HomeMy WebLinkAboutPO 7254: SALE OF 1.417 ACRE TRACT OF CITY-OWNED VACANT LAND, PORT PLAZA DRIVE AND MEDICAL CENTER BLVD., SPECIAL WARRANTY DEED P.O. No. 7254
09/10/24 ht
ORDINANCE NO.
AN ORDINANCE AUTHORIZING THE SALE OF A 1.417 ACRE TRACT OF
CITY-OWNED VACANT LAND, IDENTIFIED AS PARCEL NO. 268047
(TRACT 7B), LOCATED AT PORT PLAZA DRIVE AND MEDICAL
CENTER BOULEVARD, AND FURTHER AUTHORIZING THE CITY
MANAGER TO EXECUTE A SPECIAL WARRANTY DEED FOR THE
CONVEYANCE
WHEREAS, the City Council authorized a motion to list the 1.417-acre tract of land,
identified as Parcel No. 268047 (Tract 7B), located at Port Plaza Drive and Medical Center Blvd.,
with a licensed real estate broker, as required by the Texas Local Government Code (TLGC); and
WHEREAS, in accordance with Section 253.014 of the TLGC, the City entered into a
contract with a licensed real estate broker to list the subject property at its fair market value of
$478,500.00, as determined by a certified appraisal; and
WHEREAS,the property was listed on the Multiple Listing Service(MLS)for a minimum
of thirty(30)days,during which no offers were received,and consequently,has since remained on
the market for sale; and
WHEREAS,during the property's duration on the market,several potential buyers expressed
interest;however,no formal offers were made due to various encumbrances and restrictions on the
land; and
WHEREAS,a ready,willing and able buyer has now been produced by the broker and it is
deemed in the best interest of the City Council to approve the final sale and authorized conveyance to
prospective buyers, Ashwin Patel and Nilesh Patel, for the amount of$478,500.00 as outlined in
Exhibit"A"; and
WHEREAS,the prospective buyers have requested that the sale and transfer of the property
be executed through their newly formed company,Pinewood Hotel,LLC,as also outlined in Exhibit
',An
NOW THEREFORE,BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF PORT ARTHUR:
Section 1. That the facts and opinions in the preamble are true and correct.
Section 2. That the City Council finds that the requirements under§253.014 of the Texas
Local Government Code have been properly met and that a ready, willing and able buyer was
produced by the licensed real estate broker utilizing the multiple listing service.
Section 3. That the City Manager,is hereby authorized to sell the 1.417 acre tract of city-
owned vacant land for the fair market value amount of$478,500.00,less the closing and brokerage
fees.
Section 4. That the final conveyance will be contingent upon closing and execute a
Special Warranty Deed, in substantially the same form attached hereto as Exhibit"B".
READ,ADOPTED AND APPROVED on this day of , A.D., 2024,
at a Council Meeting of the City Council of the City of Port Arthur, Texas,by the following vote:
AYES:
Mayor:
Councilmembers:
NOES:
Thurman Bill Bartie,
Mayor
ATTEST:
Sherri Bellard,
City Secretary
AP ROVED AS TO FORM:
( ' `70
Roxann neo,
City Attorney
APPROV£ ifr
ADMINISTRATION:
:.
Ron Burton, C' 7F
City Manage
EXHIBIT "A"
(Contract)
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TEXAS REALTORS
COMMERCIAL CONTRACT - UNIMPROVED PROPERTY
USE OF THIS FORM BY PERSONS WHO ARE NOT MEMBERS OF THE TEXAS ASSOCIATION OF REALTORS®,INC.IS NOT AUTHORIZED.
®Texas Association of REALTORS®,Inc.2022
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: City of Port Arthur% Ron Burton�City Mgr.
Address: P. O. Box 1089, Port Arthur 1 Tx. 77641
Phone: (409)983-8126 E-mail: huy.tran(14portarthurtx.gov
Mobile: Fax or Other:
Buyer: Ashwin Patel or ItsAssigni_Nilesh Patel
Address: 3180 W Lake Side Dr.,Beaumont Tx. 77707
Phone: (409)554-0874 Ext. 102 E-mail:apatel@pmihotels.net & npatei@pmihoteis.net
Mobile: (409)351-4555 Fax or Other:
2. PROPERTY:
A. "Property" means that real property situated in — Jefferson County, Texas at
S Corner of Medical Center&Pt.PlazaDr.,_Port Arthur,Tx 77640
(address) and that is legally described on the attached Exhibit or as follows:
Track 7B Replat of Lot 5, Track 3, Block 12, Range J. Palco Addition, Jefferson County Tx.
B. Seller will sell and convey the Property together with:
(1) 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;
(2) Seller's interest in all leases, rents, and security deposits for all or part of the Property; and
(3) Seller's interest in all licenses and permits related to the Property.
(Describe any exceptions, reservations, or restrictions in Paragraph 12 or an addendum.)
(If mineral rights are to be reserved an appropriate addendum should be attached.)
3. SALES PRICE:
A. At or before closing, Buyer will pay the following sales price for the Property:
(1) Cash portion payable by Buyer at closing $ 478;500.00
(2) Sum of all financing described in Paragraph 4 $
(3) Sales price (sum of 3A(1) and 3A(2)) $ 478 500.00
(TXR-1802)07-08-22 Initialed for Identification by Seller and Buyer Page 1 of 15
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B. Adjustment to Sales Price: (Check (1) or(2) only.)
X (1) The sales price will not be adjusted based on a survey.
(2) The sales price will be adjusted based on the latest survey obtained under Paragraph 6B.
a) The sales price is calculated on the basis of$ per:
(i) square foot of total area net area.
(ii) acre of total area net area.
(b) "Total area" means all land area within the perimeter boundaries of the Property. "Net area"
means total area less any area of the Property within:
(i) public roadways;
(ii) rights-of-way and easements other than those that directly provide utility services to the
Property; and
(iii)
(c) If the sales price is adjusted by more than % of the stated sales price, either party
may terminate this contract by providing written notice to the other party within days
after the terminating party receives the survey. If neither party terminates this contract or if the
variance is less than the stated percentage, the adjustment to the sales price will be made to
the cash portion of the sales price payable by Buyer.
4. FINANCING: Buyer will finance the portion of the sales price under Paragraph 3A(2)as follows:
7 A. Third Party Financing: One or more third party loans in the total amount of$
This contract:
( (1) is not contingent upon Buyer obtaining third party financing.
[� (2) is contingent upon Buyer obtaining third party financing in accordance with the attached
Commercial Contract Financing Addendum (TXR-1931).
L J B. Assumption: In accordance with the attached Commercial Contract Financing Addendum (TXR-1931),
Buyer will assume the existing promissory note secured by the Property, which balance at closing will
be $
_I C. Seller Financing: Buyer will deliver a promissory note and deed of trust to Seller under the terms of the
attached Commercial Contract Financing Addendum (TXR-1931) in the amount of$ ,
5. EARNEST MONEY:
1 A. Not later than 3 days after the effective date, Buyer must deposit $ $5,000.00 as earnest
money with Texas Regional Title Co, (title company)
at 7675 Folsom Dr., Bldg., 100-Beaumont,Tx 77706 (address) Molly (closer).
If Buyer fails to timely deposit the earnest money, Seller may terminate this contract or exercise any of
Seller's other remedies under Paragraph 15 by providing written notice to Buyer before Buyer deposits
the earnest money.
