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HomeMy WebLinkAboutResolution - 2768 - Contract Of Sale- L Wilmer Anderson Et Al- Irrigation Improvements, 329.49 Acres - 03_10_1988Resolution #2768 March 10, 1988 Item #15 HW:dw 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 Contract of Sale to be entered into by and between said City of Lubbock (as Buyer) and L. Wilmer Anderson and his wife, Margaret Anderson, Werner J.H. Teggemann, Dr. Lester A. Anderson, Dr. Louis Carl Anderson, Mary Elizabeth Anderson and Bessie A. Tavaska (collectively as sellers), covering approximately 329.49 acres of land, 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 loth day of March , 1988. X/ • � • /%/ C i i�Ki.Ki� 'B. C. McMINN, MAYOR ATTEST: Ranette Boyd, City Secretary APPROVED AS TO CONTENT: Ed Bucy, Right -of -Ay Agent APPROVED AS TO FORM: k.-42� arold Willard, ard, Assistant C ty Attorney THE STATE OF TEXAS § COUNTY OF LUBBOCK § CONTRACT OF SALE THIS CONTRACT OF SALE is made by and between L. WILMER ANDERSON and his wife, MARGARET ANDERSON, both of Harris County, Texas; WERNER J. H. TEGGEMANN, of Lubbock County, Texas; DR. LESTER A. ANDERSON and DR. LOUIS CARL ANDERSON, both of Kleberg County, Texas.Q MARY ELIZABETH ANDERSON, of Bee County, Texas; and BESSIE A. TAVASKA, of Harris County, Texas, (collectively re- ferred to herein as "SELLERS") and the CITY OF LUBBOCK, TEXAS, a Home Rule Municipal Corporation of Lubbock County, Texas, (referred to herein sometimes as "CITY" and sometimes as "BUYER11 R E C I T A L S 1. SELLERS own 329.49 acres of land, more or less, located in Lubbock County, Texas, and two (2) irrigation wells. 2. SELLERS desire to sell and CITY desires to buy the above described property, herein referred to as "the ANDERSON and TEGGEMANN FARM," free and clear of all liens, claims and en- cumbrances, and upon the terms and conditions hereinafter set forth. AGREEMENT: I. Property For the consideration hereinafter set forth and upon all terms, conditions and provisions herein contained, SELLERS agree to sell and convey to BUYER, and BUYER agrees to purchase the following described property located in Lubbock County, Texas: A. Real Property: A total of 329.49 acres of land, more or less, as more particularly described as follows: The East 1/2 of Section 73, Block A, Abstract 340, Lubbock County, Texas. This conveyance shall be subject to all written oil, gas and other minerals leases, restrictions, covenants, reservations and mineral severances and rights -of -way of record in Lubbock County, Texas, or visible upon the ground, but only to the extent they are still in full force and effect. This Agreement to sell and convey property specifically in- cludes the property above described together with all the rights and appurtenances pertaining thereto and two (2) irrigation wells. SELLERS hereby reserve all minerals unto themselves and all mineral leasing privileges. B. Personal Property: This agreement to sell and convey the property above described shall specifically include two (2) _ 2 irrigation wells and any other improvements situated on the real property herein described. C. Lease for 1988: The BUYER agrees to lease from SELLERS the 329.49 acres herein described for the 1988 crop year (March 10, 1988 through January 10, 1989) for $50.00 per acre, for a total of $16,474.50 payable within thirty (30) days after the execution of this Sales Contract. II. Consideration BUYER shall pay to SELLERS the purchase price as follows: A. Cash: THREE HUNDRED SIXTY-TWO THOUSAND FOUR HUNDRED THIRTY-NINE AND N0/100 DOLLARS ($362,439.00) cash to be paid by BUYER to SELLERS at closing. B. Adjustment of Sales Price: The sales price of THREE HUNDRED SIXTY-TWO THOUSAND FOUR HUNDRED THIRTY-NINE AND N0/100 DOLLARS ($362,439.00) is based upon the total acreage of 329.49 acres, more or less. It is understood that BUYER has the right to cause a survey to be run at BUYER'S expense to determine the exact boundaries, encroachments and number of acres contained in the property being acquired by BUYER. In the event the total number of acres as determined by the survey is different than the above stated acreage, the total sales price will be adjusted upward or downward according to the - 3 - difference by the sum of ONE THOUSAND ONE HUNDRED AND N0/100 DOLLARS ($1,100.00) per acre. III. Evidence of Title SELLERS will furnish to BUYER, at SELLERS' expense, an owner's title policy to be issued in a form prescribed by the State Board of Insurance of the State of Texas, insuring title to the 329.49 acres of land in the amount of THREE HUNDRED SIXTY-TWO THOUSAND FOUR HUNDRED THIRTY-NINE AND N0/100 DOLLARS ($362,439.00) in favor of BUYER and thereby guaranteeing its title to be good and indefeasible, subject only to encumbrances permitted by this Contract. Within forty-five (45) days from the date of this Contract, SELLERS will cause a preliminary title insurance commitment to be issued. BUYER shall inform SELLERS in writing within fifteen (15) days of the date BUYER receives said title insurance commitment if BUYER discovers objections or defects which prevent the issuance of a title policy in the form required. SELLERS will use their best efforts to correct, within thirty (30) days, said objections or defects. If SELLERS are unable to satisfy the requirements at or before closing, then BUYER may elect to declare this Contract terminated and of no further force and effect, and the escrow deposit, if any, shall be forthwith returned by the Escrow Agent to BUYER; or, BUYER may waive the objections to title and agree to accept the title not 4 - conforming in all respects to the foregoing requirements, in which event, this sale shall be closed as herein provided. The title commitment and policy will be issued from the title company recommended by BUYER. IV. Insurance All existing insurance on the property, if any, against loss by fire or other casualty will be maintained by SELLERS until closing, at which time BUYER must secure its own insurance or take over existing insurance by reimbursement to SELLERS for all unearned premiums. V. Taxes A. Ad Valorem Taxes: It is understood that the ad valorem taxes for 1987 and 1988 and all previous years have been paid and that taxes for 1989 will be paid by BUYER. VI. Conditions Precedent The obligations of the parties to consummate this transac- tion are subject to the fulfillment, at or prior to closing, of each of the following conditions: A. A title insurance policy issued in favor of CITY at closing as hereinabove set forth. _ 5 B. At closing, CITY is able to secure from SELLERS such legal documents as may be required to consummate this transac- tion, including the acquisition of good and indefeasible title to the property which is the subject of this Contract of Sale, free and clear of all liens, claims and encumbrances as herein pro- vided or which may appear at the time of closing, including a general warranty deed from the respective owners and appropriate release of all liens. C. Compliance with all laws applicable to CITY, as may be necessary to effectuate this Contract, together with the issuance and funding of all necessary debt financing of CITY with respect to the purchase. D. The acquisition of the real estate is free and clear of all claims of any parties in possession so that CITY is free, upon closing, to enter into any contract for the use, operation, management or maintenance of the ANDERSON and TEGGEMANN Farm as it may desire, subject to the rights of BUYER to harvest crops as herein provided for the 1988 crop year. E. This Sales Contract is subject to approval -by the Texas Water Commission. Immediately upon execution of this Contract, SELLERS and BUYER each agree to diligently pursue in good faith all actions as may be necessary to fulfill the above conditions as soon as reasonably possible. 6 - VII. Contract Binding This Contract and all covenants and agreements herein shall - inure to the benefit of and be binding upon parties the hereto and upon their respective heirs, administrators, executors, suc- cessors, and assigns. VIII. Place of Performance The parties agree that all payments, remedies and conditions performable under the terms of this Contract shall be payable and performable in Lubbock County, Texas. IX. Property Accepted As Is BUYER represents that it has inspected the property and agrees to accept the real property and all personal property and improvements conveyed AS IS, WHERE IS and WITH ALL OF THEIR FAULTS; and said property is being sold without any warranty as to quality or fitness, save and except those representations made in a general warranty deed and bill of sale in the standard form provided by the State of Texas. SELLERS do not warrant as to the total footage of underground pipe; the total footage of fences; the condition of any improvements or irrigation equipment; or the total acreage or boundaries. - 7 - X. Notice Any notice given or made for any purpose pursuant to this Contract shall be valid if in writing and sent by certified mail, return receipt requested, postage prepaid, addressed as follows: If to SELLERS: Mr. Werner Teggemann Route 15, Box 590 Lubbock, Texas 79415 with copy to Mr. L. W. Anderson 2913 Amherst Street Houston, Texas 77005 If to BUYER: John C. Ross, Jr. City Attorney CITY OF LUBBOCK P. O. Box 2000 Lubbock, Texas 79457 Either party may, at anytime, and from time to time, in the man- ner set forth for the giving of notice, change the address of such party as designated in this paragraph. XI. crops It is understood and agreed that all of the feed and har- vested crops on hand, as well as the growing crops for the year 1988 and proceeds of sale from all such crops, belong to and are being retained by the respective BUYER, and BUYER has the right to continue the harvest of all crops without liability or obliga- tion to SELLERS. XII. Realtor BUYER and SELLERS represent to each other that neither party has retained a realtor or broker with respect to this transaction and no realtor or broker fees are due to any party. XIII. Closing Time is of the essence in this Contract. It is understood that after this Contract is executed, actions are required by both SELLERS and BUYER in order to satisfy the conditions prece- dent, and that closing will occur on or before January 10, 1989. Closing shall take place at Service Title Company, 1502 Texas Avenue, Lubbock, Texas, or such other place as the parties may mutually agree. At the