R-2015-2925 - 10/8/2015 RESOLUTION NO. R-2015-2925
WHEREAS, the City of Round Rock ("City") desires to purchase a 1.286 acre tract of land
described as Lot 1, Block A, Riverwalk Subdivision, located at 500 North Mays Street, and
WHEREAS, North Mays, Ltd., 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 North Mays, Ltd., for the purchase of the above described Property, a copy of said Real
Estate Contract being attached hereto as Exhibit"A" and incorporated herein for all purposes.
The City Council hereby finds and declares that written notice of the date, hour, place and
subject of the meeting at which this Resolution was adopted was posted and that such meeting was
open to the public as required by law at all times during which this Resolution and the subject matter
hereof were discussed, considered and foilnally acted upon, all as required by the Open Meetings Act,
Chapter 551, Texas Government Code, as amended.
RESOLVED this 8th day of October, 2015.
ALAN MCGRAW, Mayor
City of Round Rock, Texas
ATTEST:
41W1,,-
SARA L. WHITE, City Clerk
0112.1504;00343283
EXHIBIT
REAL ESTATE CONTRACT
500 North Mays Street
This Real Estate Contract ("Contract") is entered into between NORTH MAYS, LTD.
("Seller"), and the CITY OF ROUND ROCK, a Texas home-rule municipal corporation
(`Buyer") upon the terms and conditions set forth as follows:
1. Purchase and Sale of Property
1.01 Seller sells and agrees to convey, and Buyer purchases and agrees to pay for, all f
of that certain 1.286 acre tract of land located in Williamson County, Texas, being more
particularly described as Lot 1, Block A, Riverwalk Subdivision, a Replat of the East 150 feet of
Bloch 15 and 16, Anderson Addition to the City of Rowed Rock, Williamson County, Texas,
according to the Map or Plat thereof recorded in Cabinet DD, Slides 850-86, Plat Records of
Williamson County, Texas, and as shown in the exhibit attached hereto and incorporated 1lerein
as Exhibit A. p
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1.02 This sale and purchase includes all rights and appurtenances pertaining to the
Property, including any right, title, or interest of Seller in adjacent streets, alleys, or rights-of-
way,together with any improvements, fixtures, and personal property situated on and attached to
the Property.
1.03 The real property described above, and any rights or appurtenances are referred to
in this Contract as the"Property."
2. Sales Price
2.01 Amount of Sales Price. The sales price for the Property shall be the sum of !
EIGHT HUNDRED SIXTY FOUR THOUSAND and NO/100 DOLLARS ($864,000.00)
("Sales Price").
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2.02 Payment of Sales Price. The ftill amount of the Sales Price shall be payable in I
cash at the closing.
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3. Buyers Obligations i
3.01 Conditions to Buyer's Obligations. The Buyer's obligations under this Contract
are subject to the satisfaction of each of the following conditions (any of which may be waived
in whole or in part by Buyer at or before the closing).
3.02 Preliminary Title Report. Within 15 days of the execution of this Contract,Buyer,
at Buyer's expense, will obtain from the Title Company a preliminary title report ("Title
Report"), accompanied by copies of all recorded documents relating to easements,rights-of-way,
etc., affecting the Property.
(A) Buyer will give Seller written notice on or before the expiration of 10 days
after Buyer receives the Title Report that the condition of title as set forth in the Title Report is
or is not satisfactory.
00343311.DOCx
(B) In the event that Buyer states that the condition is not satisfactory, Seller
will promptly undertake to assist Buyer to eliminate or modify all unacceptable matters to the
reasonable satisfaction of Buyer, at Buyer's sole expense. In the event the Seller is unable to so
within 10 clays after receipt of written notice, this Contract may be terminated at the election of
Buyer and the Escrow Deposit will be returned by the Title Company to Buyer. Otherwise, this
condition_will be deemed acceptable and any objection by the Buyer will be deemed waived.
3.03 Surve . Within 20 days from the date of this Contract, Buyer, at Buyer's expense, E
may, at its option, obtain a current plat or survey of the Property, prepared by a licensed Texas
land surveyor selected by Seller.
3.04 Seller's Full Compliance. Seller will have complied with all of the covenants,
agreements, and conditions required by this Contract by the closing date.
4. Representations and Warranties of Seller
Seller represents and warrants to Buyer, as of the Closing Date, as follows:
4.01 There are no parties in possession of any portion of the Property as lessees,
tenants at sufferance, or trespassers.