B. Buyer will deposit an additional amount of$ N/A with the title company to be made
part of the earnest money on or before:
H (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 Bu r has not timely deposited the additional amount.
(TXR-1802)07-08-22 Initialed for Identification by Seller and Buyer Page 2 of 15
Lou Richard Realty 440 53rd St Port Arthur,TX 77640 Phone.(409 82-1101 Fez.(409)982-I101 Untitled
Lou Richard Produced with Lone Wolf Transactions(zipForm Edition)717 N Harwood St,Suite 2200,Da(as,TX 75201 bOpOn b nILCAm
Commercial Contract-Unimproved Property concerning $Qorn_er of Madlcal Canter&Pt.Plaza Dr„Port Arthur,Tx77.640
C. Buyer may instruct the title company 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 AND SURVEY:
A. Title Policy:
(1) Seller, at Seller's expense, will furnish Buyer an Owner's Policy of Title Insurance (the title policy)
issued by any underwriter of the title company 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, conflicts, or shortages in area and boundary
_ lines, or any encroachments or protrusions, or any overlapping improvements:
X (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 Buyer Seller.
(3) 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.
B. Survey:Within 3 _ days after the effective date:
(1) Buyer will obtain a survey of the Property at Buyer's expense and deliver a copy of the survey to
Seller. The survey must be made in accordance with the: (i) ALTA/NSPS Land Title Survey
standards, or (ii) Texas Society of Professional Surveyors' standards for a Category 1A survey
under the appropriate condition. Seller will reimburse Buyer (insert
amount) of the cost of the survey at closing, if closing occurs.
LI (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: (i) ALTA/NSPS Land Title Survey standards, or
(ii) Texas Society of Professional Surveyors' standards for a Category 1A survey under the
appropriate condition.
!Xi (3) Seller will deliver to Buyer and the title company a true and correct copy of Seller's most recent
survey of the Property along with an affidavit required by the title company for approval of the
existing survey. If the existing survey is not acceptable to the title company, Seller ;X Buyer
(updating party), will, at the updating party's expense, obtain a new or updated survey acceptable
to the title company and deliver the acceptable survey to the other party and the title company
within 30 days after the title company notifies the parties that the existing survey is not acceptable
to the title company. The closing date will be extended daily up to 30 days if necessary for the
updating party to deliver an acceptable survey within the time required. The other party will
reimburse the updating party TBD (insert amount or percentage) of the cost
of the new or updated survey at closing, if closing occurs.
C. Buyer's Objections to the Commitment and Survey:
(1) Within 10 days after Buyer receives the last of the commitment, copies of the documents
evidencing the title exceptions, and any required survey, Buyer may object in writing to matters
disclosed in the items if: (a)the matters disclosed are a restriction upon the Property or constitute a
defect or encumbrance to title other than thos permitted by this ontract or liens that Seller will
(TXR-1802)07-08-22 Initialed for Identification by Seller __ and Buyer , Page 3 of 15
Lou Richard Realty 440 53rd St Part Arthur.TX 77640 Phone:(409)98-I101 Fax.(409)982-1101 Untitled
Lou Richard Produced with Lone Wolf Transactions(zipForm Edition)717 N Harwood St,Suite 2200,Dallas,TX 75201 www.lwnlf cam
Commercial Contract-Unimproved Property concerning S Corner gf_Medlcgl center$PS,,_Plaza Qr,,Port Arthur,Tx 77640
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 the commitment or
survey is revised or any new document evidencing a title exception is delivered, Buyer may object
in writing to any new matter revealed in such revision or new document. Buyer's objection must be
made within the same number of days stated in this paragraph, beginning when the revision or new
document is delivered to Buyer. If Paragraph 6B(1) applies, Buyer is deemed to receive the survey
on the earlier of: (i) the date Buyer actually receives the survey; or (ii) of the deadline specified in
Paragraph 6B.
(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 6C 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: Buyer accepts the property in its"AS IS"
condition.
B. Feasibility Period: Buyer may terminate this contract for any reason within N/A days after the
effective date (feasibility period) by providing Seller written notice of termination.
(1) Independent Consideration. (Check only one box and insert amounts.)
(a) If Buyer terminates under this Paragraph 7B, the earnest money will be refunded to Buyer less
$ that Seller will retain as independent consideration for Buyer's
unrestricted right to terminate. Buyer has tendered the independent consideration to Seller
upon payment of the amount specified in Paragraph 5A to the title company. The independent
consideration is to be credited to the sales price only upon closing of the sale. If no dollar
amount is stated in this Paragraph 713(1) or if Buyer fails.to deg it the earnest money. Buyer
will not have the right to terminate under this Paragraph 7B.
I (b) Not later than 3 days after the effective date, Buyer must pay $ as
independent consideration for Buyer's right to terminate by tendering such amount to the title
company. Buyer authorizes escrow agent to release and deliver the independent consideration
to Seller at any time upon Seller's request without further notice to or consent from Buyer. 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 Paragraph
7B(2)_pr1f BuyerlailaiQ pay the independent consideration. Buyer will not have the right
terminate under this Paragraph 7B.
(2) Feasibility Period Extension: Prior to the expiration of the initial feasibility period, Buyer may extend
the feasibility period for a single additional period of 0 days by delivering $
to the title company as additional earnest money.
(a) $ of the additional earnest money will be retained by Seller as additional
independent consideration for Buyer's unri ',act-o right to term_' te, but will be credited to the
(TXR-1802)07-08-22 Initialed for Identification oy Seller c/ and Buyer Page 4 of 15
Lou Richard Realty 440 03rd St Pon Arthur,TX 77640 Phone'.(409)9 2•I 101 Fax.(409)982-I 101 Uottled
Lou Richard Produced with Lone Wolf Transactions(zipForrn Edition)717 N Harwood St,Suite 2200,Dallas,TX 75201 y,ww Iwnll tom
Commercial Contract-Unimproved Property concerning S CorQar of Medical Center&Pt<._Plaze Dr,,.PortArthur,Tx 77640
sales price only upon closing of the sale. If Buyer terminates under this Paragraph 7B, the
additional earnest money will be refunded to Buyer and Seller will retain the additional
independent consideration.
i
(b) Buyer authorizes escrow agent to release and deliver to Seller the following at any time upon
Seller's request without further notice to or consent from Buyer:
(i) The additional independent consideration,
(ii) (Check no boxes or only one box.)
all on$ of the remaining portion of the additional earnest money,
which will be refunded to Buyer if Buyer terminates under this Paragraph 7B or if Seller
defaults under this contract.
If no dollar amount is stated in this Parsigtraph 7B(2) as acts.i,tlmal eanest nay or as additional
independent consideration._o_C_if Buyer_failsJ4 timely deliver the additional earnest money. the
extension of the feasibility period will not be effective.
C. Inspections. Studies. or Assessments:
(1) During the feasibility period, Buyer, at Buyer's 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) 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.
(3) 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) Delivery of Property Information: Within days after the effective date, Seller will deliver to
Buyer the following to the extent in Seller's possession or control: (Check all that apply.)
j (a) copies of all current leases, including any mineral leases, pertaining to the Property, including
any modifications, supplements, or amendments to the leases;
I (b) 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;
(c) copies of all previous environmental assessments, geotechnical reports, studies, or analyses
made on or relating to the Property;
(d) copies property tax statements for the Property for the previous 2 calendar years;
(e) plats of the Property;
(f) copies of current utility capacity letters from the Property's water and sewer service provider;
and
L (g)
*,.
