real Estate Business Trust, 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 Wal -Mart Real Estate Business Trust, 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 14th day of Ju•e, 2001 ATTEST: LAND, City Secretary 04\ WPOOCS \RESOLUTI \R14614E6.WPO /ac RO i ` F A. STLUKA, JR / Mayor City of Round Rock, Texas State of Texas County of Williamson REAL ESTATE CONTRACT ARTICLE I PURCHASE AND SALE THIS CONTRACT OF SALE ( "Contract ") is made by and between Wal -Mart Real Estate Business Trust, a Delaware business trust (referred to in this Contract as "Seller ") and the CITY OF ROUND ROCK, a Texas Home Rule City of 221 E. Main St. Round Rock, Williamson County, Texas (referred to in this Contract as "Purchaser "), upon the terms and conditions set forth in this Contract. By this Contract, Seller sells and agrees to convey, and Purchaser purchases and agrees to pay for, that certain parcel of land containing approximately 0.024 acres of land (1,045 square feet) situated in Williamson County, Texas, being more particularly described as follows: Parcel # 107: 0.024 acre tract, (1,045 square feet) as more particularly described in Exhibit A, attached hereto and incorporated herein; together with all and singular the rights and appurtenances pertaining to the property, including any right, title and interest of Seller in and to adjacent streets, alleys or rights -of -way (all of such real property, rights, and appurtenances being referred to in this Contract as the "Property "), together with any improvements, fixtures, and personal property situated on and attached to the Property, for the consideration and upon and subject to the terms, provisions, and conditions set forth below. ARTICLE II PURCHASE PRICE Amount of Purchase Price 2.01. The purchase price for the Property shall be the sum of Five Thousand, Nine Hundred Twenty -five and No /100 Dollars ($5,925.00.) :: 00MA\ WORLDOX \0: \NDOX \CORR\TRANSPRT \SN95 \NAL .WART \CCNTRACf \000012 L.NPD /ale Payment of Purchase Price 2.02. The Purchase Price shall be paid in cash at the closing. ARTICLE III PURCHASER'S AND SELLER'S OBLIGATIONS Conditions to Purchaser's Obligations 3.01. The obligations of Purchaser hereunder to consummate the transaction contemplated hereby are subject to the consent of Seller's lender to release the Property from its lien and financing statement. Conditions to Seller's Obligations 3.02. The obligations of Seller hereunder to consummate the transaction contemplated hereby are subject to the consent of Seller's lender to release the Property from its lien and financing statement. Preliminary Title Commitment 3.03. Within twenty (20) days after the date hereof, Purchaser, at Purchaser's sole cost and expense, shall have caused First American Title Company (the "Title Company ") of 2120 N. Mays, Suite 450, Round Rock, Texas 78664, to issue an updated preliminary title report (the "Title Commitment "). Purchaser shall give Seller written notice on or before the expiration of three (3) days after Purchaser receives the updated Title Commitment that the condition of title as set forth in the title binder is or is not satisfactory, and in the event Purchaser states that the condition is not satisfactory, Seller may, but shall not be obligated, to eliminate or modify all unacceptable matters to the reasonable satisfaction of Purchaser. In the event Seller is unable, or unwilling to do so within ten (10) days after receipt of written notice, this Contract shall thereupon be null and void for all purposes and the Escrow Deposit shall be forthwith returned by the Title Company to Purchaser. Purchaser's failure to give Seller this written notice shall be deemed to be Purchaser's acceptance of the Title Commitment. • ARTICLE IV CLOSING The closing shall be held at the Title Company on or before June 15, 2001, or at such time, date, and place as Seller and Purchaser may agree upon (which date is herein referred to as the "closing date "), but in no event shall such date be later than August 30, 2001. , 2 Seller's Obligations 4.01. At the closing Seller shall: (a) Deliver to Purchaser a duly executed and acknowledged Special Warranty Deed conveying good and indefeasible title in fee simple to all of the Property, free and clear of any and all liens, encumbrances, conditions, easements, assessments, and restrictions, except for the following: (i) General real estate taxes for the year of closing and subsequent years not yet due and payable; (ii) Any exceptions approved by Purchaser pursuant to Article III hereof; and (iii) Any exceptions approved by Purchaser in writing. (b) Deliver to Purchaser a Texas Owner's Title Policy at Purchaser's sole expense, issued by the Title Company, in Purchaser's favor in the full amount of the purchase price, insuring Purchaser's fee simple title to the Property subject only to those title exceptions listed above, such other exceptions as may be approved in writing by Purchaser, and the standard printed exceptions contained in the usual form of Texas Owner's Title Policy. (c) The aforesaid Special Warranty Deed will include provisions that (1) it is being delivered