HomeMy WebLinkAboutPR 15246: SABINE PASS COMMUNITY CENTER & RECREATIONAL FACILITIESP. R. No. 15246
05/01/09 is
RESOLIITION N0.
A RESOLIITION AS IT PERTAINS TO A PIIRCHASE
AGREEMENT FOR PROPERTY IN SABINE PASS FOR A
COMMIINITY CENTER AND ADJACENT RECREATIONAL
FACILITIES
WHEREAS, it is deemed in the best interests of the citizens to
authorize the City Manager to enter into a Purchase Agreement with
Dianne Jackson, individually and as the Executor of the Estate of
George Welch, for the purchase of Tract 128 and any other property
owned by the Estate of George welch and inherited by Diane Jackson,
in Block 8, Range 5, in Sabine Pass as to build a community center
and adjacent recreational facilities for the citizens of Sabine
Pass, in substantially the same form as attached hereto as Exhibit
"A", with a purchase price of $
NOW THEREFORE, BE IT RESOLVED BY THE CITY COIINCIL OF THE CITY
OF PORT ARTHIIR:
Section 1. That the facts and opinions in the preamble
are true and correct.
Section 2. That the City Manager is herein authorized to
enter into a Purchase Agreement for Tract 128 and any other
property owned by the Estate of George Welch and inherited by Diane
Jackson, in Block 8, Range 5, in Sabine Pass as to build a
community center and adjacent recreational facilities for the
citizens of Sabine Pass, in substantially the same form as attached
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hereto as Exhibit "A", with the City Attorney taking such action to
obtain or purchase said tract.
Section 3. That a copy of the caption of this Resolution
be spread upon the Minutes of the City Council.
READ, ADOPTED AND APPROVED on this day of
A.D., 2009, at a Meeting of the City Council of
the City of Port Arthur, by the following vote: AYES:
Mayor
Councilmembers
NOES:
f~~Y/~~4'1~~J ` ~/lL'ccJ
y~MAYOR
ATTEST:
CZTY SECRETARY
APPROVED AS TO FORM:
CITY ATTORNEY
APPROVED FOR ADMINISTRATION:
CITY MANAGER
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APPROVED AS TO THE AVAILABILITY OF FIINDS:
ASSISTANT CITY MANAGER/FINANCE DIRECTOR
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EXHIBIT "A"
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TEXAS ASSOCLATION OF REALTORS®
COMMERCIAL CONTRACT -IMPROVED PROPERTY
USE OF THIS FORM 8Y PERSONS wM110 ARE NOT MEM6ER5 Of THE T6~AS ASSOGATION OF REALTORS®IS NO i AUTHORRED.
OTexas Associatbn of REAUORSA. Inc 2W5
1. PARTIES: Seller agrees to sell and convey to Buyer the Property described in Paragraph 2. Buyer agrees
to buy the Property from Seller for the sales price stated in Paragraph 3. The parties to this contract are:
Seller: Diane Jackson, Individually and as Executor of Estate of
eorge We c
Address:
Phone: Fax'
E-mail:
Buyer: City of Port Arthur
Address.
Phone: Fax:
E-mail.
2. PROPERTY: -~
Jefferson County, Texas at
A. "Property" means that real property situated in
or as follows:
(address) and that is legally described on the attached Exhibit
Tract 128 and any other property owned by Estate of George
Welch in Block 8, Range 5 of the Town of Sabine Pass, as well as
any property inherited by Diane Jackson therein
B. Seller will sell and convey the Property together with:
(1) all buildings, improvements, and fixtures;
(2) all rights, privileges, and appurtenances pertaining to the Property, including Seller's right, title, and
interest in any minerals, utilities, adjacent streets, alleys, strips, gores, and rights-of-way;
(3) Sellers interest in all leases, rents, and security deposits for all or part of the Property;
(4) Sellers interest in all licenses and permits related to the Property;
(5) Sellefs interest in all third party warranties or guaranties, if transferable, relating to the Property or
any fixtures;
(6) Sellers interest in any trade names, if transferable, used in connection with the Property; and
(7) all Seller's tangible personal property located on the Property that is used in connection with the
Property's operations except:
(Describe any exceptions, reservations, or restrictions in Paragraph l2 or an addendum.)
(If the Property is a condominium, attach condominium addendum.)
3. SALES PRICE: At or before closing, Buyer will pay the following sales-price for the Property:
g ...................