(TXR-1802)07-08-22 Initialed for Identification by Seller and Buyerf
, ___ Page 5 of 15
Lou Richard Realty 440 53rd St Port Arthur,TX 77640 Phone (409) 1 Fax (409)982.1101 Untitled
Lou Richard Produced with Lone Wolf Transactions(z,prorrn Edition)717 N Harwood St,Suito 2200,Dallas,TX 75201 vnro Iwoll com
Commercial Contract-Unimproved Property concerning scorner of Medical.Centet8t Pt._Plaza Ds port Arthur,Tx 77640
(2) Return of Property Information: If this contract terminates for any reason, Buyer will, not later than
10 days after the termination date: (Check all that apply.)
- (a) return to Seller all those items described in Paragraph 7D(1) that Seller delivered to Buyer in
other than an electronic format and all copies that Buyer made of those items;
Ej (b) delete or destroy all electronic versions of those items described in Paragraph 7D(1) that Seller
delivered to Buyer or Buyer copied in any format; and
- (c) deliver to Seller 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 transfer or
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 Buyer's written approval.
8. LEASES:
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 advance sums paid by a tenant under any lease;
(4) any concessions, bonuses, free rents, rebates, brokerage commissions, or other matters that affect
any lease; and
(5) 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 include the certifications contained in the current version
of TXR Form 1938 - Commercial Tenant Estoppel Certificate and any additional information requested
by a third party lender providing financing under Paragraph 4 if the third party lender requests such
additional information at least 10 days prior to the earliest date that Seller may deliver the signed
estoppel certificates.
• Ae;
(TXR-1802)07-08-22 Initialed for Identification by Seller r, and Buyer Page 6 of 15
Lou Richard Realty 440 53rd St Port Arthur,TX 77640 Phone.(409)9 -1101 Fan:(409)982-1101 Untitled
Lou Richard Produced with Lone Wolf Transactions(zipFotm Edition)717 N Harwood St,Suite 2200.Dallas,TX 75201 1poms lwolf cAm
Commercial Contract-Unimproved Property concerning Corner of Medical Cent .pt,Plaza Dr.,Port Arthur,Tx 77640
9. BROKERS:
A. The brokers to this sale are:
Principal Broker:Lou Richard's Realty Cooperating Broker:
Agent: Agent:
Address:440 53rd St. Address:
Port Arthur,Tx 77640
Phone&Fax:(4091982-1101 Phone & Fax:
E-mail: lou.richard@att.net E-mail:
License No.:0280576. License No.:
Principal Broker: (Check only one box) Cooperating Broker represents Buyer.
j ,i represents Seller only.
j represents Buyer only.
X is an intermediary between Seller and Buyer.
B. Fees: (Check only(1) or(2) below.)
(Complete the Agreement Between Brokers on page 14 only if(1) is selected.)
(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.
X' (2) At the closing of this sale, Seller will pay:
Principal Broker a total cash fee of: Cooperating Broker a total cash fee of:
X; 4.000 % of the sales price. %of the sales price.
The cash fees will be paid in Jefferson County, Texas. Seller authorizes
the title company 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.
10.CLOSING:
A. The date of the closing of the sale (closing date)will be on or before the later of:
(1) ! days after the expiration of the feasibility period.
(specific date).
Xi 60 days after the effective date, August 26th,2024
(2) 7 days after objections made under Paragraph 6C have been cured or waived.
B. If either party fails to close by the closing date, the non-defaulting party may exercise the remedies in
Paragraph 15. 4'
(TXR-1802)07-08-22 Initialed for Identification by Seller � and Buyer Page 7 of 15
Lou Richard Realty 440 53rd St Port Arthur,TX 77640 Phone:(409)9.•1101 Fax.(409)982.1101 untitled
Lou Richard Produced with Lone Wolf Transactions(zipForm Edition)717 N Harwood SI,Suite 2200,Dallas,TX 75201 bpmvdw0lf m
Commercial Contract-Unimproved Property concerning $Corner of filedlicalSenter&Pt.Plaza Dr„PrArttIur Tx 77649_
C. At closing, Seller will execute and deliver, at Seller's expense, a[X'general I ;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 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 Seller's expense, will also deliver to Buyer:
(1) tax statements showing no delinquent taxes on the Property;
(2) an assignment of all leases to or on the Property;
(3) to the extent assignable, an assignment to Buyer of any licenses and permits related to the
Property;
(4) evidence that the person executing this contract is legally capable and authorized to bind Seller;
(5) an affidavit acceptable to the title company stating that Seller is not a foreign person or, if Seller is
a foreign person, a written authorization for the title company to: (i)withhold from Seller's proceeds
an amount sufficient to comply with applicable tax law; and (ii) deliver the amount to the Internal
Revenue Service (IRS)together with appropriate tax forms; and
(6) any notices, statements, certificates, affidavits, releases, and other documents required by this
contract, the commitment, or law necessary for the closing of the sale and issuance of the title
policy, all of which must be completed by Seller as necessary.
E. At closing, Buyer will:
(1) pay the sales price in good funds acceptable to the title company;
(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 a lease for any part of 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 a landlord-tenant at sufferance relationship between the parties.
12.SPECIAL PROVISIONS: The following special provisions apply and will control in the event of a conflict
with other provisions of this contract. (If special provisions are contained in an Addendum, identify the
Addendum here and reference the Addendum in Paragraph 22D.)
1. See Amendment-- Paragragh 9 (other modications) and under paragraph (22) D No. 11
(TXR-1802)07-08-22 Initialed for Identification by Seller and Buyer Page 8 of 15
Lou Richard Realty 440 53rd St Port Arthur,TX 77640 Phone.(409) 2-1101 Fax.(409)982-1101 Untitled
Lou Richard Produced with Lone Woll Transactions(zipFomi Edition)717 N Harwood St.Suite 2200,Dallas,TX 75201 wow Iwnit Ism
Commercial Contract-Unimproved Property concerning S Corner of Mesilcal Center$PL,Plaza pr„Port Arthur,Tx 77640
13.SALES EXPENSES:
A. Seller's Expenses: Seller will pay for the following at or before closing:
(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;
(3) tax statements or certificates;
(4) preparation of the deed;
(5) one-half of any escrow fee;
(6) costs to record any documents to cure title objections that Seller must cure; and
(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 of any deed of trust;
(3) recording fees for the deed and any deed of trust;
(4) premiums for flood insurance as may be required by Buyer's lender;
(5) one-half of any escrow fee;
(6) other expenses that Buyer will pay under other provisions of this contract.
14. PRORATIONS:
A. Prorations:
(1) Interest on any assumed loan, taxes, rents, and any expense reimbursements from tenants will be
prorated through the closing date.
(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
charges to Buyer at closing and Buyer will reimburse such amounts to Seller by an appropriate
adjustment at closing.
B. Rollback Taxes: If Seller's use or change in use of the Property before closing results in the
assessment of additional taxes, penalties, or interest (assessments) for periods before closing, the
assessments will be the obligation of the 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 14B survives closing.