in lieu of condemnation and (2) Seller has made no representations or warranties concerning the Property and that Purchaser is purchasing the Property AS IS. (d) As provided in paragraph 9.01 below, Seller is delivering to Purchaser possession of the Property as of the date of this Contract. Purchaser's Obligations 4.02 At the Closing, Purchaser shall pay the cash portion of the purchase price. Prorations 4.03 General real estate taxes for the then current year relating to the Property, shall be prorated as of the closing date and shall be adjusted in cash at the closing. If the closing shall occur before the tax rate is fixed for the then current year, the apportionment 3 of taxes shall be upon the basis of the tax rate for the next preceding year applied to the latest assessed valuation. All special taxes or assessments to the closing date relating to the Property and then due and payable, shall be paid by Seller. Purchaser will bear the burden of paying any rollback taxes, if any, resulting from a change of use of the Property. Closing Costs 4.04 All costs and expenses of closing in consummating the sale and purchase of the Property shall be borne and paid as follows: Owner's Title Policy paid by Purchaser; Filing fees for deed paid by Purchaser; Filing fees for release(s) paid by Purchaser; Title curative matters, if any, paid by Purchaser; Attorney's fees paid by each respectively. • ARTICLE V REAL ESTATE COMMISSIONS Seller will be solely responsible for all real estate brokerage commissions due to any brokers representing the Seller. ARTICLE VI ESCROW DEPOSIT For the purpose of securing the performance of Purchaser under the terms and provisions of this Contract, Purchaser has delivered to the Title Company, the sum of Five Hundred Dollars ($500.00), the Escrow Deposit, which be paid by the Title Company to Seller in the event Purchaser breaches this Contract as provided in Article VIII hereof. At the closing, the Escrow Deposit shall be paid over to Seller and applied to the cash portion of the purchase price, provided, however, that in the event the Purchaser shall have given written notice to the Title Company that one or more of the conditions to its obligations set forth in Article III have not been met, or, in the opinion of Purchaser, cannot be satisfied, in the manner and as provided for in Article III, then the Escrow Deposit shall be forthwith returned by the Title Company to Purchaser. ARTICLE VII BREACH BY SELLER In the event Seller shall fail to fully and timely perform any of its obligations hereunder or shall fail to consummate the sale of the Property for any reason, except Purchaser's default, or the failure of 4 any condition to Seller's obligations provided herein, Purchaser may, as its sole and exclusive remedy request that the Escrow Deposit shall be forthwith returned by the Title Company to Purchaser. ARTICLE VIII BREACH BY PURCHASER In the event Purchaser should fail to consummate the purchase of the Property, the conditions to Purchaser's obligations set forth in Article III having been satisfied and Purchaser being in default and Seller not being in default hereunder, Seller shall have the right to (1) bring suit for damages against Purchaser; or (2) receive the Escrow Deposit from the Title Company, the sum being agreed on as liquidated damages for the failure of Purchaser to perform the duties, liabilities, and obligations imposed upon it by the terms and provisions of this Contract, and Seller agrees to accept and take this cash payment as its total damages and relief and as Seller's sole remedy hereunder in such event. ARTICLE IX MISCELLANEOUS Assignment of Contract 9.01. (a) This Contract may not be assigned without the express written consent of Seller. Regardless of the foregoing, Purchaser may assign this Contract to the Round Rock Transportation Development Corporation. Survival of Covenants (b) 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 of the transactions contemplated hereby shall survive the closing and shall not be merged therein. Notice (c) Any notice required or permitted to be delivered hereunder shall be deemed received when 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 set forth opposite the signature of the party. 5 Texas Law to Apply (d) This Contract shall be construed under and in accordance with the laws of the State of Texas, and all obligations of the parties created hereunder are performable in Williamson County, Texas. Parties Bound • (e) This Contract shall be binding upon and inure to the benefit of the parties and their respective heirs, executors, administrators, legal representatives, successors and assigns where permitted by this Contract. Legal Construction (f) 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, this invalidity, illegality, or unenforceability shall not affect any other provision hereof, and this Contract shall be construed as if the invalid, illegal, or unenforceable provision had never been contained herein. Prior Agreements Superseded (g) This Contract constitutes the sole and only agreement of the parties and supersedes any prior understandings or