HomeMy WebLinkAboutResolution - 4073 - Release & Acknowledgment - LCCIC & LCIWR - JE, & Estate Of E Hancock, WW - 01_28_1993Resolution No. 4073
January 28, 1993
Item No. 24
RESOLUTION
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF LUBBOCK:
THAT the Mayor of the City of Lubbock BE and is hereby authorized and
directed to execute for and on behalf of the City of Lubbock a Release and
Acknowledgment by and between the City of Lubbock and Lubbock Christian
College Investment Corporation and Lubbock Christian Institute of Water
Research releasing J. E. Hancock and the Estate of Eileen Hancock from any
and all obligations incurred as a result of the execution of a Waste Water
Lease Agreement dated August 14, 1980, attached herewith, which shall be
spread upon the minutes of the Council and as spread upon the minutes of
this Council shall constitute and be a part of this Resolution as if fully
copied herein in detail.
Passed by the City Council this
ATTEST -
Sally Stitfi Abbe, Acting city Secretary
APPROVED AS TO CONTENT:
Carroll McDonald, Assistant C ty Manager
APPROVED AS TO FORM:
IL
n C. Ross, Jr., City Altorn&Y
JCR:da/AGENDA-D1/R-HNCoCK.re3
Je unry 19, 1993
. f
Resolution No. 4073
THE STATE OF TEXAS §
§ RELEASE AND ACKNOWLEDGMENT
COUNTY OF LYNN §
KNOW ALL PERSONS BY THESE PRESENTS, THAT:
WHEREAS, all of the undersigned (other than LUBBOCK
CHRISTIAN UNIVERSITY ENDOWMENT FOUNDATION TRUST and J. E. HANCOCK
in his capacities as herein set forth brought about by the death
of EILEEN HANCOCK a/k/a EILEEN M. HANCOCK), are parties to one or
more of the following agreements:
a. Waste Water Lease Agreement dated August 14, 1980, by
and among Hancock, LUBBOCK CHRISTIAN COLLEGE INVESTMENT
CORPORATION ("LCCIC"), L.C.C. INSTITUTE OF WATER
RESEARCH ("Institute"), and the City of Lubbock, Texas
("City");
b. Lease and Land Use Agreement dated August 13, 1980, by
and among Hancock, LCCIC and Institute; and
C. Sewage Effluent Supply Contract dated August 13, 1980,
by and among Hancock, LCCIC, Institute and STANDEFER &
GRAY, INC. ("Standefer & Gray"),
(all of said agreements being hereinafter collectively called the
"Agreements");
WHEREAS, J. E. HANCOCK and wife, EILEEN HANCOCK
(collectively called "Hancock") executed the Agreement in their
capacity as owners of all or portions of the real property
described therein; and
WHEREAS, Hancock has conveyed all of their interest in said
property to LCCIC and LUBBOCK CHRISTIAN UNIVERSITY ENDOWMENT
FOUNDATION TRUST ("LCUEFT") and are no longer the owners of any
interest in any property covered by such Agreement; and
WHEREAS, LCCIC and LCUEFT accepted the conveyance of said
property subject to the Agreements; and
WHEREAS, Standefer & Gray have transferred and assigned unto
the City all right, title, and interest of Standefer & Gray in
the Sewage Effluent Supply Contract dated August 13, 1980,
hereinabove referred to in Subparagraph C, a true and correct
copy of such assignment and transfer being attached hereto as
Exhibit "A", and made a part hereof for all purposes.
WHEREAS, the undersigned desire to confirm that the
conveyance of such property by Hancock releases Hancock from any
and all obligations under the terms of the Agreements, and desire
to further confirm such release and also release the Estate of
Eileen M. Hancock, her heirs and assigns, and the EILEEN M.
HANCOCK ESTATE TRUST; and
WHEREAS, LCCIC and the Institute desire to confirm that the
release of Hancock and the Estate of Eileen M. Hancock, her heirs
and assigns, and the EILEEN M. HANCOCK ESTATE TRUST from any and
all obligation under the terms of the Agreements in no way
modifies LCCIC's nor the Institute's obligation under said
Agreements; and
WHEREAS, LCUEFT joins herein to confirm that its interest in
the property remains subject to the Agreements following the
release of Hancock; and
WHEREAS, J. E. Hancock, individually and as Independent
Executor of the Estate of Eileen M. Hancock, deceased, and
Trustee of the Eileen M. Hancock Estate Trust desires to confirm
that if he in said capacities or his successors in such
capacities or interest reacquire an interest in such property
(other than a security interest), he or his successors in
capacities or interest shall have reassumed their obligations
under such Agreements as a result of such acquisition;
NOW THEREFORE, for and in consideration of the recitals and
other good and valuable consideration to the undersigned in hand
paid, the receipt and sufficiency of which is hereby
acknowledged, the undersigned agree, except as otherwise herein
provided, to release, and by these presents do release, acquit
and forever discharge Hancock, and each of them, and the Estate
of Eileen M. Hancock, her heirs and assigns and the Eileen M.