C. Rent and Security Deposits: At closing, Seller will tender to Buyer all security deposits and the following
advance payments received by Seller for periods after closing: prepaid expenses, advance rental
payments, and other advance payments paid by tenants. Rents prorated to one party but received by
the other party will be remitted by the recipient to the party to whom it was prorated within 5 days after
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, as Seller's sole remedy(ies),
may terminate this contract and receive the earn: mo ey, as liquidated damages for Buyer's failure
(TXR-1802)07-08-22 Initialed for Identification by Seller-__a_tor_. _and Buyer , Page 9 of 15
Lou Richard Realty 440 53rd St Port Arthur,TX 77640 Phone:(409)9 -I I01 Fax:(409)982-1101 Untitled
Lou Richard Produced with Lone Wolf Transactions(zipForm Edition)717 N Harwood St.Suite 2200,Dallas,TX 75201 www.iwolf
Commercial Contract-Unimproved Property concerning S Corner of Medical_center.$Pt,Plaza Dr„ ortArthur,Tx77640
except for any damages resulting from Buyer's inspections, studies or assessments in accordance with
Paragraph 7C(3)which Seller may pursue; or
(Check if applicable)
X,' enforce specific performance, or seek such other relief as may be provided by law.
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 under
Paragraph 76(1), as liquidated damages and as Buyer's 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 under
Paragraph 7B(1), as liquidated damages and as Buyer's sole remedy; or
(2) enforce specific performance, or seek such other relief as may be provided by law, or both.
16.CONDEMNATION: If before closing, condemnation proceedings are commenced against any part of the
Property, Buyer may:
A. terminate this contract by providing written notice to Seller within 15 days after Buyer is advised of the
condemnation proceedings and the earnest money, less any independent consideration paid under
Paragraph 7B(1), will be refunded to Buyer; or
B. appear and defend in the condemnation proceedings and any award will, at Buyer's election, belong to:
(1) Seller and the sales price will be reduced by the same amount; or
(2) Buyer and the sales price will not be reduced.
17.ATTORNEY'S FEES: If Buyer, Seller, any broker, or the title company is a prevailing party in any legal
proceeding brought under or with relation to this contract 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 earnest money will be applied first to any cash down payment, then to Buyer's closing
costs, and any excess will be refunded to Buyer. If no closing occurs, the title company may require
payment of unpaid expenses incurred on behalf of the parties and a written release of liability of the
title company from all parties.
B. If one party makes written demand for the earnest money, the title company will give notice of the
demand by providing to the other party a copy of the demand. If the title company does not receive
written objection to the demand from the other party within 15 days after the date the title company
sent the demand to the other party, the title company may disburse the earnest money to the party
making demand, reduced by the amount of unpaid expenses incurred on behalf of the party receiving
the earnest money and the title company may pay the same to the creditors.
C. The title company will deduct any independent consideration under Paragraph 7B(1) before disbursing
any earnest money to Buyer and will pay the independent consideration to Seller.
D. If the title company complies with this Paragraph 18, each party hereby releases the title company from
all claims related to the disbursal of the earnest money.
E. Notices under this Paragraph 18 must be sent by certified mail, return receipt requested. Notices to the
title company are effective upon receipt by the title comp-• .
� 1
(TXR-1802)07-08-22 Initialed for Identification by Seller ._. .' and Buyer ' , Page 10 of 15
Lou Richard Realty 440 53rd St Port Arthur,TX 77640 Phone:(409)9 2-1 101 Fax(4091982.1101 Untitled
Lou Richard Produced with Lone Wolf Transactions(zioForm Edition)717 N Hatwood SL Suite 2200,Dallas,TX 75201 eatedeeiLcem
Commercial Contract-Unimproved Property concerning $Corner of Medical center_&P_t,Plaza Dr„P_co rtAArtliui,._Tx 7.7649
F. Any party who wrongfully fails or refuses to sign a release acceptable to the title company within 7 days
after receipt of the request will be liable to the other party for: (i) damages; (ii) the earnest money; (iii)
reasonable attorney's fees; and (iv)all costs of suit.
G. Seller Buyer intend(s) to complete this transaction as a part of an exchange of like-kind properties
in accordance with Section 1031 of the Internal Revenue Code, as amended. All expenses in
connection with the contemplated exchange will be paid by the exchanging party. The other party will
not incur any expense or liability with respect to the exchange. The parties agree to cooperate fully and
in good faith to arrange and consummate the exchange so as to comply to the maximum extent
feasible with the provisions of Section 1031 of the Internal Revenue Code. The other provisions of this
contract will not be affected in the event the contemplated exchange fails to occur.
19. MATERIAL FACTS: To the best of Seller's knowledge and belief: (Check only one box.)
[Xj A. Seller is not aware of any material defects to the Property except as stated in the attached Commercial
Property Condition Statement(TXR-1408).
B. Except as otherwise provided in this contract, Seller is not aware of:
(1) any subsurface: structures, pits,waste, springs, or improvements;
(2) any pending or threatened litigation, condemnation, or assessment affecting the Property;
(3) any environmental hazards or conditions that materially affect the Property;
(4) whether the Property is or has been used for the storage or disposal of hazardous materials or
toxic waste, a dump site or landfill,or any underground tanks or containers;
(5) whether radon, asbestos containing materials, urea-formaldehyde foam insulation, lead-based
paint, toxic mold (to the extent that it adversely affects the health of ordinary occupants), or other
pollutants or contaminants of any nature now exist or ever existed on the Property;
(6) any wetlands, as defined by federal or state law or regulation, on the Property;
(7) any threatened or endangered species or their habitat on the Property;
(8) any present or past infestation of wood-destroying insects in the Property's improvements;
(9) any contemplated material changes to the Property or surrounding area that would materially and
detrimentally affect the ordinary use of the Property;
(10)any condition on the Property that violates any law or ordinance.
(Describe any exceptions to (1)-(10)in Paragraph 12 or an addendum.)
20. NOTICES: All notices between the parties under this contract must be in writing and are effective when
hand-delivered, mailed by certified mail return receipt requested, sent by a national or regional overnight
delivery service that provides a delivery receipt, or sent by confirmed facsimile transmission to the parties
addresses or facsimile numbers stated in Paragraph 1. The parties will send copies of any notices to the
broker representing the party to whom the notices are sent.
X. A. Seller also consents to receive any notices by e-mail at Seller's e-mail address stated in Paragraph 1.
X1 B. Buyer also consents to receive any notices by e-mail at Buyer's e-mail address stated in Paragraph 1.
21. DISPUTE RESOLUTION: The parties agree to negotiate in good faith in an effort to resolve any dispute
related to this contract that may arise. If the dispute cannot be resolved by negotiation, the parties will
submit the dispute to mediation before resorting to arbitration or litigation and will equally share the costs
of a mutually acceptable mediator. This paragraph survives termination of this contract. This paragraph
does not preclude a party from seeking equitable relief from a court of competent jurisdiction.
22.AGREEMENT OF THE PARTIES:
A. This contract is binding on the parties, their heirs, executors, representatives, successors, and
permitted assigns. This contract is to be construed in accordance with the laws of the State of Texas. If
any term or condition of this contract shall be hell to be invalid or unenforceable, the remainder of this
(TXR-1802)07-08-22 Initialed for Identification by Seller / and Buyer , Page 11 of 15
Lou Richard Realty 440 53rd St Port Arthur,TX 77640 Phone:(409)9-4101 Fax(409)982.1101 Untitled
Lou Richard Produced with Lone Wolf Transactions(zipForrn Edition)717 N Harwood St,Suite 2200,Dallas,TX 75201 20152.6solLrorn
Commercial Contract-Unimproved Property concerning S Corn01o0 RecticaLQent 4l Ps.Plaza Dr„Port Arthur Tx 77S40
contract shall not be affected thereby. All individuals signing represent that they have the authority to
sign on behalf of and bind the party for whom they are signing.