written or oral agreements between the parties respecting the within subject matter. Time of Essence (h) Time is of the essence in this Contract. Gender (i) 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. Memorandum of Contract (j) Upon request of either party, both parties shall promptly execute a memorandum of this Contract suitable for filing of record. -- 6 Effective Date (k) This Contract shall be effective as of the date it is approved by the City Council, which date is indicated beneath the Mayor's signature below. SELLER: Wal -Mar • Rea s a Busin-ss Trust / 3� _ 2. i6Z� �l. !i its Dtree Date: 5 I3(17.001 PURCHASER: CITY OF ROUND ROCK, TEXAS By: Robert A. Stluka, Jr., Mayor 221 E. Main Street Round Rock, Texas 78664 Date: 7 County: Williamson Highway: State Highway 45 Limits: From West of US 183 to FM 685 CSJ: EXHIBIT A Page 1 of 3 Pages Property Description for Parcel 107 Being a 0.024 acre (1,045 square feet) tract of land situated in the Asa Thomas Survey A -609, Williamson County, Texas and being a portion of Lot 1 of the Amending Plat of Lot 1, Boardwalk 2 Subdivision, Section 1 and Lot 3, Boardwalk 2 Subdivision, Section 2, as recorded in Cabinet M, Slide 138 of the Williamson County Plat Records ( W.C.P.R) as conveyed by WAL -MART STORES to WAL -MART REAL ESTATE BUSINESS TRUST in Document No. 199941154 of the Official Public Records of Williamson County, Texas (O.P.R.W.C.T.). Said 0.024 acre tract being more particularly described by metes and bounds as follows with all bearings and coordinates based on the Texas State Plane Coordinate System, NAD 83, Central Zone and adjusted to surface using a surface adjustment factor of 1.00012: COMMENCING at a 1/2 -inch iron rod found for the northeast corner of said Lot 1 and the northwest corner of Dell Center Lot -2 Subdivision, as recorded in Cabinet N, Slide 236 W.C.P.R.; THENCE, South 15 °09'10" East (S 13 °48'54" E), along the line common to said Lot 1 and said Dell Center Lot 2 Subdivision, a distance of 1,700.89 feet to a Texas Department of Transportation (TxDOT) brass disk in concrete (X= 3,136,326.74, Y= 10,150,227.29) set in the proposed northerly right -of -way line of State Highway 45 at 231.40 feet left of and perpendicular to State Highway 45 Baseline Station 572 +84.94 for the POINT OF BEGINNING of the herein described tract; 1. THENCE, South 15 ° 09'10" East (S 13 ° 48'54" E), continuing along the line common to said Lot 1 and said Dell Center Lot 2 Subdivision, a distance of 11.31 feet to a point for the southeast corner of said Lot 1, the northeast corner of a called 6.769 acre tract being the remainder of a 219.185 acre tract as conveyed by M- Boardwalk Limited to MB BOARDWALK LIMITED as recorded in Volume 2234, Page 54 of the Official Records of Williamson County, Texas ( O.R.W.C.T.) and the northwest comer of a called 5.891 acre tract of land conveyed to Williamson County for roadway purposes as recorded in Document No. 9716130 O.R.W.C.T. from which a 1/2 -inch iron rod found bears South 78 °27'10" West, 0.10 feet; 2. THENCE, South 78 ° 29'33" West (S 79 ° 49'14" W) along the line common to the north line of said 6.769 acre tract and the south line of said Lot 1, a distance of 184.68 feet to a TxDOT brass disk in concrete set in the proposed northerly right -of -way line of State Highway 45 at 231.23 feet left of and perpendicular to State Highway 45 Baseline Station 570 +98.07 for an angle point; 11SURVHOU NT2\2000 DATA \417658\M &B's1PAR107.doc 3. THENCE, North 74 °58'58" East, across said Lot 1 and along the proposed northerly right -of- way line of State Highway 45, at a distance of 137.11 feet pass a TxDOT brass disk in concrete set at 231.55 feet left of and perpendicular to State Highway 45 Baseline P.T. Station 572 +37.74, continuing for a total distance of 184.31 feet to the POINT OF BEGINNING and containing a computed area of 0.024 acre (1,045 square feet) of land, more or less. This Metes and Bounds description is accompanied by a separate plat. Calls in parenthesis denote record information. The proposed baseline information recited herein is based on a design schematic drawing provided by Turner Collie and Braden Inc. anine f -/B Registered Professional Land Surveyor Texas Registration Number 4345 SURVCON INC. 5316 Highway 290, Suite 480 Austin, Texas 78735 (512) 899-8282 July 17, 2000 EXHIBIT A Page 2 of 3 Pages \ \SURVHOU NT2\2000 DATA \417658\M &B's\PARI07.doc 'SURVEY LEGEND p : FOUND TXDOT BRASS DISK Di CONCRETE ❑ . SET TXDOT BRASS DISK IN CONCRETE O - SET k", mom ROD 0/0X700 ALIM. CAP • - FOUND ''t IRON ROD UILE55 OTHERWISE NOTED ® - FOUND 4' 3 4' CONCRETE MOMIIENT • CALCULATED POINT L - PROPERTY LINE L . BASELINE • UTILITY POLE LOT 4 BOARDWALK 2 SUB. SEC. 3 CAB. M. 5L. 5 W.C.P.R. 344 NOTES. 1. BEARINGS AND COORDINATES ARE BASED ON THE TEXAS STATE PLANE COORDINATE SYSTEM. RAD 83. CENTRAL ZONE AND ADJUSTED TO SIPFACE USING AN AOJUSTIEM FACTOR OF 1.00012. 2. THIS SURVEY WAS PERFOR.ED WITHOUT THE BENEFIT OF A COM4111057 FOR TITLE INSIAWICE AND MAY NOT INCLUDE EISEIENTS AND INFORMATION PERTAINING TO THIS TRACT. RECORD tiFORMATIOU SNOW ON THIS PLAT 15 BASED ON PUBLIC INFORMATION. TIE SURVEYOR HAS NOT ABSTRACTED THIS TRACT. 