A. Cash portion payable by Buyer at dosin $
B. Sum of all financing described in Paragraph 4 ........................... $
C. Sales price (sum of 3A and 38) . $
and Seller _ , - Page 1 of 13
(TAR-1801) 10-18-05 Initialed for Identification by Buyer _,
LOU RICHARD'S REALTY 440 53RD ST., PORT ARTFILIR TX'r7640 ----------.:rr
Phone-.409-982-1101 Fax'. Lou Richard
Commercial Contract -Improved Property concerning
4. FINANCING: Buyer will finance the portion of the sales price under Paragraph 38 as follows:
.This
~ A. Third Party Financing: One or more third party loans in the total amount of $
contract:
^ (1) is not contingent upon Buyer obtaining third party financing.
l~ (2) is contingent upon Buyer obtaining third party financing in accordance with the attached Commercial
Contract Financing Addendum. The City is requesting monies from the
Port Arthur for Positive Action.
^ 8 assumetlthe lex st ngdp omissloryttnote secured bymhe I Property,cwhichnba ancedat d losinguwell be
^ C. Seller Financing: The delivery of a promissory note and deed of trust from Buyer to Seller under the
terms of the attached Commercial Contract Financing Addendum in the amount of $
5. EARNEST MONEY:
t 400 as earnest
A. Not later than days after the effective date, Buyer must deposit $
money with American Title
(escrow agent) at
(address). If Buyer fails to timely deposit the earnest
money, Seller may terminate this contract by providing written notice to Buyer before Buyer deposits the
earnest money and may exercise Sellers remedies under Paragraph 15.
B Buyer will deposit an additional amount of $ with the escrow agent to be made
part of the earnest money on or before:
^ (i) days after Buyer's right to terminate under Paragraph 7B expires; or
^ (ii)
Buyer will be in default if Buyer fails to deposit the additional amount required by this Paragraph 5B
within 3 days after Seller notifies Buyer that Buyer has not timely deposited the additional amount.
C. Buyer may instruct the escrow agent to deposit the earnest money in an interest-bearing account at a
federally insured financial institution and to credit any interest to Buyer.
6. TITLE POLICY, SURVEY, AND UCC SEARCH:
A. Title Policy:
Buyer's
(1) Seller, at Sie~tteXA expense, will furnish Buyer an Owner's Policy of Title Insurance (the title policy
(title company)
issued by
in the amount of the sales price, dated at or after closing, insuring Buyer against loss under the title
policy, subject only to:
(a) those title exceptions permitted by this contract or as may be approved by Buyer in writing; and
(b) the standard printed exceptions contained in the promulgated form of title policy unless this
contract provides otherwise.
(2) The standard printed exception as to discrepancies, conFli nts,lmr ~ovemaents:in area and boundary
lines, or any encroachments or protrusions, or any overlapp g p
~ (a) will not be amended or deleted from the title policy.
^ (b} will be amended to read "shortages in areas" at the expense of ^ Buyer ^ Seller.
(3) Buyer may object to any restrictive covenants on the Property within the time required under
Paragraph 6D.
(4) Within days after the effective date, Seller will furnish Buyer a commitment for title insurance
(the commitment) including legible copies of recorded documents evidencing title exceptions. Seller
authorizes the title company to deliver the commitment and related documents to Buyer at Buyer's
address. The City will pay for the costs of obtaining Title Reports
from American Title. page2of13
(TAR-1801) 10-18-05 Initialed for Identification by Buyer _, -. and Seller _,
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Commercial Contract -Improved Property concerning
B. Survey: Wlthin days after the effective date:
^ (1) Buyer will obtain a survey of the Property at Buyers expense and deliver
Seller. The survey must be made in accordance with the Texas Society of
standards for a Category 1A survey under the appropriate condition.
a copy of the survey to
Professional Surveyors'
^ (2) Seller, at Seller's expense, will furnish Buyer a survey of the Property dated after the effective date.
The survey must be made in accordance with the Texas Society of Professional Surveyors'
standards for a Category 1A survey under the appropriate condition.
^ (3) Seller will deliver to Buyer and the title company a true and correct copy of Seller's existing survey
of the Property dated along with an affidavit required by the title
company for approval of the survey. If the survey is not acceptable to the title company, Seller, at
Seller's expense, will obtain a survey acceptable to the title company and deliver the acceptable
survey to the buyer and the title company within 15 days after Seller receives notice that the
existing survey is not acceptable to the title company. The dosing date will be extended daily up to
15 days if necessary for Seller to deliver an acceptable survey within the time required.