Hancock Estate Trust, from any and all obligations Hancock has or
may ever have had under the terms of the Agreements, the parties
acknowledging that all of Hancock's obligations under said
Agreements have been assumed by LCCIC. The foregoing
notwithstanding, LCCIC and LCUEFT acknowledge that the interest
they have acquired from Hancock in the property remains subject
Release and Acknowledgement - Page 2
to the Agreements, and further acknowledge that they, and each of
the, are bound herein by the terms of the agreements as
successors in title and interest to Hancock. Furthermore, the
foregoing notwithstanding, J. E. Hancock, individually and as
Independent Executor of the Estate of Eileen M. Hancock and
Trustee of the Eileen M. Hancock Estate Trust agrees and
acknowledges that if he or his successors in capacities or
interest acquire an interest in the real property described in
the Agreements, other than a security interest, that he or his
successors in capacities or interest shall assume all obligations
originally agreed to by Hancock in the Agreement. This Release
and Acknowledgement shall be binding upon the undersigned and
their respective successors, legal representatives and assigns,
and shall inure to the benefit of J. E. IIancock and the Estate of
Eileen M. Hancock, her heirs and assigns and the Eileen M.
Hancock Estate Trust and the City of Lubbock, their respective
heirs, successors, legal representatives and assigns.
EXECUTED this S,1_ day of S.� n.(�.... %v r , 1992,
effective for all purposes as of March 31 , 1992
LUBBOCK CHRISTIAN COLLEGE.
INVESTMENT RPORATION
By:
H r ie M. Pruit , Pr sident
L.C..Q. INSTITUTE OF WATER
\\" oma A. H' c s Presi
TH CI T F K
APPFOVED AS TO CONTENT: By
id R. Langston, yor
Carroll McDonald E. HANCOCK, Individually and -as
Assistant City Manages ndependent Executor of the Estate of
of Utilities Eileen M. Hancock and Trustee of
the Eileen M. Hancock Estate Trust
APPROVED AS TO FOAM:
LUBBOCK CHRISTIAN UNIVERSITY
�END ENT DATION TRUST
C /G_ -
ohn C. Ross, Jr. B
City Attorney nnis . aker, Trustee
B �°'� %✓
Nort Baker Trustee
By: I
J. C. Hamby, Truste
Release and Acknowledgement - Page 3
THE STATE OF TEXAS §
COUNTY OF LUBBOCK §
ral
This i strument was acknowledged before me on the 16 day
of Pile , 1992, by Harvie M. Pruitt, President of LUBBOCK
CHRISTIAN COLLEGE INVESTMENT CORPORATION, a Texas Corporation, on
behalf of said corporation.
BILL F PHILLIPS
NOTARY PUBLIC
State of Texas
,„tom Comm. Exp. 10,26.93
THE STATE OF TEXAS §
COUNTY OF LUBBOCK §
Notary Public, Late f a
Printed Name: ,lJOL
My commission expires AD- -
This 'nstrument was acknowledged before me on the 1-21 9 day
of , 1992, by Thomas A. Hicks, President of L.C.C.
INSTITUTE OF WATER RESEARCH, a Texas corporation, on behalf of
said corporation.
BILL F PHILLIPS
�NOTARY PUBLIC
Notary Public, State T s
j State of Texas Comm. Ezp. 10.26-93 Printed Name:
My commission expiresJp-
THE STA OF TEXAS §
COUNTY OF L OCK §
his instrumen as acknowledged before me on the o0 IA day
of 02 i , 1992, David R. Langston, Mayor of e City
of Lubbock, Texas.
N ry Pub 'c, State of Texas
Printed Name•
My commission ex es
n DEBORAH BROWN
N.1-Y PW14 51a1. d TR
✓r " My C—I.W. [.pl— &23-93
THE STATE OF TEXAS §
COUNTY OF LUBBOCK §
This instrument was acknowledged before me on the c?O q— day
of y re 10*pP , 1992, by J. E. HANCOCK, Individually and as
Independent Executor of the Estate of Eileen M. Hancock and
Trustee of the Eileen M. Hancock Estate Trust.
BILL F PHILLIPS Notary Public, State o xas
Printed Name:
t° i NOTARY PUBLIC M commission expires
„ State of Texas Y P
Comm. En 10-26-93
Release and Acknowledgment --Page 4
THE STATE OF TEXAS §
COUNTY OF LUBBOCK §
This i strument was acknowledged before me on the --10 ij day
of Y , 1992, by Lennis Baker, Trustee of Lubbock
Christian Universtiy Endowment Foundation Trust.