3. THIS PLAT 15 ACCOMPANIED BY A SEPARATE METES AND BOUNDS DESCRIPTION. 4. THE BASELINE SHOWN HEREON IS PER A DESIGN SCHEMATIC FILE PROVIDED BY TU AER. COLLIE AID BRADEN. INC. 5. 0.0.0.0.1. INDICATES OFFICIAL RECORDS OF WILLIAMSON COUNTY. TEXAS 48.0.0.R. INDICATES WILLIAMSON COUNTY PLAT RECORDS PROFESSIONAL LAID SURVEYOR TEXAS REGISTRATION ND. 4345 ACREAGE SUMMARY *50.FT.) IniCLE PROPERTY ACQUIRED REMAINDER LEFT 920.205 1.045 919.160 LOT 1 AMENDING PLAT OF LOT 1 BOARDWALK 2 SUB. SECTION 1 AND LOT 3 BOARDWALK 2 SUB. SECTION 2 CAB. M. SL. 138 W. C.P.R. .!' �A.k AIRA0E WAL -MART REAL ESTATE 1 ? "t BUSINESS TRUST DOC 1199941154 O.R.W.C.T. ' PROPOSEDIR.O.W. 9. STA. 570.90.07 LT. 230.23' M8 BOARDWALK LIMITED 6.769 AC. REMAINDER OF CALLED 219.185 AC. 2234/54 O.R.W.C.T. TE1 0 M 144.31' 0 137.11' 149 1tie 0 14. WHOLE PROPERTY INSET 001 ASA THOMA. SURVEY, A -809 P.O.C. PARCEL 107 ORA P.T. 572+37.74 X.3.136. 6.7 7.10.150.227.29 Li STA. 572444.94 . 231.40' 515.09'f0•E 11.31' S' I 1513.49'S4'EI S.H.45 PARCEL PLAT FOR PARCEL 107 COUNTY: WILLIAMSON GRANTOR: WAL -MART REAL ESTATE BUSINESS TRUST 0 SURVCON INC. PROFESSIONAL SURVEYORS 5316 HWY. 290 WEST. SUITE 480 AUSTIN. TEXAS 78701 TELEPHONE (5121 899 -8282. FAX 15121 899 -9390 EMAIL: TTUStinesUrvcon.c0O1 SCALE: 1" = 50' DATE: MAR 2000' DRAWN 8Y: TC CHECKED BY: WJM CURVE DATA L - 2.241.43' . 12.62 2.0I' - 17 ;9 CB- .2.53 8Q' 2 E CO- 2.238.49 PG- 572+36.74 PT- 561 +20.00 XI- 36135250 X - 1 .149..699 Y10.149.696.6.98 DELL CENTER LOT 2 SUB. CAB. N. 5L. 236 8.R.0.0. FOUND L ' I.R. BEARS 578 0.10' DETAIL 'A' WILLIAMSON COUNTY FOR ROADWAY PURPOSES CALLED 5.891 ACRES DOC. 09716130 O.R.W.C.T. CONFLICTS WITH 00C. 09633512 ANO4 DOC. 09509798 JOB #: 417 -658 F.8. #: HWY 45 CAD FILE: S45PAR -107 SHEET 3 OF 3 =` I (509 43; 4' 1 - 1 SEE DETAIL '0' / FOUND E 1 4 1.R. B 57 / 8 0 . 11 0.10 ' I / / DATE: June 8, 2001 SUBJECT: City Council Meeting — June 14, 2001 ITEM: * 16.E.6. Consider a resolution authorizing the Mayor to execute a Real Estate Contract with Wal -Mart Real Estate Business Trust for right -of -way for the SH 45 roadway project. Resource: Steve Sheets, City Attorney Julie Wolff, Legal Assistant History: This contract with WaI -Mart Real Estate Business Trust is for the acquisition of right -of -way for the SH 45 project. On October 26, 2000, the City Council approved an ordinance determining the need for this acquisition. Funding: Cost: $5,925.00 Source of funds: Transportation System Development Corporation Sales Tax Outside Resources: None ImpactBenefit: Increased mobility in the south quadrant of the City Public Comment: Several meetings with affected property owners. Sponsor: N/A 1 - 0i - o 60- iJ /40E(4 ISSUED BY IauryerslitleInsurance Crporation 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. Tdle to the estate or interest described in Schedule A being vested other than as statod therein; _ 2. Any defect in or lien or encumbrance on the 9fie; 3. Any statutory or constitutional mechanic's, contractor's, or matenaimen's lien for labor or material having its inception on or before Date of Policy, 4. Lack of a nght 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 tale, 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 its duly authonzed officers, the Policy to become valid when countersigned by an authorized officer or agent of the Company. Ane d c l 2�✓r� Texas Owner's Policy T -1 (Rev. 1 -1 -93) Cover Page Form 1178 - 22 Secretary EXCLUSIONS FROM COVERAGE The following matters are expressly excluded from the coverage of this policy and the Company will not pay toss or damage, costs, attomeys' fees or expenses which anse by reason of t. (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, (In) 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 defect, hen 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 governmental 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 pnor to Date of Policy which would be binding on the rights 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 wnting 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 if 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 unmarketabildy of the title. 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, (s) the subordination or recharactenzation of the estate or interest insured by this Policy as a result of the application of the doctrine of equitable subordination or (iii) 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. ORIGINAL OWNER'S POLICY OF TITLE INSURANCE LAWYERS TITLE INSURANCE CORPORATION By: ' 1 U . (/ President 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 rights or defenses the company would have had against the named insured, those who succeed to the Interest of the named Insured by operation of law as distinguished from purchase Including, but not limited to, heirs, distributees, devisees, survivors, personal representatives, next al kin, or corporate, partnership or fiduciary successors, and specmically, without limitation, the following: (i) the successors in interest to a corporation resulting from merger or consolidation or