4.02 Seller has complied with all applicable laws, ordinances, regulations, and
restrictions relating to the Property,or any part of it.
4.03 Seller is not aware of any material physical defects to the Property.
4.04 Other than the information obtained from the reports described in 4.07 below,
Seller is not aware of any environmental hazards or conditions that affect the Property.
4.05 Other than the information obtained from the reports described in 4.07 below,
Seller is not aware that the Property is or has ever been used for the storage or disposal of
hazardous materials or toxic waste, or any underground tanks or containers.
4.06 Other than the information obtained from the reports described in 4.07 below,
Seller is not aware that radon, asbestos insulation or fireproofing, urea formaldehyde foam
insulation, lead based paint or other pollutants or contaminants of any nature now exist or have
ever existed on the Property.
4.07 Seller has provided Buyer with the following environmental reports on the
Property:
(1) UST Closure Report prepared by TMS Environmental Austin, LLC dated
November 17, 1995;
(2) Underground Storage Tank Closure Report prepared by TMS
Environmental Austin, dated December 14, 2005; and
(3) Asbestos Abatement "Closeout Report" prepared by Burcham
Environmental Services, LLC, dated December 21,2005.
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The foregoing reports are the only reports that Seller is aware of regarding environmental
conditions, the storage or disposal of hazardous materials, underground tanks, or pollutants or
contaminants of any nature that have existed on the Property.
5. Closing
5.01 Date and Location. The closing will be held at the office of Capital Title
Company("Title Company"), on or before October 31, 2015 ("Closing Date"), or at a time,date,
and place agreed on by Seller and Buyer, or within 10 days after the completion of any title
curative matters if necessary for items shown on the Title Report or in the Contract.
5.02 Sellers Responsibilities at Closing. At the closing Seller will:
(A) Deliver to Buyer a properly executed and acknowledged Deed (the
"Deed") conveying marketable title in fee simple to all of the Property, free of all liens,
encumbrances, conditions, easements, assessments, and restrictions, except for the following:
(i) Any exceptions approved by Buyer in accordance with Section 3
of this Contract;
(ii) Any exceptions approved by Buyer in writing; and
(iii) Currently existing easements, covenants, conditions and
restrictions of record affecting the Property.
The Deed shall be in the form as shown in Exhibit B attached hereto and incorporated
herein
(B) Deliver to Buyer a Texas Owner's Title Policy, at Buyer's expense, issued
by the Title Company in Buyer's favor in the full amount of the Sales Price, insuring Buyer's fee
simple title to the Property subject to the title exceptions listed in herein, to any other exceptions
approved in writing by Buyer, and to those standard printed exceptions contained in the usual
form of Texas Owner's Title Policy, with the following exceptions:
(i) The boundary and survey exceptions will be deleted;
(ii) The exception as to restrictive covenants will be endorsed"None
of Record",if applicable; and
(iii) The exception as to the lien for taxes will be limited to the year of
closing and will be endorsed "Not Yet Due and Payable".
(C) Deliver to Buyer possession of the Property.
5.03 Buyer's Responsibilities at Closing. At the closing Buyer will pay Seller the Sales
Price.
5.04 Prorations. General real estate taxes for the current year relating to the Property,
interest on any existing indebtedness, rents, insurance, and utility charges, if any, will be
prorated as of the Closing Date and will be adjusted in cash at the Closing. If the Closing occurs
before the tax rate has been fixed for the current year, the apportionment of taxes will be on the
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basis of the tax rate for the preceding year applied to the latest assessed valuation. All special
taxes or assessments to the Closing Date will be paid by Seller, if any.
5.05 Apportionment of Costs. All costs and expenses of closing in consummating the
sale and purchase of the Property will be paid as follows:
(A) Owner's Title Policy paid by Buyer.
(B) Survey paid by Buyer.
(C) Deed, tax certificates, and title curative matters, if any,paid by Buyer.
(D) All other closing costs to be paid by Buyer.
(E) Attorney's fees paid by each respectively.
6. Escrow Deposit
6.01 Purpose and Amount. For the purpose of securing the performance of Buyer
under the terms of this Contract, Buyer has delivered to an authorized escrow agent of the Title
Company, the sum of ONE THOUSAND AND NO/100 DOLLARS ($1,000.00) ("Escrow
Deposit"), which will be paid by the Title Company to Seller in the event Buyer breaches this
Contract as provided in Section 8 of this Contract.