BILL F PHILLIPS
NOTARY PUBLIC
State of Texas
Comm, Exp 10-26-93
THE STATE OF TEXAS §
COUNTY OF LUBBOCK §
No ar ublic, ate f T as
Printed Name: 3
My commission expires ho 14.-
his instrument was acknowledged before me on the day
of , 1992, by Norton Baker, Trustee of ubbock
Christian University Endowment Foundation Trust.
THE STATE OF TEXAS
COUNTY OF LUBBOCK
No Try Public, State of Texas
Printed Name:
My commission� -
WB=ORAHOµy Gmmluisa laplrw 6.1Y93
This inst ment was acknowledged before me on the a 0 )j day
of Na )e AC7 1992, by J. W. Hamby, Trustee of Lubbock
Christian University Endowment Foundation Trust.
Rp' 11"
BILL F PHILLIPS Notary Pu lic, St to f xa
E
NOTARY PUBLICprinted Name: State of Texas Comm. Exn 10-2693 My commission expires -
THE STATE OF TEXAS
COUNTY OF LUBBOCK
T is instrument was
of ,199 3, by
OLIVIA R. SOLIS
NOTARY PUBLIC. State of Te,9
MVCa:nnus, expires
NOVEMBER 30, 1993
acknowledged before me on the doll day
David R. Langston, Mayor of the City of
6&� 1� 44
Notary Public, State of Texas
Printed Name:
My commission expires
Release and Acknowledgment --Page 5
THE STATE OF TEXAS §
ASSIGNMENT
COUNTY OF LUBBOCK §
STANDEFER & GRAY, INC., a Texas Corporation, as Assignor, does
hereby transfer and assign unto CITY OF LUBBOCK, TEXAS, as Assignee,
all right, title and interest which Assignor has in and to that
certain Sewage Effluent Supply Contract dated August 13, 1980, by
and between Standefer & Gray, Inc., a Texas Corporation, as
"Company," and LCC Institute of Water Research, a Texas Corporation,
as "Institute," as amended by Addendum dated March 15, 1982, true
and correct copies of said Contract and Addendum are attached hereto
and incorporated herein for all purposes.
It is the intent by this transfer and assignment that Assignee
acquire all rights of Assignor under said Sewage Effluent Supply
Contract. This Assignment is made without any warranties, expressed
or implied, and is given in accordance with the Contract -of Sale
dated June 9, 1986, where City of Lubbock is "Buyer" and J. Frank
Gray, joined pro forma by his wife, Imogene Gray, and Jack P.
Driskill, as Independent Executor of the Estate of Lily W. Gray,
Deceased, and Standefer & Gray, Inc., a Texas Corporation,
Debtor -in -Possession in Cause No.��583-00119, are Sellers.
'SIGNED AND EXECUTED this 4,t7Z day of October, 1988, and
effective as of September 30, 1986.
STANDEFER & GRAY, INC., a Texas
Corporation
By
J. Frank Gray, President
THE STATE OF TEXAS §
COUNTY OF LUBBOCK § //
This instrument was acknowledged before me on the 4t'ZI( day of
October, 1988, by J. Frank Gray, President of STANDEFER & GRAY,
INC., a Texas corporation, on behalf of said Corporation.
r TARY PUBLIC, State of Texas
Printed or Typed Name of Notary
My Commission Expires: 9
gdp/gray02/assignl
THE STATE OF TEXAS 5
• 5 SEWAGE EFFLUENT SUPPLY CONTRACT
COUNTY OF LUBBOCK 5
THIS AGREEMENT is made this 13 day of Lju�= , 1980,
by and between STANDEFER & GRAY, INC., a Texas corporation, as
"Company", and LCC Institute of Water Research, a Texas corporation,
as "Institute".
W I T 11 E S S E T ll:
WHEREAS, Company has a lease agreement with the City of
Lubbock, as "City", dated flay 1, 1968, as amended March, 1978, a
copy of which is attached hereto as Exhibit "A"; and
WHEREAS, the agreement attached as Exhibit "A" provides that
City will pump all of its sewage effluent to lands owned or under
control of Company; and
WHEREAS, Institute has approached Company with an offer to
provide an additional discharge site for sewage effluent located in
Lynn County, Texas, hereafter referred to as "Institute lagoon"; and
WHEREAS, an addendum to Exhibit "A" is required to allow City
to pump sewage effluent to the Institute lagoon and said addendum
is attached hereto as Exhibit "B"; and
WHEREAS, said Exhibit "B" requires an agreement to be executed
between Company and Institute; and
NOW THEREFORE, Company and Institute agree as follows:
I.