the distribution of the assets of the corporation upon partial or complete liquidation, QQ the partnership successors in Interest to a general or limited partnership which dissolves but does not terminate, (iii) the successors in interest to a general or limited partnership resulting from the dlstnbubon of the assets of the general or hmtted partnership upon partial or complete Iiqudaton; (iv) the successors in interest to a joint venture resulting from the distribution of the assets of the join) 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 pubhc records as defined in this policy or any other records which Impart constructive notice of matters affecting the land (d) 'land% the land described or referred to in Schedule A, and improvements affixed thereto that by law constitute real property The term 'land' does not include any properly 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 secunty Instrument (f) 'public records' records established under state 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(a)(iv) of the Exclusions From Coverage, 'public records' also shall include environmental protection liens fled in the records of the clerk of the United Stales district court for the dislnct in which the land is located. (9) 'access': legal nghl 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 tor 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 so 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 () an estate or interest In the land, or (n) an indebtedness secured by a purchase money mortgage given to the insured 3. NOTICE OF CLAIM TO DE GIVEN BY INSURED CLAIMANT. The insured shall nobly the Company promptly In wnting )r) in case of any litigation as set forth in Section 4(0) below, or (11) 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 liable by virtue of this policy. If prompt notice shall not be given to the Company, then as 10 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 Ihe.failure and Then only to the extent of the prejudice. When, alter the date of the policy, the insured notifies the Company as required herein of a lien, encumbrance, adverse claim 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, adverseclalm or defect Is valid and not barred by law or statute The Company shall notify the insured in writing, within a reasonabie time, of its determination as to the validity or invalidity of the insured's claim or charge under the policy If the Company concludes that the lien, encumbrance, adverse claim or defect Is not coveted by this policy, or was otherwise addressed in the closing of the transaction in connection with which this policy was issued, the Company shall specifically advise the insured of the reasons for its determination II the Company concludes that the lien, encumbrance, adverse claim or defect Is valid, the Company shall take one of the following actions (I) institute the necessary proceedings to clear the lien, encumbrance, adverse claim or defect from the We to the estate as Insured, 91) Indemnify the insured as provided in this policy, bii) upon payment of appropriate 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 detect, said policy to be in an amount equal to the current value of the property or, if a mortgagee policy, the amount of the loan; (iv) indemnify another title insurance company in connection with Its issuance of a policy(ies) of title Insurance without exception for the lien, encumbrance, r adverse claim or defect, (v) secure a release or other document discharging the lien, encumbrance, adverse claim or defect, or (vi) undertake a combination of (1) through (5) heroin. CONDITIONS AND STIPULATIONS r1 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 Its own cost and without unreasonable delay, shall provide for the defense of an insured in litigation In which any third party asserts a claim adverse to the title or interest as Insured, but only as to 10000 slated causes of action alleging a defect, lien or encumbrance or other matter insured against by this policy The Company shalt have the right to select counsel of Its choice (subject to the nghl 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 lees, 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 t0 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 it 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 of 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 nght, In its sale 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 () in any action or proceeding, secunng evidence, obtaining witnesses, prosecuting or defending the action or proceeding, or effecting settlement. and (m) 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 lumish 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 requinng such cooperation. 