B. This contract contains the entire agreement of the parties and may not be changed except in writing.
C. If this contract is executed in a number of identical counterparts, each counterpart is an original and all
counterparts, collectively, constitute one agreement.
D. Addenda which are part of this contract are: (Check all that apply.)
X (1) Property Description Exhibit identified in Paragraph 2;
(2) Commercial Contract Financing Addendum (TXR-1931);
(3) Commercial Property Condition Statement(TXR-1408);
(4) Commercial Contract Addendum for Special Provisions (TXR-1940);
-1 (5) Notice to Purchaser of Real Property in a Water District(MUD);
(6) Addendum for Coastal Area Property(TXR-1915);
(7) Addendum for Property Located Seaward of the Gulf Intracoastal Waterway(TXR-1916);
X (8) Information About Brokerage Services (TXR-2501);
r (9) Information About Mineral Clauses in Contract Forms (TXR-2509);
[} (10)Notice of Obligation to Pay Improvement District Assessment(TXR-1955, PID); and
(Xi (11) Commercial Buyer1Tenant Representation Agreement Intermediary Relationship, Info.
about Brokerage Service and An Amendment to the contract under paragraph (6A)
(Note: Counsel for Texas REALTORS®has determined that any of the foregoing addenda which are promulgated by the
Texas Real Estate Commission(TREC)or published by Texas REALTORS®are appropriate for use with this form.)
E. Buyer may iX',may not assign this contract. If Buyer assigns this contract, Buyer will be relieved
of any future liability under this contract only if the assignee assumes, in writing, all obligations and
liability of Buyer under this contract.
23.TIME: Time is of the essence in this contract. The parties require strict compliance with the times for
performance. If the last day to perform under a provision of this contract falls on a Saturday, Sunday, or
federal reserve bank holiday, the time for performance is extended until the end of the next day which is not
a Saturday, Sunday, or federal reserve bank holiday.
24. EFFECTIVE DATE: The effective date of this contract for the purpose of performance of all obligations is
the date the title company receipts this contract after all parties execute this contract.
25.ADDITIONAL NOTICES:
A. Buyer should have an abstract covering the Property examined by an attorney of Buyer's selection, or
Buyer should be furnished with or obtain a title policy.
B. If the Property is situated in a utility or other statutorily created district providing water, sewer, drainage,
or flood control facilities and services, Chapter 49, Texas Water Code, requires Seller to deliver and
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.
C. Notice Required by §13.257, Water Code: "The real property, described below, that you are about to
purchase may be located in a certificated water or sewer service area, which is authorized by law to
provide water or sewer service to the properties in the certificated area. If your property is located in a
certificated area there may be special costs or charges that you will be required to pay before you can
receive water or sewer service. There may be a period required to construct lines or other facilities
necessary to provide water or sewer service to your property. You are advised to determine if the
property is in a certificated area and contact the utility service provider to determine the cost that you
will be required to pay and the period, if any, that is required to provide water or sewer service to your
property. The undersigned purchaser hereby acit .wled•es receipt of the foregoing notice at or before
-
(TXR-1802)07-08-22 Initialed for Identification by Seller 1` and Buye Page 12 of 15
Lou Richard Realty 440 53rd St Port Arthur,TX 77640 Phone:(409 82-1101 Fax(409)982-1101 Untitled
Lou Richard Produced with Lone Wolf Transactions(zipForm Edition)717 N Harwood St.Suite 2200.Da as.TX 75201 www.Iwell ccm
Commercial Contract-Unimproved Property concerning 6_cQtnQerQf Iesdical_caitiff&Pt,Plaza Or..PQLSArtht1r..Tx77640
the execution of a binding contract for the purchase of the real property described in the notice or at
closing of purchase of the real property."The real property is described in Paragraph 2 of this contract.
D. If the Property adjoins or shares a common boundary with the tidally influenced submerged lands of
the state, §33.135 of the Texas Natural Resources Code requires a notice regarding coastal area
property to be included as part of this contract (the Addendum for Coastal Area Property (TXR-1915)
may be used).
E. If the Property is located seaward of the Gulf Intracoastal Waterway, §61.025, Texas Natural
Resources Code, requires a notice regarding the seaward location of the Property to be included as
part of this contract(the Addendum for Property Located Seaward of the Gulf Intracoastal Waterway
(TXR-1916) maybe used).
F. If the Property is located outside the limits of a municipality, the Property may now or later be included
in the extra-territorial jurisdiction (ETJ) of a municipality and may now or later be subject to annexation
by the municipality. Each municipality maintains a map that depicts its boundaries and ETJ. To
determine if the Property is located within a municipality's ETJ, Buyer should contact all municipalities
located in the general proximity of the Property for further information.
G. Brokers are not qualified to perform property inspections, surveys, engineering studies, environmental
assessments, or inspections to determine compliance with zoning, governmental regulations, or laws.
Buyer should seek experts to perform such services. Buyer should review local building codes,
ordinances and other applicable laws to determine their effect on the Property. Selection of experts,
inspectors, and repairmen is the responsibility of Buyer and not the brokers. Brokers are not qualified
to determine the credit worthiness of the parties.
H. NOTICE OF WATER LEVEL FLUCTUATIONS: If the Property adjoins an impoundment of water,
including a reservoir or lake, constructed and maintained under Chapter 11, Water Code, that has a
storage capacity of at least 5,000 acre-feet at the impoundment's normal operating level, Seller hereby
notifies Buyer: "The water level of the impoundment of water adjoining the Property fluctuates for
various reasons, including as a result of: (1)an entity lawfully exercising its right to use the water stored
in the impoundment; or(2)drought or flood conditions."
I. PUBLIC IMPROVEMENT DISTRICTS: If the Property is in a public improvement district, Seller is
required by §5.014, Property Code to give Buyer a written notice concerning the obligation to pay
assessments. The form of the required notice is available as a part of the Notice of Obligation to Pay
Improvement District Assessment(TXR-1955).
J. LICENSE HOLDER DISCLOSURE: Texas law requires a real estate license holder who is a
party to a transaction or acting on behalf of a spouse, parent, child, business entity in which
the license holder owns more than 10%, or a trust for which the license holder acts as a
trustee or of which the license holder or the license holder's spouse, parent or child is a
beneficiary, to notify the other party in writing before entering into a contract of sale. Disclose if
applicable: N/A
26.CONTRACT AS OFFER: The execution of this contract by the first party constitutes an offer to buy or sell
the Property. Unless the other party accepts the offer by 5:00 p.m., in the time zone in which the Property
is located, on June 27, 2024 , the offer will lapse and become null and void.
(TXR-1802)07-08-22 Initialed for Identification by Seller and Buyer Page 13 of 15
Lou Richard Realty 440 53rd St Port Arthur,TX 77640 Phone(409)9 -l101 Fax(409)982-I lot Untitled
Lou Richard Produced with Lone Wolf Transactions(zipFotrn Edition)717 N Harwood St,Suite 2200,Dallas,TX 75201 npmei.lwnll.Can
Commercial Contract-Unimproved Property concerning $corner of Medical_Genter$_Pt,Plaza Dr..Port Arthur,Tx 77649
READ THIS CONTRACT CAREFULLY. The brokers and agents make no representation or
recommendation as to the legal sufficiency, legal effect, or tax consequences of this document or
transaction. CONSULT your attorney BEFORE signing.