Recitations as to Current Volume and Usage
A. The present volume of sewage effluent delivered to Company
is approximately 15,000,000 gallons per day averaged over the
entire year. As the city grows, this volume is expected to increase
proportionately.
B. Under the contract and addendum attached as Exhibit "A"
and Exhibit "B" the City may divert sewage effluent for its own
use or for industrial purposes at any time and thereby limit the
volume of effluent available to Company or Institute.
C. It is contemplated that there is a sufficient volume of
sewage effluent to satisfy the requirements of Institute for the
4,000 acres and the agricultural needs of Company.
II.
Amount of Sewage Effluent to be Pumped to Institute Lagoons
Company agrees to furnish to Institute the following sewage
effluent to be used only for agricultural or research purposes:
A. The total effluent available to Company and Institute
shall be divided 50% to Company and 50% to Institute.
B. To the extent Company has excess effluent from its 50%
over and above its needs for its own use or for service to others,
then Institute additionally agrees to accept all such excess up to
its maximum pipeline capacity.
C. To the extent that Institute has an excess from its 50%
over and above its needs, then Company shall have the right to
such excess to meet its needs for its own use or service to others.
D. J. Frank Gray, or his successor; as Agent for Company,
shall also be appointed and designated by Institute, Hancock, and
LCCIC- as the person .to advise the city of the percentage of effluent
to be pumped to the Institute lagoons and to the Company lagoons.
From time to time and at least annually Institute shall submit
in writing to Frank Gray an estimate •of its requirements of effluent
for research purposes. In no event shall Frank Gray or his successor
have any liability to Institute or Company for the volume of
effluent actually pumped by City to the Institute lagoons or to the
Company lagoons, except for willful. fraud or capricious acts.
E. .institute agrees to pay a reasonable service charge to
Company for all sewage effluent which is used or disposed of on the
4,000 acre tract; by any firm, person, association, partnership,
or corporation, including Eancock, LCCIC and Institute, whether
for agricultural or research purposes] provided, however, neither
EPA nor Institute will be obligated to pay any service charge for
sewage effluent used in any particular year for intensive research
on any of the 5% of the 4,000 acre tract designated and used in that
year for intensive research and not for agricultural purposes.
2
The amount of this service charge shall be $21.00 per year
per acre of land to be used for agricultural purposes for the
calendar years 1981, 1982, and 1983. Said service charge is to
be paid in advance in January of each calendar year and shall
be based upon the total acreage to be used foragricultural
purposes during said year. The service charge is paid for the
right to use the sewage effluent and is therefore fully accrued
and non-refundable, even if no sewage effluent is actually used
by a particular tract or farmer.
It is anticipated that the pipeline to the 4,000 acres will
be completed during the first part of 1981, and therefore during
this year the $21.00 per acre shall be calculated on a pro-rata
basis according to the percentage of months remaining in the year
after the effluent is available and shall be paid in December,
1981.
The amount to be paid as service charge shall be renegotiated
every 3 years during the existence of this contract. During the
last 3 months of 1983 the parties will negotiate and agree upon
the amount of service charge to be paid for the calendar years
1984, 1965, and 1986. During the existence of this contract the
same procedure shall be followed during the last 3 months of each
3-year term for the following 3 years.
The price_to be negotiated shall be based upon the current
fair market value of such use•of effluent during the next 3 years;
provided, however, during the existence of this contract the
amount of this service charge shall never be less than $21.00 per
year per acre of land to be used for agricultural purposes, All
service charge paid by any party for effluent used or
disposed on said 4,000 acres shall always be paid to Company, and
no other party shall claim or collect any additional service charge.
In the event the amount of the service charge cannot be agreed
upon by the parties, the issue of the fair market value shall be
submitted to arbiters as hereinafter provided.
3
F. Institute agrees to defend and hold harmless J. Frank Gray;
the Estate of Lily Wilkins Gray, Deceased; and Company from any
claim or claims arising out of the use, transportation, or storage
of the sewage effluent from and after the time it is placed in the
Institute pipelines.
III.
Contract between City and Company
This agreement is subordinate to and specifically subject to
all the terms and conditions set forth in Exhibit "A" and Exhibit
"B", which provide, among other things:
(1) The City's right to use at no cost for its purposes
during any calendar year the volume of sewage effluent specified
- in paragraph 2 of Exhibit'B.
(2) The City's right to sell and deliver to others any
sewage effluent for industrial purposes and the right to use for
its own purposes sewage effluent in excess of the volume setlout
in the immediately preceding paragraph (paragraph 2 of Exhibit B;
paragraph VIII 2, Exhibit A), but said right is subject to payment
of service charge (referred to as royalty in Exhibit A) to Company
by City. In this respect Institute understands that Company shall
be solely entitled to any and all such payments and'that neither
Institute nor any other party shall ever be entitled to or claim
any such payments.
