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R-89-1310 - 7/27/1989STATE OF TEXAS COUNTY OF WILLIAMSON GCREALEST REAL ESTATE CONTRACT THIS CONTRACT OF SALE is made by and between H W Properties, Inc., an Oklahoma corporation, of Tulsa, Oklahoma (hereinafter referred to as "Seller ") and the City of Round Rock, a home rule municipal corporation, of 221 E. Main Street, Round Rock, Williamson County, Texas 78664 (hereinafter referred to as "Purchaser "), upon the terms and conditions set forth herein. ARTICLE I PURCHASE AND SALE Seller hereby sells and agrees to convey, and Purchaser hereby purchases and agrees to pay for, the tract of land containing approximately 0.62 acres of land situated in Williamson County, Texas, being depicted on Exhibit "A" attached hereto and incorporated herein by reference for all purposes, 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 hereinafter referred to as the "Property "), together with any improvements, fixtures, and personal property situated on and attached to the Property, for the consideration and upon and subject to the terms, provisions, and conditions hereinafter set forth. ARTICLE II PURCHASE PRICE Amount of Purchase Price 2.01. The purchase price for the Property shall be the sum of Twenty -seven Thousand Seven And 20 /100 Dollars ($27,007.20). Payment of Purchase Price 2.02. The Purchase Price shall be payable in cash at the closing. ARTICLE III PURCHASER'S OBLIGATIONS Conditions to Purchaser's Obligations 3.01. The •obligations of Purchaser hereunder to consummate the transactions contemplated hereby are subject to the satisfaction of each of the following conditions (any of which may be waived in whole or in part by Purchaser at or prior to the closing). Preliminary Title Report 3.02. Within fifteen (15) days after the date hereof, Purchaser at Purchaser's sole cost and expense, shall have caused the title company to issue a preliminary title report (the "Title Report ") accompanied by copies of all recorded documents relating to easements, rights -of -way, etc., affecting the Property. Purchaser shall give Seller written notice on or before the expiration of ten (10) days after Purchaser receives the Title Report that the condition of title as set forth in the Title Report is or is not satisfactory. In the event Purchaser fails to give Seller such notice, Purchaser shall be deemed to have accepted the Title Report and all matters reflected therein. In the event Purchaser so gives such notice of unacceptable conditions, Seller may, at Seller's C U 6k)Urak option, undertake to eliminate or modify all the unacceptable matters to the reasonable satisfaction of Purchaser. In the event Seller chooses not or is unable to do so (Seller having no obligation to do so) within ten (10) days after receipt of such notice of objections, Purchaser by written notice to Seller within five (5) days after Seller's 10 -day cure period may, as Purchaser's sole and exclusive remedies, either (i) waive such prior objections and accept such title as Seller may be able to deliver without adjustment in the purchase price, or (ii) terminate this contract, upon which this agreement shall become null and void for all purposes and the Escrow Deposit shall be forthwith returned by the title company to Purchaser. Survey 3.03. Within fifteen (15) days from the date hereof, Purchaser, at Purchaser's sole cost and expense, shall cause a current plat or survey of the Property to be prepared by a duly licensed Texas land surveyor. The survey shall be staked on the ground, and the plat shall show the location of all improvements, highways, streets, roads, railroads, rivers, creeks, or other water courses, fences, easements, and rights -of -way on or adjacent to the Property, if any, and shall contain the surveyor's certification that there are no encroachments on the property and shall set forth the number of total acres comprising the Property, together with a metes and bounds description thereof. Purchaser will have ten (10) days after receipt of the survey to review and approve same. In the event any portion of the survey is unacceptable to Purchaser, then Purchaser shall within the ten (10) day period, give Seller written notice of this fact. In the event Purchaser fails to give Seller such notice, Purchaser shall be deemed to have accepted the survey and all matters reflected thereon. In the event Purchaser so gives such notice, Seller may, at Seller's option, undertake to eliminate or modify all the unacceptable portions to the reasonable satisfaction of Purchaser. In the event Seller chooses not or is unable to do so (Seller having no obligation to do so) within ten (10) days after receipt of such notice of objections, Purchaser by written notice to Seller within five (5) days After Seller's 10 -day cure period may, as Purchaser's sole and exclusive remedies, either (i) waive such prior objections and accept the Property subject to all matters reflected on the survey without adjustment in the purchase price, or (ii) terminate this contract, upon which this agreement shall become null and void for all purposes and the Escrow Deposit shall be forthwith returned by the title company to Purchaser. Seller's Performance 3.05. Seller shall have performed, observed, and complied with all of the covenants, agreements, and conditions required by this agreement to be performed, observed, and complied with by Seller prior to or as of the closing. ARTICLE IV REPRESENTATIONS AND WARRANTIES OF SELLER Seller hereby represents and warrants to Purchaser as follows, which representations and warranties shall be deemed made by Seller to Purchaser also as of the closing date: (1) There are no parties in possession of any portion of the Property as lessees, tenants at sufferance, or trespassers. (2) Seller has received no notice that Seller has failed to comply with all applicable laws, ordinances, regulations, statutes, rules and restrictions relating to the Property, or any part thereof. 