Seller: City of Port Arthur Ron Burton.City_Mgr. Buyer:Ashwin Patel or Its Assig_n..tiil_esh PateL_.-__
By: Ronald Burton — By: AhleS4 f4/
By(signature): By(signature):
Printed Name:Ronald Burton Printed Name:Ashwln Patel or It•Assign,Mesh Patel _
Title:City Manager Title:President,Pride Management,Inc.
By: By:
By(signature): By(signature):
Printed Name: _ Printed Name:
Title: Title:
(TXR-1802)07-08-22 Page 14 of 15
Lou Richard Realty 440 53rd Sr Port Arthur,TX 17640 Phone:(409)982-I 10 i Fax(409)982-1101 Untitled
Lou Richard Produced with Lone Wolf Transactions(zipForm Edition)717 N Harwood St.Suite 2200.Dallas,TX 75201 .twnif.com
/
|
/
Commercial Contract-Unimproved Property concerning 5�u,nw,uy Medical Center&Pt. PlwzuQn PoJ1 Arthur,TxI7H0
AGREEMENT BETWEEN BROKERS
(use only V Paragraph 9B(/)is emcc/ive) }
�
Principal Broker agrees to pay N/A (Cooperating Broker) u �
fee when the Principal Broker's fee is received, The fee to be paid to Cooperating Broker will be: '
�
� or
` . �
Y6 of the oa|oa price. or
% cf the Principal Broker's fee, �
^
The title company iy authorized and directed to pay Cooperating Broker from Principal Broker's fee at closing. �
This Agreement Between Brokers auponnodeo any prior offers and agreements for compensation between
brokers.
Principal 8mkoc Cooperating aroxec
| BY- By:
' | �
-------- ----- ---'- - -------' '-1
ATTORNEYS
� Sellers attorney, Buyer's attomev-
Auumo :�'��3' * �uu�vx
-. �.~__� .___-__ _ `
Pxonpu Fax: m��~�'~����� opa,. �
- |
E-mail: � U '
� �*m��'-
| Seller's attorney requests copies ofdocuments, Buyer's attorney requests copies ofdocuments, |
notices, and other information: notices, and other information: �
/ the title company sends k» Seller. ' the title company sends VoBuyer. /
| ^_ Buyer sends hoSeller. Seller sends hoBuyec i
�---- -- ----------' ---- ----- - - _J
ESCROW RECEIPT �
�
The title company acknowledges receipt of: | �
| '
A. �e ���� th� �y �-��_���� (a�� ��)� �
- ~ - �
�X B. earnest money in the amount uf3 $5,0Q0.00_ in the form cf CMeck'*Jq.X3 '
on =
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, -Nei
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' Tide company:Tom R Ionall Title Co. Address- 7orspmllsnrnDr.
, Beaumont, Tx 77708
By: - �, pxnno& pav
. �
| Assigned fle number pGFwy 35738-MM E-mail. '
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(rXR 1802)07-08'22 paOo 15m15
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APROMULGATED BY THE TEXAS REAL ESTATE COMMISSION(TREC) 11-07-2022
EQUAL AMM AMENDMENT
OPPORTUNITY
TO CONTRACT CONCERNING THE PROPERTY AT
S Corner of Medical Center&Pt.Plaza Or. Port Arthur Tx 77640
-
(Street Address and City)
Seller and Buyer amend the contract as follows: (check each applicable box)
P1 (1) The Sales Price in Paragraph 3 of the contract is:
A. Cash portion of Sales Price payable by Buyer at closing $
B. Sum of financing described in the contract $_.
C. Sales Price(Sum of A and B) $
(2) In addition to any repairs and treatments otherwise required by the contract, Seller, at Seller's
expense, shall complete the following repairs and treatments: (Notice: Paragraph 7 of the
contract governs the completion, delivery of documentation, and transfer of warranties of repairs
and treatments.)
_- (3) The date in Paragraph 9 of the contract is changed to
R (4) The amount in Paragraph 12A(1)(b)of the contract is changed to$ i
(5) The cost of lender required repairs and treatment, as itemized on the attached list, will be paid
as follows: $ _ by Seller,$ —_.--..___ by Buyer.
- (6) Buyer has paid Seller an additional Option Fee of$ for an extension of the
unrestricted right to terminate the contract on or before 5:00 p.m. on
. This additional Option Fee': will !will not be credited
to the Sales Price.
(7) Buyer waives the unrestricted right to terminate the contract for which the Option Fee was paid.
(8) The date for Buyer to give written notice to Seller that Buyer cannot obtain Buyer Approval as
set forth in the Third Party Financing Addendum is changed to t
IX (9) Other Modifications: (Real estate brokers and sales agents are prohibited from practicing law.)
Under Paragraph (6)A.Title Policy Insurance: Buyer will pay for Title Policy -
Insurance.
CONSULT AN ATTORNEY BEFORE SIGNING: TREC rules prohibit real estate brokers and sales
agents from giving legal advice. READ THIS FORM CAREFULLY.
rEXECUTED the day of . (BROKER: FILL IN THE
DATE OF FINAL ACCEPTANCE.) 1
1.
012 r
i(:).
f��
Buyer Ashwin Patel or Its ssign,Nilesh Patel Seller City of Port Arthur% ; •n Burton,City Mgr.
Buyer Seller
j� This form has been approved by the Texas Real Estate Commission for use with similarly approved or
iL% /� �` promulgated contract forms. Such approval relates to this form only. TREC forms are intended for use only by
trained real estate license holders. No representation is made as to the legal validity or adequacy of any !.
TRECprovision in any specific transactions. It is not intended for complex transactions. Texas Real Estate Commission,
P.O. Box 12188, Austin, TX 78711-2188, 512-936-3000 (http://www.trec.texas.gov ) TREC No. 39-9. This form
•t,,..r,.rao,aa.,o. replaces TREC No.39-8.
TXR-1903 TREC NO. 39-9
Lou Richard Realty 440 53rd St Port Arthur,TX 77640 Phone:(409)982-1101 Fax:(409)982-1101 Amendment to
Lou Richard Produced with Lone Wolf Transactions(zipForm Edition)717 N Harwood St,Suite 2200,Dallas,TX 75201 www t wo4isom
i
l
d PROMULGATED BY THE TEXAS REAL ESTATE COMMISSION(TREC) 11-07-2022
AMENDMENT
EVUAL OGPORrUYI'V TO CONTRACT CONCERNING THE PROPERTY AT
1.417 Acre Trk.Medical Ctr.Blvd. Port Arthur Tx 77640
(Street Address and City)
Seller and Buyer amend the contract as follows: (check each applicable box)
•
❑ (1) The Sales Price in Paragraph 3 of the contract is:
.•
A. Cash portion of Sales Price payable by Buyer at closing $__
B. Sum of financing described in the contract $
C. Sales Price(Sum of A and B) $ _
u (2) In addition to any repairs and treatments otherwise required by the contract, Seller, at Seller's
expense, shall complete the following repairs and treatments: (Notice: Paragraph 7 of the
• contract governs the completion, delivery of documentation, and transfer of warranties of repairs
and treatments.)
(3) The date in Paragraph 9 of the contract is changed to ..—
(4) The amount in Paragraph 12A(1)(b)of the contract is changed to$
(5) The cost of lender required repairs and treatment, as itemized on the attached list, will be paid
as follows:$ by Seller;$_ by Buyer.