(3) Notwithstanding any agreement herein between Company and
Institute, City has the absolute right when necessary for the com-
..plete disposal of the sewage effluent at any point in time, to pump
any amount of sewage effluent to either Company's lagoons or lagoons
under control of Institute. Company and Institute both agree to
take all such sewage effluent under such circumstances.
(4) Company's right to deliver sewage effluent to other
entities as provided in Article X 1 of Exhibit "A". In this
respect, Institute agrees that Company shall be solely entitled
4
to any and all such payments and that neither Institute nor any
other party shall ever be entitled to or claim any such payment.
(5) This contract is specifically conditioned upon Company's
being able to enter into a contract similar to that attached hereto
as Exhibit "B".
(6) The term of this agreement shall run contemporaneous
with and expire or terminate at the same time as Exhibit "A".
IV.
Contract Runs with Land
It is understood that Institute subleases approximately 4,000
acres from LCCIC, which in turn leases the property from J.E. Hancock.
It is also understood that this 4,000 acres is to be used for the
disposition of the sewage effluent diverted to Wilson. Accordingly,
LCCIC and Hancock specifically agree to all the terms and conditions
herein as if their names were inserted every place the Institute's
name appears in this agreement. In the event the Institute, LCCIC,
or other party in possession of the property fail to perform the
obligations of this contract, then and in that event, Hancock and
LCCIC fully agree jointly and severally to be bound by this contract
and to accept and dispose on said 4,000 acres all water to be
diverted to the Institute lagoon herein and,to pay the service charges
as herein specified.
The covenants and obligations of this agreement, so long as
it exists, shall be considered covenants running with the land, and
any sale, assignment, lease, conveyance or other transfer of all
or any portion of the lands shall be subject to the obligations,
covenants, and agreements of this contract, and any purchaser,
assignee, lessee, or other transferee of all or any portion of the
lands shall be required to assume and perform to the extent
necessary those obligations, covenants and agreement of the
Institute, LCCIC, and/or Hancock hereunder.
5
Al
General
A. Nuisance. Institute agrees to properly distribute such
effluent at its expense onto the lands owned by Hancock, which
lands have been subleased to Institute as shown by the sublease
attached hereto as Exhibit "C". It is further agreed that when
necessary, due to extended wet or inclement weather, or any other
reason, Institute may, in order to comply with its obligations
hereunder, provide emergency storage facilities at its own cost
and expense, and does hereby covenant with Company to exercise
care to prevent such effluent from draining onto lands not owned
or controlled by Institute unless otherwise permitted by the owner
or owners of such land given in writing, which shall be subject to
all of the terms, conditions and covenants contained in this
Agreement. Institute does further covenant with Company to handle,
distribute and/or' store and to otherwise dispose of such sewage
effluent upon such lands in such manner as not to substantially
increase the density'of odors emitting therefrom, or from spreading
and causing additional discomfort and annoyance to nearby inhabitants,
and not to use or suffer to be used such effluent in such a manner
as to constitute a nuisance, when and after, the same is placed on
said lands and to keep and maintain all premises in such condition
as to conform with all federal, state, and local health regulations, -
whether now or hereafter established.
Institute, LCCIC, and Hancock, jointly and severally,. further
agree that, upon receipt of written notice, authorized by any
governing body, that the sewage effluent disposal is operating as a
nuisance in violation of said federal, state, or local health regu-
lations, to correct and abate such condition in a reasonable time.
B. Specific Performance. The parties hereby declare that it
is impossible to measure in money the damages which will accrue to
a party hereto by reason of a failure to perform any of the
6
obligations under this agreement. Therefore, if any party hereto
shall institute any action or proceeding to enforce the provisions
hereof, any party or person against whom such action or proceeding
is brought hereby waives the claim or defense therein that the
party instituting such action or proceeding has an adequate remedy
at law, and such party or person shall not urge in any such action
or proceeding the claim or defense that such a remedy at law exists.
C. Delivery or Disposal of Effluent to Other Parties. With
the written consent of Company, which consent shall not be unrea-
sonably withheld, Institute may also dispose of or deliver sewage
effluent for agricultural purposes onto lands other than the 4,000
acres described in Exhibit "C".
Such delivery or disposal shall be by written agreement between
Institute and the personorentity to whom the effluent is delivered.
This written agreement shall provide that it is subject to the terms
and conditions of this contract and shall provide for a service
charge to be paid annually in advance for the use or disposal of
said effluent; provided, however, that said charges shall never be
less than $21.00 per acre per year. All such charges to be paid
to Institute shall also be paid by Institute to Company, and no
person or entity shall ever claim or collect additional charges.