C. UCC Search:
^ (1) Within days after the effective date, Seller, at Seller's expense, will furnish Buyer a Uniform
Commercial Code (UCC) search prepared by a reporting service and dated after the effective date.
The search must identify documents that are on file with the Texas Secretary of State and the
county where the Property is located that relate to all personal property on the Property and show,
as debtor, Seller and all other owners of the personal property in the last 5 years.
^ (2) Buyer does not require Seller to furnish a UCC search.
D. Buyers Objections to the Commitment Survey and UCC Search:
(1) Within 60 days after Buyer receives the commitment, copies of the documents evidencing title
exceptions, any required survey, and any required UCC search, Buyer may object to matters
disclosed in the items if: (a) the matters disclosed constitute a defect or encumbrance to title to the
real or personal property described in Paragraph 2 other than those permitted by this contract or
liens that Seller will satisfy at closing or Buyer will assume at closing; or (b) the items show that any
part of the Property lies in a special flood hazard area (an "A° or "V" zone as defined by FEMA). If
Paragraph 68(1) applies, Buyer is deemed to receive the survey on the earlier of: (i) the date Buyer
actually receives the survey; or (ii) the deadline specified in Paragraph 68.
(2) Seller may, but is not obligated to, cure Buyer's timely objections within 15 days after Seller
receives the objections. The closing date will be extended as necessary to provide such time to
cure the objections. If Seller fails to cure the objections by the time required, Buyer may terminate
this contract by providing written notice to Seller within 5 days after the time by which Seller must
cure the objections. If Buyer terminates, the earnest money, less any independent consideration
under Paragraph 7B(1), will be refunded to Buyer.
(3) Buyer's failure to timely object or terminate under this Paragraph 6D is a waiver of Buyer's right to
object except that Buyer will not waive the requirements in Schedule C of the commitment.
7. PROPERTY CONDITION:
A. Present Condition: Buyer accepts the Property in its present condition except that Seller, at Seller's
expense, will complete the following before closing:
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Commercial Contract -Improved Property concerning
B. Feasibility Period: Buyer may terminate this contract for any reason within 50 days after the
effective date (feasibility period) by providing Seller written notice of termination. (Check only one box.)
~ (1) If Buyer terminatf
4 100
right to terminate.
amount specified
credited to the s
s under this Paragraph 78, the earnest money will be refunded to Buyer less
that Seller will retain as independent consideration for Buyer's unrestricted
Buyer has tendered the independent consideration to Seller upon payment of the
in Paragraph 5A to the escrow agent. The independent consideration is to be
ales price only upon closing of the sale. If no~\do~llarPawounotrhave the ringht to
as
^ (2) Not later than 3 days after the effective date, Buyer must pay Seller $
independent consideration for Buyer's right to terminate by tendering such amount to Seller or
Seller's agent. If Buyer terminates under this Paragraph 7B, the earnest money will be refunded to
Buyer and Seller will retain the independent consideration. The independent consideration will be
credited to the sales price only upon closing of the sale. If no dollar amount is stated in this
o~..,,,.-,.,~ ~ar~~ „r it al Ivar fails to timely pay the independent consideration Buyer will not have
C. Inspections Studies or Assessments:
(1} During the feasibility period, Buyer, at Buyers expense, may complete or cause to be completed
any and all inspections, studies, or assessments of the Property (including all improvements and
fixtures) desired by Buyer.
(2) Seller, at Seller's expense, will turn on all utilities necessary for Buyer to make inspections, studies,
or assessments.
(3) Buyer must:
(a} employ only trained and qualified inspectors and assessors;
(b) notify Seller, in advance, of when the inspectors or assessors will be on the Property;
(c) abide by any reasonable entry rules or requirements of Seller;
(d) not interfere with existing operations or occupants of the Property; and
(e) restore the Property to its original condition if altered due to inspections, studies, or
assessments that Buyer completes or causes to be completed.
(4) 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.
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.