2. ARTICLE V CLOSING The closing shall be held at the office of Stephan L. Sheets & Associates, 309 E. Main Street, Round Rock, Williamson County, Texas 78664, on or before September 1, 1989, or at such time, date, and place as Seller and Purchaser may agree upon (which date is herein referred to as the "closing date "). At the closing Seller shall: (1) Deliver to Purchaser a duly executed and acknowledged General Warranty Deed conveying good and marketable 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: (a) General real estate taxes for the year of closing and subsequent years not yet due and payable; (b) Any exceptions approved by Purchaser in writing or which are deemed to be approved or which have been waived by Purchaser in accordance with the provisions of Article III. (2) Deliver to Purchaser a Texas Owner's Title Policy at Purchaser's sole expense, issued by Georgetown Title Company, P.O. Box 689, Georgetown, Texas 78627, 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 in Article V hereof, such other exceptions as may be approved in writing by Purchaser or which are deemed to be approved or which have been waived by Purchaser in accordance with the provisions of Article III, and the standard printed exceptions contained in the usual form of Texas Owner's Title Policy, provided, however: (3) (a) The boundary and survey exceptions shall be deleted; (b) The exception as to restrictive covenants shall be endorsed "None of Record "; and (c) The exception as to the lien for taxes shall be limited to the year of closing and shall be endorsed "Not Yet Due and Payable." Deliver to Purchaser possession of the property. At the closing Purchaser shall pay the cash portion of the purchase price. General real estate taxes for the then current year relating to the Property, interest on any existing indebtedness, and rents, if any, 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 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 shall be paid by Seller. 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 Survey paid by Purchaser Filing fees paid by Purchaser Attorney's fees paid by each respectively 3. ARTICLE VI REAL ESTATE COMMISSIONS Purchaser and Seller represents to the other that it has not engaged and covenants that it will not engage any broker or finder in connection with this Contract so as to give rise to any valid claim for any brokers' or finders' fees or similar compensation. Each party further represents to the other that it has not authorized, and will not authorize, any person to act in a manner so as to give rise to any valid claim for any brokers' or finders' fees or similar compensation, and if any party or their affiliates causes any such fee to be payable, then such party shall bear such fee. ARTICLE VII ESCROW DEPOSIT For the purpose of securing the performance of Purchaser under the terms and provisions of this agreement, Purchaser has delivered to Georgetown 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 agreement as provided in Article IX 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 VIII 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, Purchaser may either (1) enforce specific performance of this agreement, or (2) terminate this contract, upon which the Escrow Deposit shall be forthwith returned by the title company to Purchaser, and no party shall have any further rights, duties or obligations hereunder; as Purchaser's sole and exclusive remedies hereunder, Purchaser hereby waiving any other remedies to which Purchaser may otherwise be entitled. ARTICLE IX 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 terminate this contract and 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 agreement, 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 X MISCELLANEOUS Survival of Covenants 10.01. Any of the representations, warranties, covenants, and agreements of the parties, as well as any rights and benefits of the 4. parties, pertaining to a period of time following the closing of the transactions contemplated hereby shall survive the closing and shall be merged therein. Notice 10.02. 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. Texas Law to Apply 10.03. 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 Hound 10.04. 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 10.05. 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 10.06. 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 10.07. Time is of the essence in this contract. Gender 10.08. 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. 10.09. Upon request of either party, both parties shall promptly execute a memorandum of this agreement suitable for filing of record. Executed to be effective July 27, 1989. % H. E. Gene Williams 3800 One Williams Center Tulsa, Oklahoma 24102 Memorandum of Contract SELLER H W Properties, Inc. By: 5 . H. E. Gene Williams, Executive Vice President % City Manager 221 East Main Street Round Rock, Texas 78664 with copy to: Stephan L. Sheets Stephan L. Sheets & Assoc. 309 East Main Street Round Rock, Texas 78664 By: 6. PURCHASER City of Round Rock Mike Robinson, Mayor Georgetown Title Co., Inc. acknowledges receipt of a check in the amount of $500.00 from the City of Round Rock on July , 1989, for earnest money. By: RESOLUTION NO. 1310 e/ WHEREAS, public health, safety and convenience requires the extension of Tellabs Drive, and WHEREAS, certain right -of -way owned by H W Properties, Inc. is needed for such extension, and WHEREAS, the City Council wishes to purchase said right -of -way, 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 for the purchase of certain right -of -way from H W Properties, Inc., a copy of said Contract being attached hereto for all purposes. RESOLVED this 27th day of July, 1989. ATTEST: i /ALAI % /1L.I JO /NE LAND, City Secretary GbRESTELLABS MIKE ROBINSON, Mayor City of Round Rock, Texas H.E. Gene Williams Executive Vice President Mr. Robert L. Bennett, Jr. City Manager City of Round Rock 221 E. Main Street Round Rock, TX 78664 Dear Bob: Thank you for your letter of July 17, 1989. We accept your offer of 827,007.20 for approximately 0.62 acres of land out of and a part of Lot 1, Block B, Crystal Park, Round Rock, Williamson County, Texas. This acceptance is subject to reaching a final agreement on routing and details of the street to be located in the subject right of way. Bob, as suggested in my letter of May 18, 1989 we feel that it is critically important for the City of Round Rock to assume an active role in making development possible in the areas such as Crystal Park which are within special road districts. In this regard I would like to meet with you to review alternative approaches. Please advise when you would be available. My very best eg ds, H. E. Gene Williams HiW /ds H • W PROPERTIES, INC. 3800 One William Center Tulsa, Oklahoma 74102 (918) 588 -2804 AUSTIN • HOUSTON • PHOENIX • TULSA July 20, 1989 Tnrn o a DATE: July 24, 1989 SUBJECT: Council Agenda, July 27, 1989 ITEM: 10F. Consider a resolution authorizing the Mayor to enter into a contract for the extension of Tellabs Drive. STAFF RESOURCE PERSON: Steve Sheets and Joe Vining STAFF RECOMMENDATION: Approval The attached resolution provides for the purchase of right of way for the extension of Tellabs Drive through the Crystal Park sub- division. The area involved is ± .62 acres. ECONOMIC IMPACT: The total cost for this right of way is $27,007.20. The funding source was approved in the 1989 Capital Budget.