Immediately upon the execution of any such contract, Institute shall
pay to Company all such charges contracted to be paid to Institute
during the first year, and thereafter Institute shall be liable and
responsible to pay Company all such charges as they accrue to be
paid to Institute whether or not Institute ever collects said
charges from said person.or entity.
D. Arbitration. If arbitration is required to establish the
fair market value of the services for the disposal of sewage effluent,
then each party shall name and appoint a person (one), as an arbiter
on its part, and thereupon the two arbiters who are appointed shall
have authority to appoint a third arbiter; but if they shall fail
7
to do so within ten (10) days after being notified of their
appointment, then either party to this contract may, upon two (2f
days' written notice to the other party, apply to any judge of
a district court residing in Lubbock County, Texas, and if such judge
should refuse to make such appointment within ten (10) days, then
to any other district judge residing in said county, for the appoint-
ment of such third arbiter, which shall thereupon, by such judge, be
duly made, and the three arbiters so chosen shall appraise and
thus determine the fair market value, and the award duly made by
such arbiters or any two of them, shall be binding and final for
the purposes of this contract except that either party hereto
reserves the right of appeal, as provided by law, and the court to
which said appeal may be made shall hear said cause de novo.
E. Force Majeure. Neither party shall be liable for any
delay or default in performance hereunder due to any cause beyond
its control, including but not limited to acts of God, or the
public enemy, acts or requests of any County, State, or Federal
officer, agent or agency purporting to act under duly constituted
authority or any court order, wars, floods, riots, fires, storms,
strikes, lockouts, interruptions of transportation, freight embargos
or failures, exhaustion or unavailability on the open market or
delays in delivery of material, equipment or services necessary to
performance of -any provision hereof, or happening of unforeseen
acts, misfortune or casualty whereby performance hereunder is
delayed or prevented, which performance is prevented by such cause;
provided, however, that the party so affected will use its best
efforts to remedy the situation.
F. Not Assignable. This contract may not be assigned, sublet,
or assumed without the expressed written consent of Company.
G. Notice. Any notice required to be given Institute in
writing shall be sufficient if by certified mail to the following
address: -LCC Institute of Water Research
5601 19th Street
Lubbock, Texas 79407
8
Any notice required to be given Company in writing shall be suffi-
cient if by certified mail to the following addresses:
Standefer & Gray,.Inc. and J. E. Hancock
cP/-o McWhorter, Cobb & Johnson c/o Norton Baker
1502 Avenue Q 2112 Indiana
I;`bbock, Texas 79401 Lubbock, Texas
H. Cc;R.itingent upon Construction of Pipeline. This contract is
coasting-ent upon the pipeline's being constructed to the 4;000
acre tAct at Wilson, Texas.
I. Release of Hancock. 'The personal liability of J. E. Hifficock
:and wife, Eileen Hancock, and their estates under this contract
shallil¢ass to'their successors in interest in all or any part of
the ownership of said 4,000 acres, and they shall have no further
personal liability if and when they have no further interest in
:said 4,000 acres.
J.'- Rhts on Termination. In the event the contract between City
and Company (Exhibit A) is terminated and Institute continues to
have aftcess to said sewage effluent, then Institute. agrees to con-
tinue�to divide the available effluent with Company on a 50/50 basis
foraa-s long as it has access to said effluent.
'. 74TIS AGREEMENT, executed in multiple originals, is binding upon
the15Y-spective successors, executors, and assigns of the parties
hereto.
Attest•
.)(Potts, Secretary
Attest-
E Secretary
Attest:/
VIAL
f,.
'�E ( Secretary
STANDEFER & GRAY, INC. 1,
By:
J, Frank Gray, Presi nt
LCC INSTITUTE F WATER RESEARCH
By:
LUBBOCK CHRISTIAN COLLEGE
INVESTM !' CORP TION
By: //lid/
fV
E.-Ilancock Eileen Hancock
9
i
THE STATE OF TEXAS §
COUNTY OF LUBBOCK §
BEFORE ME, the undersigned authority, in and for said County
and State, on this day personally appeared J. FRA14K GRAY, known
to me to be the person and officer whose name is subscribed to the
foregoing instrument and acknowledged to me that the same was the
act of the said STANDEFER & GRAY, INC., a Texas corporation, and
that he executed the same as the act of such corporation for the
purposes and consideration therein expressed, and in.thP capacity
therein stated.
GIVEN UN ER MY HAND AND SEAL OF OFFICE this day of
1960.