❑ (6) Buyer has paid Seller an additional Option Fee of$ for an extension of the
unrestricted right to terminate the contract on or before 5:00 p.m. on
.This additional Option Fee❑will❑will not be credited
to the Sales Price.
❑ (7) Buyer waives the unrestricted right to terminate the contract for which the Option Fee was paid.
❑ (8) The date for Buyer to give written notice to Seller that Buyer cannot obtain Buyer Approval as
set forth in the Third Party Financing Addendum is changed to .
N (9) Other Modifications:(Real estate brokers and sales agents are prohibited from practicing law.)
In Accordance with paragraph 10 of the Commercial Contract-Unimproved Property,
the closing date is changed from August 26th to October 10th,2024.
CONSULT AN ATTORNEY BEFORE SIGNING: TREC rules prohibit real estate brokers and sales
. agents from giving legal advice. READ THIS FORM CAREFULLY.
-- — _ --,
EXECUTED the day of .(BROKER: FILL IN THE :
DATE OF FINAL ACCEPTANCE.) __—J
I 1___
Buyer Anthvnp-Patel h(o pcd-cf Seller City of Port Arth k on Burton,City Mgr.
— — - - -- — —
Buye . / )t]ea) pei Seller
i
i
•
w This form has been approved by the Texas Real Estate Commission for use with similarly approved or i •
////�� promulgated contract forms. Such approval relates to this form only. TREC forms are intended for use only by
trained real estate license holders. No representation is made as to the legal validity or adequacy of any
T�Cprovision in any specfic transactions. It is not intended for complex transactions.Texas Real Estate Commission,
P.O. Box 12188. Austin. TX 78711-2188. 512-936-3000 (http://www.trec.texas.gov) TREC No. 39-9. This form
•••...AL. .... " replaces TREC No.39-a. J
ill TXR-1903 TREC NO. 39-9
Lou Richard Really 440 53rd St Port Arthur,Tx 77610 Phone:(409)9821101 Fax(409)R42-t301 Ammdnuwt to
Lou Richard Produced with Lone Wolf Transactions(zipFonn Eation)717 N Harwood St Suite 2200,Dallas.TX 75201 sew 9 r M mm
Huy Tran
To: Lou Richard
Subject: RE: [NON-CoPA] Fw: Signed Contract agreement for Property/S Corner of the Medical
Center& Pt. Plaza Dr. Dr.
Forwarded Message
From: npatel pmihotels.net <npatel(c�pmihotels.net>
To: mary.rodriguez a texasregional.com <mary.rodriguez(c�texasregional.com>
Cc: Charles Botschen, Attorney <botschen(a�sbcglobal.net>; apatel pmihotels.net<apatel(a�pmihotels.net>; Huy Tran
<huy.tran(a�portarthurtx.gov>; Lou Richard <lou.richard(a att.net>
Sent: Wednesday, July 3, 2024 at 10:33:16 AM CDT
Subject: Signed Contract agreement for Property/S Corner of the Medical Center& Pt. Plaza Dr. Dr.
Please assign PSA under my new entity PINEWOOD HOTEL LLC and email us title commitment and survey.
See attached entity docs.
Thank You.
Nick Patel
Executive Vice President
Pride Management, Inc.
1612 1H-10 South, Beaumont, TX, 77707
M: (832) 221-9559 E: npatekc pmihotels.ner
W y?ww. mihotpls.Ptet
From: Lou Richard <lou.richard@att.net>
Sent: Wednesday,June 26, 2024 8:15 PM
To: apatel pmihotels.net<apatel@pmihotels.net>; npatel pmihotels.net<npatel@pmihotels.net>; Huy Tran
<h uv.t ra n @ po rta rt h u rtx.gov>
Subject: Re: Signed Contract agreement for Property/S Corner of the Medical Center& Pt. Plaza Dr. Dr.
Good Evening, I am forwarding the signed Contract Agreement for the above referenced property. Thank you for your
quick response and I am looking forward
to working with you in making this transaction a complete success.
Best Regards,
Lou Richard/Broker
Lou Richard's Realty
Lou Richard
1
Secretary of State Filed in the Office of the
P.O. Box 13697 Secretary of State of Texas
Austin, TX 78711-3697 Filing #: 805603776 06/26/2024
FAX: 512/463-5709 Document#: 1376145240014
B
Certificate of Formation Image Generated Electronically
Filing Fee: $300 Limited Liability Company j for Web Filing
Article 1 -Entity Name and Type
The filing entity being formed is a limited liability company. The name of the entity is:
Pinewood Hotel LLC
Article 2—Registered Agent and Registered Office
rA. The initial registered agent is an organization (cannot be company named above) by the name of:
OR
1 B. The initial registered agent is an individual resident of the state whose name is set forth below:
Name:
NILESH PATEL
C. The business address of the registered agent and the registered office address is:
Street Address:
7525 CORAL CREEK STREET BEAUMONT TX 77707
Consent of Registered Agent
EA. A copy of the consent of registered agent is attached.
OR
I✓B. The consent of the registered agent is maintained by the entity.
Article 3 -Governing Authority
l A. The limited liability company is to be managed by managers.
OR
rB. The limited liability company will not have managers. Management of the company is reserved to the members.
The names and addresses of the governing persons are set forth below:
Manager 1: ASHWIN PATEL Title: Manager
Address: 3180 WEST LAKESIDE DRIVE BEAUMONT TX, USA 77707
Manager2 NILESH PATEL Title: Manager
Address. 7525 CORAL CREEK STREET BEAUMONT TX, USA 77707
Article 4 - Purpose
The purpose for which the company is organized is for the transaction of any and all lawful business for which limited
liability companies may be organized under the Texas Business Organizations Code.
Supplemental Provisions / Information
[The attached addendum,if any,is incorporated herein by reference.]
Initial Mailing Address
Address to be used by the Comptroller of Public Accounts for purposes of sending tax information.
The initial mailing address of the filing entity is:
7525 CORAL CREEK STREET
BEAUMONT, TX 77707
USA
Organizer
The name and address of the organizer are set forth below.
NILESH PATEL 7525 CORAL CREEK STREET, BEAUMONT, TX, 77707
Effectiveness of Filing
rA. This document becomes effective when the document is filed by the secretary of state.
OR
l✓B. This document becomes effective at a later date, which is not more than ninety (90) days from the date of its
signing. The delayed effective date is: June 27, 2024
Execution
The undersigned affirms that the person designated as registered agent has consented to the appointment. The
undersigned signs this document subject to the penalties imposed by law for the submission of a materially false or
fraudulent instrument and certifies under penalty of perjury that the undersigned is authorized under the provisions of
law governing the entity to execute the filing instrument.
Nilesh Patel
Signature of Organizer
FILING OFFICE COPY
1
COIRQ DEPARTMENT OF THE TREASURY
LJ INTERNAL REVENUE SERVICE
CINCINNATI OH 45999-0023
Date of this notice: 06-27-2024
Employer Identification Number:
99-3726170
Form: SS-4
Number of this notice: CP 575 B
PINEWOOD HOTEL LLC
NILESH PATEL MBR
7525 CORAL CREEK ST For assistance you may call us at:
BEAUMONT, TX 77707 1-800-829-4933
IF YOU WRITE, ATTACH THE
STUB AT THE END OF THIS NOTICE.