D. Property Information:
(1) DeliveN of Property Information: Within 30 days after the effective date, Seller will deliver to
Buyer:
^ (a} a current rent roll of all leases affecting the Property certifed by Seller as true and correct;
^ (b) copies of all current leases pertaining to the Property, including any modifications, supplements,
or amendments to the leases;
^ (c) a current inventory of all personal property to be conveyed under this contract and copies of any
leases for such personal property;
(TAR-1801) 10-18-05 Indialed for Identification by Buyer _ , _. and Seller _ , -
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Commercial Contract -Improved Property concerning
^ (d) copies of all notes and deeds of trust against the Property that Buyer will assume or that Seller
will not pay in full on or before closing;
^ (e) copies of all current service, maintenance, and management agreements relating to the
ownership and operation of the Property;
O (f) copies of curtent utility capacity letters from the Property's water and sewer service provider;
^ (g) copies of all current warranties and guaranties relating to all or part of the Property;
^ (h) copies of fire, hazard, liability, and other insurance policies that currently relate to the Property;
^ (i) copies of all leasing or commission agreements that currently relate to all or part of the Property;
^ Q) a copy of the "as-built" plans and speafications and plat of the Property;
^ (k) copies of all invoices for utilities and repairs incurred by Seller for the Property in the 24 months
immediately preceding the effective date;
^ (I) a copy of Seller's income and expense statement for the Property from
to
O (m)copies of all previous environmental assessments, geotechnical reports, studies, or analyses
made on or relating to the Property;
^ (n) real 8 personal property tax statements for the Property for the previous 2 calendar years; and
® (p) An documentation that Seller has as to the condition or title
to the property and that she has ossession of.
(2) Return of Property Information: If this contract terminates for any reason, Buyer will, not later than
10 days after the termination date: (a) return to Seller all those items described in Paragraph 7D(1)
that Seller delivered to Buyer and all copies that Buyer made of those items; and (b) deliver copies
of all inspection and assessment reports related to the Property that Buyer completed or caused to
be completed. This Paragraph 7D(2) survives termination of this contract.
E. Contracts Affecting Operations: Until closing, Seller: (1) will operate the Property in the same manner as
on the effective date under reasonably prudent business standards; and (2) will not transferor dispose
of any part of the Property, any interest or right in the Property, or any of the personal property or other
items described in Paragraph 2B or sold under this contract. After the feasibility period ends, Seller may
not enter into, amend, or terminate any other contract that affects the operations of the Property without
Buyers written approval.
8. LEASES: Seller has no leases on the property and it is vacant.
A. Each written lease Seller is to assign to Buyer under this contract must be in full force and effect
according to its terms. Seller may not enter into any new lease, fail to comply with any existing lease, or
make any amendment or modification to any existing lease without Buyer's written consent. Seller must
disclose, in writing, if any of the following exist at the time Seller provides the leases to the Buyer or
subsequently occur before closing:
(1) any failure by Seller to comply with Seller's obligations under the leases;
(2) any circumstances under any lease that entitle the tenant to terminate the lease or seek any offsets
or damages;
(3) any non-occupancy of the leased premises by a tenant;
(4) any advance sums paid by a tenant under any lease;
(5) any concessions, bonuses, free rents, rebates, brokerage commissions, or other matters that affect
any lease; and
(6) any amounts payable under the leases that have been assigned or encumbered, except as security
for loan(s) assumed or taken subject to under this contract.
B. Estoppel Certificates: Within days after the effective date, Seller will deliver to Buyer estoppel
certificates signed not earlier than by each tenant that leases space
in the Property. The estoppel certificates must state:
and Seller _ , _ Page 5 of 13
(TAR-1801) 10-18-05 Initialed for Identification by Buyer _,
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Commercial Contract -Improved Property concerning
(1) that no default exists under the lease by the landlord or tenant as of the date the estoppel certificate
is signed;
(2} the amount of the scheduled rents to be paid through the end of the (ease and any rental payments
that have been paid in advance;
(3) the amount of any security deposit;
(4) the amount of any offsets tenant is entitled against rent;
(5) the expiration date of the lease;
(6) a description of any renewal options; and
(~)
9. BROKERS: There are no brokers.
A. The brokers to this sale are:
License No. Principal Broker License No.
Cooperating Broker
Phone Fax Phone
E-mail: E-mail:
Cooperating Broker represents buyer. Principal Broker: (Check only one box)
^ represents Seller only.
^ represents Buyer only.
^ is an intermediary between Seller and Buyer.
B. Fees: (Check only one box.)
^ (1) Seller will pay Principal Broker the fee specified by separate written commission agreement
between Principal Broker and Seller. Principal Broker will pay Cooperating Broker the fee specified
in the Agreement Between Brokers found below the parties' signatures to this contract.
^ (2) At the closing of this sale, Seller will pay:
Cooperating
Principal Broker a total cash fee of:
^ % of the sales price.