5. PROOF OF LOSS OR DAMAGE. In addition t0 and alter the notices required under Section 3 of Ihese Condmons 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 toss or damage The proof of loss or damage shall descnbe the detect in, or lien or encumbrance on the title, or 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 limes and places as may be designated by any authorized representative of the Company, all records, books, ledgers, checks, correspondence and memoranda, whether beanng 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, m wnting, for any authorized 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 Id this .Section shall not be disclosed to others unless, in the reasonable judgment of the Company, it is necessary in the administration of the claim. 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 rase of a claim 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 authonzed by the Company, up to the lime of payment or tender of payment r and which the Company is obligated to pay. Upon the exercise by the Company of this opllon, 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 litigation, and the policy shall be surrendered to the Company for cancellation continued on next page of cover sheet w 0220452 R 491 $ * * * ** *5,925.00 $ * ** *270.00 1000 CASE NUMBER 2001 RR 220452 - H (215) /CU LAWYERS TITLE INSURANCE CORPORATION OWNER POLICY OF TITLE INSURANCE DATE OF POLICY 10/16/2001 SCHEDULE A Countersigned AMOUNT OF INSURANCE $ * * * ** *5,925.00 POLICY NUMBER 0220452 1. Name of Insured: CITY OF ROUND ROCK, TEXAS -... 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, TEXAS 4. The land referred to in this policy is described as follows: OF LOT SECTION AND LOT 3, BOARDWALK PLAT SUBDIVISION SECTION 2 A SUBDIVISION IN WILLIAMSON COUNTY, TEXAS, ACCORDING TO THE MAP 0R PLAT THEREOF RECORDED IN CABINET M SLIDE (S) 138-139, MORE PLAT PARTICULARLY W DESCRIBED BY METES AND TEXAS; 0.024 OF AN ACRE BOUNDS IN EXHIBIT ""A" ATTACHED HERETO AND MADE A PART HEREOF. AUSTIN TITLE COMPANY un - rsign- u e Texas Owner's Policy T - (Rev. - - 93)Texas Owner's Valid Only If Schedule B Schedule A And Cover Page Are Attached County: Williamson Highway: State Highway 45 Limits: From West of US 183 to FM 685 CSJ: EXHIBIT_ Pave I or 3 Paves Property Description for Parcel 107 Being a 0.024 acre (1,045 square feet) tract of land situated in the Asa Thomas Survey A - 609, Williamson County, Texas and being a portion of Lot 1 of the Amending Plat of Lot 1, Boardwalk 2 Subdivision, Section 1 and Lot 3, Boardwalk 2 Subdivision, Section 2, as recorded in Cabinet M, Slide 138 of the Williamson County Plat Records (W.C.P.R.) as conveyed by WAL -MART STORES to WAL -MART REAL ESTATE BUSINESS TRUST in Document No. 199941154 of the Official Public Records of Williamson County, Texas (O.P.R.W.C.T.). Said 0.024 acre tract being more particularly described by metes and bounds as follows with all bearings and coordinates based on the Texas State Plane Coordinate System, NAD 83, Central Zone and adjusted to surface using a surface adjustment factor of 1.00012: COMMENCING at a 1/2 -inch iron rod found for the northeast comer of said Lot 1 and the northwest corner of Dell Center Lot 2 Subdivision, as recorded in Cabinet N, Slide 236 W.C.P.R.; THENCE, South 15 °09'10" East (S 13 °48'54" E), along the line common to said Lot 1 and said Dell Center Lot 2 Subdivision, a distance of 1,700.89 feet to a Texas Department of Transportation (TxDOT) brass disk in concrete (X= 3,136,326.74, Y= 10,150,227.29) set in the proposed northerly right -of -way line of State Highway 45 at 231.40 feet left of and perpendicular to State Highway 45 Baseline Station 572 +84.94 for the POINT OF BEGINNING of the herein described tract; 1. THENCE, South 15 °09'10" East (S 13 °48'54" E), continuing along the line common to said Lot 1 and said Dell Center Lot 2 Subdivision, a distance of 11.31 feet to a point for the southeast corner of said Lot 1, the northeast corner of a called 6.769 acre tract being the remainder of a 219.185 acre tract as conveyed by M - Boardwalk Limited to MB BOARDWALK LIMITED as recorded in Volume 2234, Page 54 of the Official Records of Williamson County, Texas ( O.R.W.C.T.) and the northwest corner of a called 5.891 acre tract of land conveyed to Williamson County for roadway purposes as recorded in Document No. 9716130 O.R.W.C.T. from which a 1/2 -inch iron rod found bears South 78 °27'10" West, 0.10 feet; 2. THENCE, South 78 °29'33" West (S 79 °49'14" W) along the line common to the north line of said 6.769 acre tract and the south line of said Lot 1, a distance of 184.68 feet to a TxDOT brass disk in concrete set in the proposed northerly right -of -way line of State Highway 45 at 231.23 feet left of and perpendicular to State Highway 45 Baseline Station 570 +98.07 for an angle point; Description: Williamson,1X Document Year.Doc!D 2001.76257 Page: 3 of 6 Order 30 Comment: \1SURV H011_N'R\2000_DATANA 176581M &B's1PA R 107.doc Order. 