WE ASSIGNED YOU AN EMPLOYER IDENTIFICATION NUMBER
Thank you for applying for an Employer Identification Number (EIN) . We assigned you
EIN 99-3726170. This EIN will identify you, your business accounts, tax returns, and
documents, even if you have no employees. Please keep this notice in your permanent
records.
Taxpayers request an EIN for their business. Some taxpayers receive CP575 notices when
another person has stolen their identity and are opening a business using their information.
If you did not apply for this EIN, please contact us at the phone number or address listed
on the top of this notice.
When filing tax documents, making payments, or replying to any related correspondence,
it is very important that you use your EIN and complete name and address exactly as shown
above. Any variation may cause a delay in processing, result in incorrect information in
your account, or even cause you to be assigned more than one EIN. If the information is
not correct as shown above, please make the correction using the attached tear-off stub
and return it to us.
Based on the information received from you or your representative, you must file
the following forms by the dates shown.
Form 1065 03/15/2025
If you have questions about the forms or the due dates shown, you can call us at
the phone number or write to us at the address shown at the top of this notice. If you
need help in determining your annual accounting period (tax year) , see Publication 538,
Accounting Periods and Methods.
We assigned you a tax classification (corporation, partnership, estate, trust, EPMF,
etc.) based on information obtained from you or your representative. It is not a legal
determination of your tax classification, and is not binding on the IRS. If you want a
legal determination of your tax classification, you may request a private letter ruling
from the IRS under the guidelines in Revenue Procedure 2020-1, 2020-1 I.R.B. 1 (or
superseding Revenue Procedure for the year at issue) . Note: Certain tax classification
elections can be requested by filing Form 8832, Entity Classification Election.
See Form 8832 and its instructions for additional information.
A limited liability company (LLC) may file Form 8832, Entity Classification
Election, and elect to be classified as an association taxable as a corporation. If
the LLC is eligible to be treated as a corporation that meets certain tests and it
will be electing S corporation status, it must timely file Form 2553, Election by a
Small Business Corporation. The LLC will be treated as a corporation as of the
effective date of the S corporation election and does not need to file Form 8832.
(IRS USE ONLY) 575B 06-27-2024 PINE B 9999999999 SS-4
IMPORTANT REMINDERS:
* Keep a copy of this notice in your permanent records. This notice is issued only
one time and the IRS will not be able to generate a duplicate copy for you. You
may give a copy of this document to anyone asking for proof of your EIN.
* Use this EIN and your name exactly as they appear at the top of this notice on all
your federal tax forms.
* Refer to this EIN on your tax-related correspondence and documents.
* Provide future officers of your organization with a copy of this notice.
Your name control associated with this EIN is PINE. You will need to provide this
information along with your EIN, if you file your returns electronically.
Safeguard your EIN by referring to Publication 4557, Safeguarding Taxpayer
Data: A Guide for Your Business.
You can get any of the forms or publications mentioned in this letter by
visiting our website at www.irs.gov/forms-pubs or by calling 800-TAX-FORM
(800-829-3676) .
If you have questions about your EIN, you can contact us at the phone number
or address listed at the top of this notice. If you write, please tear off the
stub at the bottom of this notice and include it with your letter.
Thank you for your cooperation.
Keep this part for your records. CP 575 B (Rev. 7-2007)
Return this part with any correspondence
so we may identify your account. Please CP 575 B
correct any errors in your name or address.
9999999999
Your Telephone Number Best Time to Call DATE OF THIS NOTICE: 06-27-2024
( ) EMPLOYER IDENTIFICATION NUMBER: 99-3726170
FORM: SS-4 NOBOD
INTERNAL REVENUE SERVICE PINEWOOD HOTEL LLC
CINCINNATI OH 45999-0023 NILESH PATEL MBR
n n IIII..II.I,I.dI 7525 CORAL CREEK ST
BEAUMONT, TX 77707
EXHIBIT "B"
(Deed)
NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU
MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM
THE 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.
SPECIAL WARRANTY DEED
Date: day of , 2024
Grantor: City of Port Arthur
Mailing Address (including county):
444 4th Street
Port Arthur, Texas 77641-1089
(Jefferson County)
Grantee: Pinewood Hotel,LLC
Grantee's Mailing Address (including county):
3180 W Lakeside Drive
Beaumont, Texas 77707
(Jefferson County)
Consideration:
$10.00 and other good and valuable consideration.
Property (including any improvements):
Tract Seven-B (7B),being a 4.00 acre replat out of Lot 5,Block 12,Range"J"Port Arthur
Land Company Subdivision, to the City of Port Arthur, Jefferson County, Texas, as the
same appears upon the map or plat thereof,on file and of record under County Clerk's File
No. 2012037523 Official Public Records of Jefferson County, Texas.
Reservations from and Exceptions to Conveyance and Warranty:
Grantor, for the Consideration and subject to the Reservations from Conveyance and the
Exceptions to Conveyance and Warranty, grants, sells, and conveys to Grantee the Property,
together with all and singular the rights and appurtenances thereto in any way belonging, to have
and to hold it to Grantee and Grantee's heirs, successors, and assigns forever. Grantor binds
Grantor and Grantor's heirs and successors to warrant and forever defend all and singular the
Property to Grantee and Grantee's heirs,successors,and assigns against every person whomsoever
lawfully claiming or to claim the same or any part thereof when the claim is by,through, or under
Grantor but not otherwise, except as to the Reservations from Conveyance and the Exceptions to
Conveyance and Warranty.
Easements, rights-of-way, and prescriptive rights, whether of record or not; all presently
recorded restrictions, reservations, covenants, conditions, oil and gas leases, mineral severances,
and other instruments, other than liens and conveyances, that affect the property; rights of
adjoining owners in any walls and fences situated on a common boundary; any discrepancies,
conflicts, or shortages in area or boundary lines; any encroachments or overlapping of
improvements; property taxes for prior years, the payment for which Grantee assumes; and
subsequent assessments for that and prior years due to change in land usage, ownership, or both,
the payment of which Grantee assumes; and navigational servitude asserted by any governmental
authority.
As a material part of the Consideration for this deed, Grantor and Grantee agree that
Grantee is taking the Property"AS IS"with any and all latent and patent defects and that there is
no warranty by Grantor that the Property has a particular financial value or is fit for a particular
purpose. Grantee acknowledges and stipulates that Grantee is not relying on any representation,
statement, or other assertion with respect to the Property condition but is relying on Grantee's
examination of the Property. Grantee takes the Property with the express understanding and
stipulation that there are no express or implied warranties except for limited warranties of title set
forth in this deed.
Grantor, for the consideration and subject to the reservations from and exceptions to
conveyance and warranty, grants, sells, and conveys to Grantee the property,together with all and
singular the rights and appurtenances thereto in any wise belonging,to have and hold it to Grantee,
Grantee's heirs, executors, administrators, successors, or assigns forever. Grantor binds Grantor
and Grantor's heirs, executors, administrators, and successors to warrant and forever defend all
and singular the property to Grantee and Grantee's heirs,executors,administrators,successors,and
assigns against every person whomsoever lawfully claiming or to claim the same or any part
thereof, except as to the reservations from and exceptions to conveyance and warranty, when the
claim is by,through, or under Grantor but not otherwise.
GRANTOR:
CITY OF PORT ARTHUR
Ronald Burton, CPM
City Manager
STATE OF TEXAS §
COUNTY OF JEFFERSON §
This instrument was acknowledged before me on day of
2024 by Ronald Burton of the City of Port Arthur, Texas.
Notary Public, State of Texas
2