The cash fees will be paid in County, Texas. Seller authorizes
escrow agent to pay the brokers From the Seller s proceeds at closing.
NOTICE: Chapter 62, Texas Property Code, authorizes a broker to secure an earned commission
with a lien against the Property.
C. The parties may not amend this Paragraph 9 without the written consent of the brokers affected by the
amendment.
1Q. CLOSING:
A. The closing of the sale will be on or before July 15 , 2009
or within 7 days after
objections made under Paragraph 6D have been cured or waived, whichever date is later (the closing
date).
(TAR-1801) 10-18-05 Initialed for Identification by Buyer _. _ and Seller, _ Page 6 of 13
Broker a total cash fee of:
_ % of the sales price.
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Commercial Contract -Improved Property concerning
B. If either party fails to close by the closing date, the non-defaulting party may exercise the remedies in
Paragraph 15.
C. At closing, Seller will execute and deliver to Buyer, at Seller's expense, a ^ general ®special warranty
deed. The deed must include a vendor's lien if any part of the sales price is financed. The deed must
convey good and indefeasible title to the Property and show no exceptions other than those permitted
under Paragraph 6 or other provisions of this contract. Seller must convey the Property:
(1) with no liens, assessments, or Uniform Commercial Code or other security interests against the
Property which will not be satisfied out of the sales price, unless securing loans Buyer assumes;
(2} without any assumed loans in default; and
(3) with no persons in possession of any part of the Property as lessees, tenants at sufferance, or
trespassers except tenants under the written leases assigned to Buyer under this contract..
D. At closing, Seller, at Sellers expense, will also deliver to Buyer:
(1) tax statements showing no delinquent taxes on the Property;
(2) a bill of sale with warranties to title conveying title, free and clear of all liens, to any personal
property defined as part of the Property in Paragraph 2 or sold under this contract;
(3) an assignment of all leases to or on the Property;
(4} to the extent that the following items are assignable, an assignment to Buyer of the following items
as they relate to the Property or its operations:
(a) licenses and permits;
(b) maintenance, management, and other contracts; and
(c) waranties and guaranties;
(5) a rent roll current on the day of the closing certified by Seller as true and cored;
(6) evidence that the person executing this contract is legally capable and authorized to bind Seller;
(7) an affidavit acceptable to the escrow agent stating that Seller is not a foreign person or, if Seller is a
foreign person, a written authorization for the escrow agent to: (i) withhold from Seller's proceeds an
amount sufficient to comply applicable tax law; and (ii) deliver the amount to fhe Internal Revenue
Service together with appropriate tax forms; and
(8) any notices, statements, certificates, affidavits, releases, and other documents required by this
contrail, the commitment, or law necessary for the closing of the sale and the issuance of the title
policy, all of which must be completed and executed by Seller as necessary.
E. At closing, Buyer will:
(1) pay the sales price in good funds acceptable to the escrow agent;
(2) deliver evidence that the person executing this contract is legally capable and authorized to bind
Buyer;
(3) sign and send to each tenant in the Property a written statement that:
(a) acknowledges Buyer has received and is responsible for the tenant's security deposit; and
(b) specifies the exact dollar amount of the security deposit;
(4) sign an assumption of all leases then in effect; and
(5) execute and deliver any notices, statements, certificates, or other documents required by this
contract or law necessary to close the sale.
F. Unless the parties agree otherwise, the closing documents will be as found in the basic forms in the
current edition of the State Bar of Texas Real Estate Forms Manual without any additional clauses.
11. POSSESSION: Seller will deliver possession of the Property to Buyer upon closing and funding of this sale
in its present condition with any repairs Seller is obligated to complete under this contract, ordinary wear
and tear excepted. Any possession by Buyer before closing or by Seller after closing that is not authorized
by a separate written lease agreement is alandlord-tenant at sufferance relationship between the parties.
and Seller _ , - Page 7 of 13
(TAR-1801) 10-18-OS Initialed For Identification by Buyer _ ,
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12. SPECIAL PROVISIONS: (Identify exhibit if special provisions are contained in an attachment.)
(a) This sale or transfer is conditioned on the purchase by the City of
Port Arthur of any and all interest, if any, of Billy Williams in
the adjacent Tract 116.