Z A,
otra y Public in and for
ubbock County, Texas
THE STATE OF TEXAS §
COUNTY OF LUBBOCK §
BEFORE ME, the undersigned authority, and fo d County
and State, on this day personally appeare _ known to
me to be the person and officer whose name is subsc ed to the
foregoing instrument and acknowledged to me that the same was the
act of the said LCC INSTITUTE OF WATER RESEARCH, a corporation, and
that he executed the same as the act of such corporation for the
purposes and consideration therein expressed, and in the capacity
therein stated.
GIVEN U DER MY HAND AND SEAL OF OFFICE this / 3 7 day of
1980.
Notal7y Public in and fo
Lubbock County, Texas
THE STATE OF TEXAS §
COUNTY OF LUBBOCK §
BEFORE ME, the -Undersigned authority, i nd for d JZounty
and State, on this day personally appeared ,
known to me to be the person and officer se na a subscribed
to the foregoing instrument and acknowledged to me that the same
was the act of the said LCC' INVESTMENT CORPORATION, a Texas
corporation, and that he executed the same as the act of such
corporation for the purposes and consideration therein expressed,
and in the capacity therein stated.
IVEN Ut ER MY HAND AND SEAL OF OFFICE this day of
1980. \
1
Not ry Public in and for
Lubbock County, Texas
THE STATE OF TEXAS §
COUNTY OF LUBBOCK §
BEFORE ME, the undersigned authority, in and for said County
and State, on this day personally appeared J. E. HANCOCK, known
to me to be the person whose name is subscribed to the foregoing
instrument, and acknowledged to me that he executed the same for
the purposes and consideration therein expressed.
GIVEN U DER MY HAND AND SEAL OF OFFICE this ��day of
1980.
Nota y Public in and f
Lubbock County, Texas
THE STATE OF TEXAS §
COUNTY OF LUBBOCK §
BEFORE ME, the undersianed authority, in and for said County
and State, on this day personally appeared EILEE14 HANCOCK, known
to me to be the person whose name is subscribed to the foregoing
instrument, and acknowledged to me that she executed the same for
the purposes and consideration therein expressed.
GIVEN UN ER MY HAND AND SEAL. OF OFFICE this % 3 day of
1980.
Notar Public in and for
Lubbock County, Texas
THE STATE OF TEXAS X
COUNTY OF LUBBOCK X
WHEREAS, on August 13, 1980, STANDEFER & GRAY, INC.,
hereinafter called ASSIGNOR, entered into an agreement with
LUBBOCK CHRISTIAN COLLEGE INSTITUTE OF WATER RESEARCH, styled
"Sewage Effluent Supply Contract," under the terms of which
ASSIGNOR was entitled to receive payments under the provisions of
Paragraph II, Subparagraph E, of the "Sewage Effluent Supply Contract"
for a period ending December 31, 1998; and
WHEREAS, VLADIC CORPORATION is acquiring all of the
stock in STANDEFER & GRAY, INC., and is acquiring certain lands
from LUBBOCK CHRISTIAN COLLEGE INVESTMENT CORPORATION, and as a part
of the consideration for,such acquisition, the said VLADIC CORPORATION
is transferring to LUBBOCK CHRISTIA14 COLLEGE INVESTMENT CORPORATION
all sums due and to become due under Paragraph II, Subparagraph E,
of the "Sewage Effluent Supply Contract";
NOW, THEREFORE, KNOW ALL MEN BY THrSE PRESENTS that for and
in consideration of the premises, STANDEFER & GRAY, INC., has this
day and does by these presents transfer and assign to LUBBOCK
CHRISTIAN COLLEGE INVESTMENT CORPORATION all of its right, title,
and interest in and to all payments due or to become due under the
provisions of Paragraph II, Subparagraph E, of the said "Sewage
Effluent Supply Contract" dated August 13, 1930, such right to receive
such sums being applicable to the 4,000 acres of land therein
described and for a period of time ending on December 31, 1998.
FRANK GRAY executes this agreement for the sole purpose of
evidencing his consent thereto. VLADIC CORPORATION and LUBBOCK
CHRISTIAN COLLEGE INVESTMENT CORPORATION each executes this agreement
for the purpose of acknowledging that the terms and conditions of
the contract of sale between the parties dated January 29, 1982,
shall survive the closing of the transaction. HIKE VLADIC executes
__ e
this instrument individually for the purpose of guaranteeing the
obligations of VLADIC CORPORATION under the terms of the said
contract of sale.
EXECUTED this the 15th day of March, 1982.
ATTEST:
A1
Secretary
ATTEST:
Secretary
ATTEST: j
✓ UZf' rj z Y.i,cicl�l��
Secretary
STANDEFER & GRAY, INC.