30 Comment: 3. THENCE, North 74 °58'58" East, across said Lot 1 and along the proposed northerly right -of- way line of State Highway 45, at a distance of 137.11 feet pass a TxDOT brass disk in concrete set at 231.55 feet left of and perpendicular to State Highway 45 Baseline P.T. Station 572 +37.74, continuing for a total distance of 184.31 feet to the POINT OF BEGINNING and containing a computed area of 0.024 acre (1,045 square feet) of land, more or less. This Metes and Bounds description is accompanied by a separate plat. Calls in parenthesis denote record information. The proposed baseline information recited herein is based on a design schematic drawing provided by Turner Collie and Braden Inc. anine 7 -/8 Registered Professional Land Surveyor Texas Registration Number 4345 SURVCON INC. 5316 Highway 290, Suite 480 Austin, Texas 78735 (512) 899-8282 July 17, 2000 w EXHIBIT A. Page 2 of 2 Pages Description: Williamson,7X Document- YearpocID 2001.76257 Page: 4 of 6 \ \SURVHOU NT2\2000_DATA\417658 \M &B's\PAR I07.doc SLnrkT LCCCNo FWD T000T CAMS DIX IN CONCRETE �• - SET TTDO1 BRASS D154 IN CMCBETE Q - SET I•i 1RDN ROD O/TKDOT ALUM- CAP • - (DIM, '7 IRON ROO UNLESS OINERFISE 01(0 ® - TDIRD 4 • • •• Cd(RETE ,.31UIENT • - CALCULATED POINT L - PRIPERTY LINE L - BASELINE 1 St - UTILITY P0.E LOT 4 BOARDWALK 2 SUB SEC. 3 CAB. M. 5L. 5 IK f •+• ESZIdAL SUEYETOR RE61$1MTI01 W. 4345 101 1 AMENDING PLAT OF LOT 1 BOARDWALK 2 SUB. SECTION 1 AND LOT 3 BOARDWALK 2 SUB. SECTION 2 CAB. M. SL. 130 W.C.P.R. R STA. 510,16.01 LT. 231.23' AB BOARDWALK LIMITED 6.769 AC. REMAINDER OF CALLED 219.185 AC. 2234/54 0.0.0.0.7• NOTES: 1• PL . COORDINATE SYSTE0. NW 83 2OIE TAT[ AA IC ADJUSTED TO SUWACE USING AN 400551AENT TAC101i 1.00012. 2. 1x15 5U1YLY WAS PERFORCE: WITHOUT NJDD TIE BENEFIT Il1FUppC[A C I EASEIE NTS IEDRIL1 a 1DN PLA1A1NIN00 1 0 1 IECORD INFOWIATIOI MOM CN THIS PLAT I5 BASED G. POBLIC INFORMATION. THE Sw.CTp1 SAS NOT ABSTRAG(TD THIS TRACT. 3. 1x15 PLAT 11 A YTIPAHIE0 61 A SEPNUTE IETES Alp 1118.05 DEsCRIPTION. 4. TIE 6LSELIIE 51OM1 IEAE011 IS PER A 055101 SOCRATIC WILE PROVIDED BY TUNER. COLLIE AND DROOL INC. 5 - D.R.W.C.T. INDICATES 6(ICIAL RECOOS 0< W1111N6M COMM. TEXAS V. C.P.R. INDICATES WILLIAMOI COMM PLAT REOLTD5 R -OD ACREAGE SUMMARY 150.(1. AOEA ACWIRFD RENAINDER LETI 520.205 1.045 919.160 ' WAL REAL ESTATE DOC ? ^ BUSINESS 99941154 0.R.W.C. T. PROPOSEOIR.O.W. 804'58 11 164.31' O 131.11' _.__._____ - r. _________________ 1 s1s•n ss W. 284. �� I 1 EST. 49 ' 14'WI 5 I 1 WHOLE PROPERTY INSET Am TD Sc9E P.O.E. PARCEL TOT ASA TEOMA. SURVEY, A -60v Description: Williamson, TX Document- Year.DocID 2001.76257 Page: 5 of 6 Order: 30 Comment: 9 CURVE DATA 5 4 4550.155:211.29 I STA. 51 - 231.E ' S.H.45 PARCEL PLAT FOR PARCEL 101 COUNTY: WILLIAMSON Ep GRANTOR: WA MAARRT REA T ESTATE TRU SINESS SCALE: 1" = 50' DATE: MAR 2000 DRAWN BY: TC CHECKED BY: WJM DELL CENTER LOT 2 SUB. CAB. N. 51. 236 FOU10 'n' I.R. S16•21'10 0.10' / DETAIL 515'09'10'E - -' WILLIAMSON COUNTY FOR ROADWAY PURPOSES CALLED 5.591 ACRES DOC• .9716130 CONFLICTS WITH DOC- .9833512 AND DOC..950970B SURVCON INC. PROFESSIONAL SURVEYORS 5316 HWY. 290 WEST. SUITE 480 AUSTIN. TEXAS 78701 TELEPHONE 45121 899 -8282. FAX (5121 1359-9390 EMAIL: oust lnosurvcon. corn JOB S: 417 - 65B F.B. 04 HWY 45 CAD FILE: 545PAR - 101 SHEET 3 OF 3 .31 48 y 1513 SEE OF TAIL FOUND 51 I.R. I 6 / 0.10' I f 1 CASE NUMBER LAWYERS TITLE INSURANCE CORPORATION OWNER POLICY OF TITLE INSURANCE DATE OF POLICY POLICY NUMBER 2001 RR 220452 -H (215) /CU 10/16/2001 0220452 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): VOLUME N T 4 #923 9355 1 DOCUME N N T rI # 96 3834 0, O F F ICIA L VRE VOLUME CA 9 CABINET M, 138 -139, PLAT RECORDS, WILLIAMSON COUNTY, TEXAS. BUT OMITTING ANY COVENANT OR RESTRICTION BASED ON RACE, COLOR, RELIGION, SEX, HANDICAP, FAMILIAL STATUS, OR NATIONAL ORIGIN. 2. Any discrepancies, conflicts, or shortages in area or boundary lines, or any encroachments or protrusions, or any overlapping of improvements. 3. Homestead or community property or survivorship rights, if any, of any spouse of any insured. 4. Any titles or ri hts asserted by anyone, including but not limited to, persons the public, corporations, government or other entities, a. to t idelands, or lands comprising the shores or beds of navigable or perennial rivers and streams lakes, bays, gulfs or oceans, or b. to lands beyond 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 tha area. 5. Standby fees, taxes and assessments by any taxing authority for the year 2002 , 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 SOUTHEAST WILLIAMSON COUNTY ROAD DISTRICT NO. 1 AND IS SUBJECT TO ALL RIGHTS UNDER THE LAW ACCORDED TO SUCH A DISTRICT. 8. A UTILITY DRAINAGE AND STORM SEWER EASEMENT OF VARYING WIDTH TRAVERSES VARIOUS PORTIONS OF THE LOT, AS SHOWN ON PLAT. ( CONT. ON SCH. B, PAGE 2 ) Texas Owner's Policy T -1 (Rev. 1- 1- 93)Texas Owner's Valid Only If Schedule A Schedule B And Cover Page Are Attached • LAWYERS TITLE INSURANCE CORPORATION OWNER E INSURANCE CASE NUMBER DATE OF POLICY 2001 RR 220452 - (215) /CU 10/16/2001 SCHEDULE B POLICY NUMBER 0220452 9. AN EASEMENT DATED JULY 17, 1984 GRANTED TO TEXAS POWER & LIGHT COMPANY BY MARGARET SCARBROUGH WILSON, RECORDED IN VOLUME 1048, PAGE 622, OFFICIAL RECORDS, WILLIAMSON COUNTY TEXAS. (EASEMENT FOR AN ELECTRIC DISTRIBUTION LINE 15 FEET IN WIDTH, TOGETHER WITH ALL RIGHTS RECITED THEREIN) 10. AN EASEMENT DATED JULY 31 1986 GRANTED TO CITY OF ROUND ROCK BY BOARDWALK JOINT VENTURE RECORDED IN VOLUME 1422 PAGE 425 OFFICIAL RECORDS WILLIAMSON COUNTY, TEXAS. SAID EASEMENT ALSO SHOWN ON PLAT. (EA AS E M M E NT RIORTCO NS T Z UCD ONER D N TENANCE OF DRAINAGE FACILITIES, TOGETHER 11, IN THAT EASEMENTS, NDECLARAT ON IN ALL VOLUME S27�, PROVISIONS 5118, CONTAINED OFFICIAL RECORDS, WILLAMSON COUNTY, TEXAS. 