time of closing, all documents are to be executed and delivered, and all monies are to be paid. XIV. General Conditions A. Possession: BUYER shall acquire the right to lease the ANDERSON and TEGGEMANN Farm as of the date of approval of this Sales Contract by the City Council of the City of Lubbock and the SELLERS. B. Entire Agreement: This Contract embodies the entire agreement and understanding of the parties and supersedes any and 9 - all prior letters of intent, agreements, arrangements and understandings relative to the subject matter hereof. C. Contract Survives: The terms and conditions of this Contract shall survive closing and are enforceable as between the parties hereto, their heirs, legal representatives, successors and assigns. D. Counterparts: This Contract may be executed in one or more counterparts, each of which shall be effective as an origi- nal. E. Special Provision: The conveyance of the surface rights of the "SELLERS" real property is made subject to the right of the Surface Agricultural Lease of tenant Joe Hall for the crop year 1988. The CITY intends to make necessary arrange- ments to acquire such surface rights. In any event, it is agreed that the BUYER shall be liable for any claims of Joe Hall result- ing from the conveyance of the surface rights to the CITY from the SELLERS. F. Irrigation Improvements: BUYER intends to make irriga- tion improvements (sprinkler system and piping) and such improve- ments shall remain the property of the BUYER if for some reason the sale of property is not performed on or before January 10, 1989. 10 - IN WITNESS WHEREOF, the parties hereto have executed this Contract of Sale, effective this C, day of 1988. L. WILMER ANDERSO MARY ELIZABETH ANDERSON CITY OF LUBBOCK CI BY: zC. McMIUN, MAYOR anettoyd, City Secretary APPROVED AS TO FORM: L Ed Bucy, Right-Af-Way Agent SELLERS: MAR CH - )IN'AJ-A �'A4 aj�4�� MARGAREr" ANDERSON 0A4'-JW4A- DR. LOUIS CARL ANDERSON ESSIE A. TAVASKA BUYER: 81 APPROVED AS TO CONTENT: .3 a old Willard, Assistant City Attorney THE STATE OF TEXAS § COUNTY OF HARRIS § BEFORE ME, the undersigned authority, a Notary Public in and for said County, Texas, on this day personally appeared L. WILMER ANDERSON, 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 UNDER MY HAND AND SEAL OF OFFICE this 16th day of MARCH , 1988. Notary Public, Ha s County, Texas Jane] ] Schogg i n Expires: 10-26-91 THE STATE OF TEXAS § COUNTY OF HARRIS § BEFORE ME, the undersigned authority, a Notary Public in and for said County, Texas,- on this day personally appeared MARGARET ANDERSON, 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 UNDER MY HAND AND SEAL OF OFFICE this 16th day of March 1988. i Nota y Public, Harris County, Texas Jane] ] Schogg i n Expires: 10-26-91 - 12 - THE STATE OF TEXAS § COUNTY OF LUBBOCK § BEFORE ME, the undersigned authority, a Notary Public in and for said County, Texas, on this day personally appeared WERNER-1 J.H. .TEGGEMANN known tome to be -the -person whose'name` fs=-sub= scribed''to the foregoing.---instrument-and acknowledged' --to me that he:executed-:the.same:fot-the purposes and-consideration=therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE this 3 0 4-k day of On 9(Zt N , 1988. Notary Public, Lubbock Cou ty, Texas E-C)L : 1-,0 w1L5orV C3uc-, /(-zl THE STATE OF TEXAS § COUNTY OF KLEBERG § BEFORE ME, the undersigned authority, a Notary Public in and for said County, Texas, on this day personally appeared DR. - LESTER A. ANDERSON, 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 UNDEFMY HAND AND SEAL OF OFFICE this d day of 1988. Notary Public, Kleberg unty, Texas - 13 - THE STATE OF TEXAS § COUNTY OF KLEBERG fi BEFORE ME, the undersigned authority, a Notary Public in and ,for said County„ `Texas, on this day personally appeared DR. LOUIS CARL'ANDERSONP known to me to be,the person'whose name.is sub- scribed to the foregoing instrument and acknowledged tome that .We exe6ited the same -for the purposes and consideration therein .,expressed,. GIVEN' UNDER MY HAND AND 'SEAL OF OFFICE this 619 tk day of YY'1'can c� 1 ^ 1988. Notary Public, Kle rg County, Texas THE STATE OF TEXAS "§ COUNTY OF BEE § BEFORE ME, the undersigned authority, a Notary Public in and for said County, Texas, on this day personally appeared MARY ELIZABETH ANDERSON, 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 UNDER MY HAND AND SEAL OF OFFICE this day of 1988. Notary Public, Bee County, Texas - _ 14 _ THE STATE OF TEXAS § COUNTY OF HARRIS § BEFORE ME, the undersigned authority, a Notary Public in and for said County, Texas, on this day personally appeared BESSIE A. TAVASKA, 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 ptrrposes and consideration therein -expressed.._ . GIVENDER MY HAND AND SEAL OF OFFICE this ,,1day N U'of C�- 1988. Notary Public, Harris CoWnty, Texas `itANOIT.4 E . SELPH MY COMMIaSION EXPIRES: 3/4189 THE STATE OF TEXAS § COUNTY OF LUBBOCK § BEFORE ME, the undersigned authority, a Notary Public in and for said County, Texas, on this -day personally appeared B: C. McMINN, 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 thereinx ressed. GI UNDER MY HAND AND SEAL OF OFFICE this Je— day of 988. Notary Public, Lubbock County, Texas OUVIA R. SGUS - 15 -