By:
President
LUBBOCK CHRISTIAN COLLEGE
INVESTMENT CORPORATION
By:
resi ent
VLADIC CORPORATION
Byd
President
FRANK GRAY
MII:E VLADIC
-2-
THE STATE OF TEXAS X
COUNTY OF LUBBOCK X
This instrument was acknowledged before me on the 1
day of March, 1982, by Vn i V ` Q) . ill ► rM e , President
of STANDEFER & GRAY, INC., a Texas corporation, on behalf of said
corporation.
l0, �t
Notary Public in and for
the State of Texas
My Commission expires:
-�-3-�Y(�
THE STATE OF TEXAS X
COUNTY OF LUBBOCK X
This instrument was acknowledged before me on the /�
day of March, 1982, by J4v1Pur t- f)%. PPc.r l—r—i , President
of LUBBOCK CHRISTIA`I COLLEGE INVESTMENT CORPORATION, a Texas
corporation, on behalf of said core ation.
Notary Public in and for
the State of Texas
My Commission expires:
-7'
THE STATE OF TEXAS X
COUNTY OF LUBBOCK X
This instrument was acknowledged before me on the
day of March, 1982, by )J111C- (L) IL�Ar"),( . President
of VLADIC CORPORATION, a corporate , on behalf of said corporation.
Notary Public in and for
the State of Texas
My Commission expires:
-3-
THE STATE OF TEXAS X
COUNTY OF LUBBOCK X
This instrument was acknowledged before me on the
day of March, 1982, by FRANK GRAY,
Notary P blic in and for
the State of Texas
My Commission expires:.
THE STATE OF TEXAS X
COUNTY OF LUBBOCK X
This instrument was acknowledged before me on the
day of March, 1982, by MIKE VLADIC.
Notary Public in and for
the State of Texas
My Commission expires:
-4-
CERTIFICATE OF CORPORATE RESOLUTION
I, IMOGENE GRAY, Secretary of STANDEFER AND GRAY, INC., a
Texas Corporation, do hereby certify that said Corporation is
duly organized and existing under the laws of the State of Texas;
that it is duly qualified to do business in the State of Texas
and is in good standing in such State; that on the 9th day of
June, 1986, there was held a joint meeting of the stockholders
and Board of Directors of said Corporation, held in accordance
with the Charter and By -Laws of the Corporation; that JACK P.
DRISKILL, as Independent Executor of the Estate of Lily W. Gray,
deceased, and J. FRANK GRAY, being all of the stockholders and
that J. FRANK GRAY and IMOGENE GRAY being all of the Directors
were present; that at said meeting the following resolution was
duly adopted by unanimous vote of all stockholders and Directors
and that the same is now in full force and.effect:
RESOLVED, that J. FRANK GRAY, as President of STANDEFER
AND GRAY, INC., be and is hereby authorized and di-
rected for and on behalf of STANDEFER AND GRAY, INC.,
to execute that certain written Contract of Sale by and
between the CITY OF LUBBOCK (as Buyer) and J. FRANK
GRAY and wife, IMOGENE GRAY, and JACK. P. DRISK.ILL, as
Independent Executor of the Estate of Lily W. Gray,
deceased, and STANDEFER AND GRAY, INC., (as Sellers)
covering approximately 2,929 acres of land and personal
property as described in said Contract of Sale, at-
tached herewith.
Be it further RESOLVED that J. FRANK GRAY be and he is
hereby authorized and directed for and on behalf of
STANDEFER AND GRAY, INC., to execute any and all deeds,
bills of sale, plan of reorganization, and other
papers, documents and instruments as he may deem appro-
priate to consummate and close said Contract of Sale,
including any modifications or amendments thereto which
he may deem appropriate.
IN WITNESS WHEREOF, I have hereunto set my hand as Secretary
of said Corporation, and have attached hereto the official seal
of said Corporation on this 9th day of June, 1986.
(SEAL)
/ltc
IMOG E GRAY, S retary
I hereby certify that I am a Director of said Corporation
and that the foregoing is a correct copy of the resolution passed
as therein set forth, and that the same is now in full force.
J. FRANK GRAY, Dire for
THE STATE OF TEXAS §
COUNTY OF LUBBOCK §
�7This instrument was acknowledged before me on the �f' day
1 of U, by IMOGENE GRAY.
96-0�- ,
NO ARY PUBLIC in and for the
ate of Texas
.TvcJf�Do1LL
Printed or Typed Name of Notary
My Commission Expires:
THE STATE OF TEXAS §
COUNTY OF LUBBOCK §
This instrument was acknowledged before me on the th day
of Q� ^b %%6,�; by J. FRANK GRAY.
0a,uLle)
NARY PUBLIC in and for the
9 ate of Texas
J'a ` o/1' rnl LL
Printed or Typed Name of Notary
My Commission Expires: ? ,�
2