12. TERMS CONDITIONS STIPULATIONS AND PROVISIONS OF THAT CERTAIN RECIPROCAL EASEMENT EXECUTED AGREEMENT WITH BETWEEN W WAL-- MART ORES, RESTRICTIONS INC. ADELA AND BOARDWALK CENTER LTD. A TEXAS LIMITED PARTNERSHIP, RECORDED IN VOLUME 2535 PAGE 895 OFFICIAL RECORDS WILLIAMSON COUNTY TEXAS. SAID AGREEMENT HAVING BEEN DOCUMENT#9533933 DOCUMENT INSTRUMENTS VOLUME 8340, OFFICIAL RECORDS, WILLIAMSON SONCOUNTY, TEXAS. SAID EASEMENTS ALSO SHOWN ON PLAT. 13. ASSESSMENTS AS SET OUT IN ORDINANCE RECORDED AS DOCUMENT #199935740, OFFICIAL RECORDS, WILLIAMSON COUNTY, TEXAS. 14. AGGAIINST MART AFFIDAVIT FILED R 2000, #2000040283, OFFICIAL PUBLI RECORDS, WILLIAMSON COUNTY, TEXAS. ($14,185.75) Texas Owner's Policy T -1 (Rev. 1- 1- 93)Texas Owner's Valid Only If Schedule A Schedule B And Cover Page Are Attached (b) • To Pay or Otherwise Settle With Parties Othenlhan 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 claim insured against 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, or (e) to pay or otherwise settle vnth 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 (1), 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 descnbed (a) The liability of the Company under this policy shall not exceed the least of• (i) 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 subject 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 slated in Schedule A at the Date of Policy is less than 80 percent of the value of the insured estate or interest or the full 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 Poky 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 Dale of Policy, or (ii) 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 descnbed 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 bul 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 right 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 (5) 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 (here 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 voluntanly 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 of the 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 insuring 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 0 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 of 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 rights and remedies against any person or properly necessary In order to pe0ect 11115 nght 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 m any transaction or litigation Involving these rights or remedies If a payment on account of a claim does not fully cover the loss of the insured claimant, the Company shall be subrogated to these nghts 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 am 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. d any, lost to the Company by reason of the impairment by the insured claimant of the Company's right of subrogation (b) The Company's Rights Against Non - Insured Obligors • The Companys right of subrogation against non - insured obligors shall exist and shall include, without limitation, the rights 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 ansing 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 i5 01,000,000 or less SHALL BE arbitrated at the request of either the Company or the Insured, unless the insured is an individual 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 01,000,000 shall be arbitrated only when agreed to by both the Company and the Insured Arbitration pursuant to this policy and under the Rules m 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 attoneys' lees only if the laws of the state in which the land i5 located permit a court to award attomeys' fees to a prevailing party Judgment upon the award rendered by the Arbitrator(s) may be entered in any court having junsdicbon thereof The law of the silos o1 the land shall apply to an arbitration under the Title Insurance Arbitration Rules A copy of the Rules may be obtained from the Company upon request 15. LIABILITY LIMITED TO THIS POLICY: POLICY ENTIRE CONTRACT. (a) This policy together with all endorsements, it 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) 145 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 authorized 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 writing required to be furnished the Company shall include the number of this policy and shall be addressed t0. Consumer Affairs Department, P 0 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. 11 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 511 - 0015893 1 J�yers1JtIe Insurance Crporation ALWDAMFAICACOMP TEXAS OWNER POLICY OF TITLE INSURANCE ISSUED By LwyeraTYde Insurance @po,Patton HOME OFFICE: 101 Gateway centre Parkway, Gateway One Richmond, Virginia 23235 - 5153 1 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 sate 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 JawyersIitle Insurance Crporation 7557 Rambler Road, Suite 1200 Dallas, Texas 75231 TOLL FREE NUMBER: 1.800 -442 -7067