6.02 Instructions at Closing. At the closing, the Escrow Deposit will be paid over to
Seller and applied to the sales price, provided however, that in the event the Buyer has given
written notice to the Title Company that one or more of the conditions to its obligations set forth
in Section 3 of this Contract have not been met, or, in the opinion of Buyer, cannot be satisfied,
as provided for in Section 3 of this Contract, then the Escrow Deposit will be immediately
returned by the Title Company to Buyer.
6.03. Feasibility Period. Buyer may terminate this Contract for any reason within 21
days after the Effective Date (feasibility period) by providing Seller written notice of
termination. If Buyer terminates the Contract pursuant to this Section, the Escrow Deposit shall
be returned by Buyer, less $500 that Seller will retain as independent consideration for Buyer's
unrestricted right to terminate.
6.04 Inspections. During the feasibility period, or upon separate written
authorization from Seller prior to the feasibility period, Buyer at its sole expense may complete
or cause to be completed any and all inspections, studies, or assessments of the Property desired
by Buyer. Buyer shall restore the Property to its original condition if altered due to inspections,
studies, or assessments that Buyer completes or causes to be completed. Except for those matters
that arise from the negligence of Seller or Seller's agents, Buyer is responsible for any claim,
liability, encumbrance, cause of action, and expense resulting from Buyer's inspections, studies,
or assessments, including any property damage or personal injury. To the extent allowed by law,
Buyer will indemnify, hold harmless and defend Seller and Seller's agents against any claim
involving a matter for which Buyer is responsible under this paragraph. This paragraph survives
termination of this Contract.
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7. Breach b. Sy eller•
7.01 Buyer's Rights in the Event of Breach by Seller. If Seller fails to frilly and timely
perform any of its obligations under this Contract or fails to consummate the sale of the Property
for any reason(except for Buyer's default), Buyer will have the right to:
(A) Enforce specific performance of this Contract; or
(B) Request that the Escrow Deposit will be returned by the Title Company to
Buyer.
8. Breach by Buyer
8.01 Seller's Rights in the Event of Breach by Buyer. In the event Buyer fails to
consummate the purchase of the Property, and if Seller is not in default under this Contract,
Seller will have the right to retrieve the Escrow Deposit from the Title Company.
8.02 Liquidated Damages. If the Seller exercises its right to receive the Escrow
Deposit in the event of breach by Buyer, Seller agrees to accept this cash payment as total
damages and as Seller's only remedy under this Contract in the event of Buyer's default.
9. Miscellaneous Provisions
9.01 Assi mrg gent. This Contract is not assignable without the express written consent
of Seller.
9.02 Survival of Covenants. Any of the representations, warranties, covenants, and
agreements of the parties, as well as any rights and benefits of the parties, pertaining to a period
of time following the closing of the transactions contemplated by this Contract, will survive the
closing.
9.03 Notice. 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 Buyer, as the case may be, at the address set forth in the
signature block below.
9.04 Texas Law to Apply. This Contract shall be construed under and in accordance
with the laws of the State of Texas, and all obligations of the parties created hereunder are
performable in Williamson County,Texas.
9.05 Parties Bound. 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.
9.06 Legal Construction. In case any one or more of the provisions contained in this
Contract may for any reason be held to be invalid, illegal, or unenforceable in any respect, this
invalidity, illegality, or unenforceability will not affect any other provision hereof, and this
Contract will be construed as if the invalid, illegal, or unenforceable.provision had never existed.
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9.07 Prior Contracts Superseded. 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 of this Contract.
9.08 Time of Essence. Time is of the essence in this Contract.
9.09 Memorandum of Contract. Upon the request of either party, both parties will
promptly execute a memorandum of this Contract suitable for filing of record.
9.10 Com Llil ante. In accordance with the requirements of Section 20 of the Texas Real
Estate License Act, Buyer is advised that it should be furnished with or obtain a policy of title
insurance, or Buyer should have the abstract covering the Property examined by an attorney of
Buyer's own selection.
9.11 Effective Date. This Contract shall be effective as of the date it is approved by the
Round Rock City Council, which date is indicated beneath the Mayor's signature below.
9.12 Signature Warranty Clause. The signatories to this contract represent and warrant
that they have the authority to execute this Contract on behalf of Seller and Buyer, respectively.
9.13 Real Estate Brokers. Buyer and Seller represent and warrant to each other that
neither party has contracted with any real estate brokers on this transaction.
The parties are signing this Contract on the dates indicated.