(b) If the City purchases Tract 128 and any othertprownedybywDianey the
Estate of George Welch, as well as the prop y
willspay a1lBclosing costs and allhbackwad valoremetaxes, the City
13. SALES EXPENSES:
A. Sellers Expenses: Seller will pay for the following at or before Dosing:
(1) releases of existing liens, other than those liens assumed by Buyer, including prepayment penalties
and recording fees;
(2) release of Seller's loan liability, if applicable;
(~~ta~c-steter~eRts w sertifrcates,
(arpreparatian bf•the-did-and~„y~~lbf sale;-
(5} anehalf of-arry-escrovrfee-
(6} easts tmrecorcl-any-c4ocamerttsio careiiHe ~bjectior*s-that~eNefrna `st~+~ei ~~
(7) other expenses that Seller will pay under other provisions of this contract.
B. Buyer's Expenses: Buyer will pay for the following at or before closing:
(1) all loan expenses and fees;
(2) preparation fees of any deed of trust;
(3) recording fees for the deed and any deed of trust;
(4) premiums for Flood and hazard insurance as may be required by Buyer's lender;
(5) one-half of any escrow fee; and
(6) other expenses that Buyer will pay under other provisions of this contract.
14. PROBATIONS:
A. Prorations.
(1) Interest on any assumed loan, taxes, rents
prorated through the closing date.
and any expense reimbursements from tenants will be
(2) If the amount of ad valorem taxes for the year in which the sale closes is not available on the closing
date, taxes will be prorated on the basis of taxes assessed in the previous year. If the taxes for the
year in which the sale closes vary from the amount prorated at closing, the parties will adjust the
prorations when the tax statements for the year in which the sale closes become available. This
Paragraph 14A(2) survives closing.
(3) If Buyer assumes a loan or is taking the Property subject to an existing lien, Seller will transfer all
reserve deposits held by the lender for the payment of taxes, insurance premiums, and other
and Seller _, _ Page 8 of 13
(TAR-1801) 10-18-05 Indialed for Identification by Buyer _, _
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Commercial Contract -Improved Property concerning
charges to Buyer at closing and Buyer will reimburse such amounts to Seller by an appropriate
adjustment at closing.
B Raluation on the Propellrty claamed by Seller results nr~he assessment ofnadd do al taxesl, penalt esclor
interest (assessments) for periods before closing, the assessments will be the obligation of Seller. If this
sale or Buyer's use of the Property after closing results in additional assessments for periods before
closing, the assessments will be the obligation of Buyer. This Paragraph 148 survives closing.
C. Rent and Security Deposits: At closing, Seller will tender to Buyer all fecaid exep nsesa advancelliental
advance payments received by Seller fPr per ds after closin P p P ~ P but received by
payments, and other advance payments aid b tenants. Ro whom it was prorated within 5 days after
the other pafij will be remitted by the recipient to the party
the rent is received. This Paragraph 14C survives closing.
15. DEFAULT:
A. If Buyer fails to comply with this contract, Buyer is in default and Seller may:
(1) terminate this contract and receive the earnest money as liquidated damages, thereby releasing the
parties from this contract; or
(2) enforce specific performance, or seek other relief as may be provided by law, or both.
B. If, without fault, Seller is unable within the time allowed to deliver the estoppel certificates, survey or the
commitment, Buyer may:
(1) terminate this contract and receive the earnest money, less any independent consideration un er
Paragraph 76(1), as the sole remedy; or
(2) extend the time for performance up to 15 days and the closing will be extended as necessary.
C. Except as provided in Paragraph 156, if Seller fails to comply with this contract, Seller is in default and
Buyer may:
(1) terminate this contract and receive the earnest money, less any independent consideration un er
Paragraph 78{1}, as liquidated damages, thereby releasing the parties from this contract, or
(2) enforce specific performance, or seek such other relief as may be provided by law, or both.
16. CASUALTY LOSS AND CONDEMNATION:
A Seller must restore theeProperty toa9s previous conditionfas soon as reasonably posshble andinotdlater
than the closing date. If, without fault, Seller is unable to do so, Buyer may:
(1) terminate this contract and the earnest money, less any independent consideration under Paragraph
7B(1), will be refunded to Buyer;
(2) extend the time for pe th Pro sup in It ddamaged lconditonl; (u)eane assignment ofsany insurance
(3) accept at closing: (i) P rt`y
proceeds Seller is entitled to receive along with the insurers consent to the assignment; and (iii a
credit to the sales price in the amount of any unpaid deductible under the policy for the loss.
B. If before closing, condemnation proceedings are commenced against any part of the Property, Buyer
may:
(1) terminate this contract by providing written notice to Seller within 15 days after Buyer is advised o
the condemnation proceedings and the earnest money, less any independent consideration under
Paragraph 7B(1), will be refunded to Buyer, or
(2) to p(a)rSel erdand hehsalesdpr ce willnberieduced by the samewamount; or (b)yBuyerl and the slale9
price will not be reduced.
Page 9 of 13
and Seller _, --
(TAR-1801)10-18-OS Initia{ed for Identification by Buyer _, --
---------.ffx
Produced with ZipFomA9 Cy Z~P~o9r~ ~~~~ Fdleen Mile Road, Fraser, Micftigan 48026 ww++1b~~ x ~'^
Commercial Contract -Improved Property concerning
art in any legal
17. ATTORNEY'S FEES: If Buyer, Seller, any broker, or any escrow agent is a prevai ing p
proceeding brought under or with relation to this convact or this transaction, such party is entitled to recover
from the non-prevailing parties all costs of such proceeding and reasonable attorney's fees. This Paragraph
17 survives termination of this contract.
18. ESCROW:
A. At closing, the eamest money will be applied first to any cash down payment, then to Buyer's closing
costs, and any excess will be refunded to Buyer. uire payment of
ent from
B. If both parties make written demand for the earnest money, escrow agent may r
unpaid expenses incurred on behalf of the parties and a written release of liability of escrow ag
all parties.
C. If one party makes written demand for the earnest money, escrow agent will give notice of the demon
by providing to the other party a copy of the demand. If escrow agent does not receive written objection
to the demand from the other party within 15 days after the date escrow agent sent the demand tot e
a making demand, reduced by the
other party, escrow agent may disburse the earnest monea~o receiving the eamest money and escrow
amount of unpaid expenses incurred on behalf of the p Y
agent may pay the same to the creditors. 1 before disbursing any
D. Escrow agent will deduct any independent consideration under Paragraph 7B( }
eamest money to Buyer and will pay the independent consideration to Seller. ent from all
E. If escrow agent complies with this Paragraph 18, each party hereby releases escrow ag
claims related to the disbursal of the earnest money.
F escrow agenirarei effecti 9eaupon aeceipt by escrow agentified mail, return receipt requested. Notices to
i9. MATERIAL FACTS: To the best of Seller's knowledge and belief: {Check only one box.)
I~ A. Seller is not aware of any material defects to the Property except as stated in the attached Properly
ro ert was damaged by Hurricaro erty ishnow vacant.
Condition Statement. Thep P Y
structures have been demolished and removed. The p P
® B. Except as otherwise provided in this contract, Sell sr for iron aovements;
(1) any subsurface: structures, pits, waste, spring , P
(2) any pending or threatened litigation, condemnation, or assessment affecting the Property;
(3) any environmental hazs or has beentused far he storage oedisposal of hazardous materials or toxic
(4) whether the Property
waste, a dump site or landfill, or any underground tanks or containers; or other
(5) wa nth toxicdmold (to theoextenttthat 9 adversely affectsfthe health of o d n ry occulpants)ad-based
P
pollutants or contaminants of any nature now exist or ever existed on the Prope y;
(6) any wetlands, as defined by federal or state taw or regulation, on the Property,
(7) any threatened or endangered species or their habitat on the Property; s improvements;
(8) any present or past infestation of wood-destroying inso! surround ng area that would materially and
(9) any contemplated material changes to the Property
detrimentally affect the ordinary use of the Property;
(10) any material physical defects in the improvements on the Property; or
(11) any condition on the Property that violates any law or ordinance.
(Describe any exceptions to (1)-(11) in Paragraph 12 or an addendum.)
Page 10 of 13
and Seller _. -
(TAR-1801) 10-18-05 Initialed for Identification by Buyer _ , -
- - - .zfx
Loa < corn
Pmdviced with ZipFormA by zipLogit 18070 FHeen Mik Road, Fraser, Michigan 48026
Commercial Contract -Improved Property concerning
25. ADDITIONAL NOTICES:
A. Buyer should have an abstract covering the Property examined
hed with or obtain a title policy.
by an attorney of Buyer's selection, or
Buyer should be furnls water, sewer, drainage,
is situated in a utility or other statutorily created district provi Ing
B. If the Property wires Seller to deliver and
or flood control facilities and services, Chapter 49, Texas Water Code, req
Buyer to sign the statutory notice relating to the tax rate, bonded indebtedness, or standby fees of the
district before final execution of this contract.