SELLER
NORTH MAYS,LTD.
By: TXRR,LLC,
its General Partner
By:
" I
John S. Iery, Tr., its Vice Preside t
Address:
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BUYER
CITY OF ROUND ROCK,TEXAS
221 E. Main Street
Round Rock,TX 78664
By:
Alan McGraw,Mayor
Date:
Attest: For City,Approved as to Form:
Sara White, City Clerk Stephan L. Sheets, City Attorney
7
l
EXHIBIT "A"
PRO'.OGRAPHIC WILAR
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FINAL PLAT OF ,
SLf RIVERWALK SUBDIVISION U
NusJts2z5•x // A REPLAT OF THE EAST 150 FEET OF
BLOCK 15 AND 16,ANDERSON ADDITION S
TO THE CITY OF ROUND ROCK,
MA.T. WILiAMSON COUNTY,TEXAS
u !I4•=m•x rAr 1 OF 2
u
alr)rT4•x Il1r
v a1IMRI-x t.o•
L4 Ler PROJECT N0.1586-2-001-22
IS I tirmrx I aD .
7� BAKER-AICKLEN
6 A880CIATE6,INC, INVluq xwlltu
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DEED
THE STATE OF TEXAS §
COUNTY OF `V4'ILLIAMSON §
NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY
REMOVE OR STRIKE ANY OF THE FOLLOWING INFORMATION FROM THIS ANY
INSTRUMENT THAT TRANSFERS AN INTEREST IN REAL PROPERTY BEFORE IT IS
FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER
OR YOUR DRIVER'S LICENSE NUMBER.
NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS:
That NORTH MAYS, LTD., a Texas limited partnership, hereinafter referred to as Grantor,
whether one or more, for and in consideration of the sum of Ten Dollars ($10.00) and other
good and valuable consideration to Grantor in hand paid by the City of Round Rock, Texas, the
receipt and sufficiency of which is hereby acknowledged, anci for which no lien is retained,
either expressed or implied, have this day Sold and by these presents do Grant, Bargain, Sell
and Convey unto the CITY OF ROUND ROCK, TEXAS, all that certain tract or parcel of land
lying and being situated in the County of Williamson, State of Texas, along with any
improvements thereon, being more particularly described as follows:
All of that certain 1.286 acre tract of land described as Lot 1, Block A of the Riverwalk
Subdivision, as shown on the plat recorded in Cabinet DD, 85 of the Plat Records of
Williamson County,Texas.
RESERVATIONS FROM AND EXCEPTIONS TO CONVEYANCE AND WARRANTY:
Visible and apparent easements not appearing of record;
Any discrepancies, conflicts, or shortages in area or boundary lines or any
encroachments or any overlapping of improvements which a current survey would show;
Easements, restrictions, reservations, covenants, conditions, oil and gas leases, mineral
severances, and encumbrances for taxes and assessments (other than liens and conveyances)
presently of record in the Official Public Records of Williamson County, Texas, that affect the
property, but only to the extent that said items are still valid and in force and effect at this time.
TO HAVE AND TO HOLD the property herein described and herein conveyed together with
all and singular the rights and appurtenances thereto in any wise belonging unto the City of
Round Rock, Texas and its assigns forever; and Grantor does hereby bind itself, its heirs,
executors, administrators, successors and assigns to Warrant and Forever Defend all and
:EXHIBIT
00342991.DOC b
singular• the said premises herein conveyed unto the City of Round Rock, Texas and its assigns
against every person whomsoever lawfully claiming or to claim the same or any part thereof.
IN WITNESS WHEREOF, this izrstrument is executed on this the day of , 2015.
GRANTOR: #
NORTH MAYS, LTD.
By: `iTXRR, LLC,
its General Partner
By:
John S. Avery,Jr., its Vice President
Address:
2.
Acluiowledt!inent
State of Texas §
§
County of §
This instrument was acknowledged before me on this the day of 2015
by , in the capacity and for the purposes and consideration recited herein.
Notary Public, State of Texas
3.
PREPARED IN THE OFFICE OF:
Sheets & Crossfield, P.C.
309 East Main
Round Rock, Texas 78664
GRANTEE'S MAILING ADDRESS:
City of Round Rock
Attn: City Manager
221 East Main Street
Round Rock, Texas 78664
AFTER RECORDING RETURN TO:
Sheets & Crossfield, P.C.
309 East Main
Round Rock, Texas 78664
4.