ert described below, that you are abloauW to
C. Notice Required by §13.257, Water Code: "The real prop Y.. ,s located in a
purchase may be located in a certificated water or sewer service area, which is authorized by
provide water or sewer service to the properties in the certificated area. If your property
be special costs or charges that you will be required to pay before you can
certificated area there may be a period required to construct lines or other facilities
receive water or sewer service. There may our roperty. You are advised to determine if the
necessary to provide water or sewer service toy p rovider to determine the cost that you
property is in a certificated area and c f anct that islirequired t provide water or sewer service to your
will be required to pay and the period, Y.
ro ert described in the notice or at
property. The undersigned purchaser hereby acknowledges receipt of the foregoing 2 olf tfilstcontracL
the execution of a binding contract for tThe real property s des Gibed in Para rap
closing of purchase of the real property'
D. If the Property adjoins or shares a common boundary with the tidally influenced submerged lands oft e
.135 Texas Natural Resources Code requires a notice regarding coastal area property to be
state, §33
included as part of this contract.
1.025, Texas Natural Resources
art of this
E. If the Property is located seaward of the Gulf Intracoastal Waterway,
Code, requires a notice regarding the seaward location of the Property to be included as p
contract. ma now or later be included
now or later be subject to annexation
F. If the Property is located outside the limits of a municipality, the Prope y
alit maintains a map that depicts its boundaries and ETJ. o
in the extra-territorial jurisdiction (ETJ) of a municipality and may Id contact all municipalities
G
H
by the municipality. Each munlclp Y er show
determine if the Property is located within a r'-'forcfurthersnform ao
located in the general proximity of the Property
and the units were built before 1978, federal
art of this contract.
If apartments or other residential units are on the Prope y
law requires alead-based paint and hazard disclosure statement to be made p of an mold remediation
Section 1958.154, Occupations Code requires Seller receding the date the Seller sells the Property.
certificate issued for the Property during the 5 years p
ert ins ections, surveys, engineering studies, environmental
(lance with zoning, governmental regulations, or laws.
Brokers are not qualified to perform prof Y P
assessments, or inspections to determine comp
Buyer should seek experts to perform such services. Selection of experts, inspectors, and repairmen Is
the responsibility of Buyer and not the brokers. constitutes an offer to buy or sell
26. CONTRACT AS OFFER: The execution of this contract by the first pa
accepts the offer by 5:00 p m., in the time zone in which the Property is
the Property. Unless the oth20p09 y the offer will lapse and become null and void.
located, on May 10 ,
(TAR-1801) 10-18-05
Page 12 oft I
and Seller __ ,
InRialed for Identification by Buyer _. -
oLOCtt coin
7 induced vrilft ZipFOm+'D by ziplogix t80T0 Ffleen Mile Road, Fraser, Michigan 48~L5
Commercial Contract -Improved Property concerning fe5entallOn Or
READ THIS CONTRACT CAREFULLY. The brokers and agents make no rep
recommendation as to the legal sufficiency, legal effect, or tax consequences of this document or
transaction. CONSULT your attorney BEFORE signing.
Buyer:
By:
Printed Name:_
Title:
Buyer:
By:
Printed Name:
Title:
City of Port Arthur
Seller:
By:
Printed Name: Diane Jackson
Individually
Title: of Es__--tate-°f
Seller: _----
By:
Printed Name:
Title: _---
and as Executor
George Welch
AGREEMENT BETWEEN BROKERS (Cooperating Broker) a
Principal Broker agrees to pay _% of the sales price when the Principal Broker's fee is
fee of S
received. Escrow agent is authori ed and dir ay CooporaofferBrandragreementspforgcomepensation
closing. This Agreement Between Brokers supersedes any p
between brokers.
Principal Broker
Cooperating Broker
By:
Buyer's attorney is:
Name:
Address:
Phone & Fax
By:
ATTORNEYS
Seller's attorney is.
Name
Address:
Phone & Pax
E-mail:
E-mail:
Seller's attorney requests copies of documen s,
Buyer's attorney requests copies of documents, notices, and other information.
notices, and other information: ^ the title company sends to Seller.
^ the title company sends to Buyer. ^ gayer sends to Seller.
^ Seller sends to Buyer.
ESCROW RECEIPT
Escrow agent acknowledges receipt of
^ A. the contract on this day
^ B. earnest money in the amount of
on
Escrow Agent
By:
(effective date),
in the form of
Address:
Phone & Fax:
E-mail:
Page 13 of 13
(TAR-1801) 10-18-05