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HomeMy WebLinkAboutResolution - 2865 - Contract Of Sale - Holeman Farm - 320 Acres, South Side E 19Th - 06_23_1988Resolution #2865 June 23, 1988 Item 17 JWF: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 for the Holeman Farm with the City, as proposed purchaser of 320 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 23rd day of June , 1988. f d. C. MCMINN, MAYOR ATTEST: Ranette oyd, City Secretary APPROVED -.AS TO CONTENT: Ed Bucy, Right -of Way Agent APPROVED AS TO FORM: J. o h ullingim, Assistant ty At or ey Resolution #2865 THE STATE OF TEXAS § CONTRACT OF SALE COUNTY OF LUBBOCK § THIS CONTRACT OF SALE is made by and between W. ALFRED HOLEMAN and his wife, CLELLIE C. HOLEMAN, both of Lubbock County, Texas and C. E. HOLEMAN, a single man, of Lubbock County, Texas (collectively referred 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 "BUYER"). R E C I T A L S: 1. SELLERS own 320.00 acres of land, more or less, located in Lubbock County, Texas, improved with two (2) irrigation wells. 2. SELLERS desire to sell and CITY desires to buy the above described property, herein referred to as "the HOLEMAN FARM," free and clear of all liens, claims and encumbrances, except as herein set forth, and upon the terms and conditions hereinafter set forth. A G R E E M E N T: 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 follow- ing described property located in Lubbock County, Texas: A. Real Property: A total of 320.00 acres of land, more or less, as more particularly described as follows: That part of the West 1/2 of Section 12, Block B, Lubbock County, Texas, and adjacent property to the North described by metes and bounds in survey attached hereto and marked Exhibit "A". 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 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) irriga- tion wells. An existing sprinkler system owned by Powell Adams lo- cated on the premises is not to be included. C. Lease for 1989: The BUYER agrees to lease from SELLERS the 320.00 acres herein described for the 1989 crop year (January 1, 1989 through December 31, 1989) for $125.00 per acre, for a total of $40,000.00 payable on or before January 31, 1989 and be- fore the real property is conveyed. II. Consideration BUYER shall pay to SELLERS the purchase price as follows: A. Cash: THREE HUNDRED FIFTY-TWO THOUSAND AND N0/100 DOLLARS ($352,000.00) cash to be paid by BUYER to SELLERS at clos- ing. - 2 - B. Adjustment of Sales Price: The sales price of THREE HUNDRED FIFTY-TWO THOUSAND AND N0/100 DOLLARS ($352,000.00) is based upon the total acreage of 320.00 acres, more or less. It is understood that SELLER or BUYER has the right to cause a survey to be run at its or their 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 differ- ence by the sum of ONE THOUSAND ONE HUNDRED AND NO/100 DOLLARS ($1,100.00) per acre. At closing, BUYER shall pay to SELLER an ad- ditional sum of EIGHT THOUSAND AND N0/100 DOLLARS ($8,000.00) for the sprinkler base system and underground pipe. 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 property in the West One -Half (W 1/2) of Section 12, Block B, Lubbock County, Texas, in the amount of THREE HUNDRED FIFTY-TWO THOUSAND AND N0/100 DOLLARS ($352,000.00), or in the amount of purchase price adjusted for acreage as hereinabove set forth whichever is applicable, 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 commit- - 3 - ment 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 re- quirements at or before closing, then BUYER may elect to declare this Contract terminated and of no further force and effect, or, BUYER may waive the objections to title and agree to accept the title not 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 through the downtown office of Service Title Company, Lubbock, Texas. IV. Taxes A. Ad Valorem Taxes: It is understood that the SELLER will pay all delinquent ad valorem taxes for all previous years and the taxes for the year in which this transaction is closed will be prorated to date of closing. Any additional taxes caused by the sale of property or change in the use of the property shall be paid by BUYER. V. Conditions Precedent The obligations of the parties to consummate this transaction are subject to the fulfillment, at or prior to closing, of each of the following conditions: - 4 - A. A title insurance policy issued in favor of CITY at clos- ing as hereinabove set forth as to property in the West One -Half (W 1/2) of Section 12, Block B, Lubbock County, Texas. B. At closing, CITY is able to secure from SELLERS such legal documents as may be required to consummate this transaction, including the acquisition of good title to the property which is the subject of this Contract of Sale, free and clear of all liens, claims and encumbrances, except as herein provided, including a general warranty deed covering all of the property from the respective owners and appropriate release of all liens as required by Service Title Company. 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, manage- ment or maintenance of the HOLEMAN Farm as it may desire, subject to the rights of BUYER to harvest crops as herein provided for the 1989 crop year. E. 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 reason- ably possible. F. Payment of agreed purchase price by BUYER to SELLER. - 5 - VI. 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 the heirs, administrators, and executors of the SELLERS. VII. 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. VIII. Property Accepted As Is BUYER represents that it has inspected the property and agrees to accept the real property and all personal property and improve- ments 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. 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, except as set forth in the Warranty Deed. IX. Notice Any notice given or made for any purpose pursuant to this Con- tract shall be valid if in writing and sent by certified mail, re- turn receipt requested, postage prepaid, addressed as follows: If to SELLERS: Mr. W. Alfred & Clellie Holeman 6912 Avenue U Lubbock, Texas 79412 with copy to Mr. C. E. Holeman 3505 E. 19th Street Lubbock, Texas 79405 If to BUYER: John C. Ross, Jr. City Attorney CITY OF LUBBOCK P. O. Box 2000 Lubbock, Texas 79457 Either party may, at any time, and from time to time, in the manner set forth for the giving of notice, change the address of such party as designated in this paragraph. X. Crops It is understood and agreed that all of the feed and harvested crops on hand, as well as the growing crops for the year 1989 and proceeds of sale from all such crops, belong to and are being re- tained by the respective BUYER, and BUYER has the right to continue the harvest of all crops without liability or obligation to SELLERS. XI. 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. - 7 - XII. 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 precedent, and that closing will occur on or before January 1, 1990, or sooner if BUYER so requests, but not before payment of lease on property for 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. XIII. General Conditions A. Possession: BUYER shall acquire the right to lease the HOLEMAN 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 all prior letters of intent, agreements, arrangements and under- standings relative to the subject matter hereof. C. Contract Survives: The terms and conditions of this Con- tract 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 original. - 8 - E. Irrigation Improvements: BUYER intends to make irriga- tion improvements (sprinkler system and piping) and such improve- ments shall remain the property of the BUYER and BUYER shall have the right to remove these improvements if for some reason the sale of property is not performed on or before January 1, 1990. IN WITNESS WHEREOF, the parties hereto have executed this Con- tract of Sale, effective this _O rh day of J-'4.,i 1988. W. ALFRW HOLE C. E. HOLEMAN CITY OF LUBBOCK BY: S. C. McMINN, MAYOR Ranett e Boyd:, City Secreta`Fy APPROVED AS TO CONTENT: Ed Bucy, Righ of -Way Agent APPROVEcD(nAS TO FORM U'lY'iL.J� J. Wbpth Fullingim, AssistUnt Cit Attorney SELLERS: nitt , C_J CLELLIE C. HOLEMAN BUYER: 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 W. ALFRED HOLEMAN, 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 / 0116 day of -r , 1988. M ary Public, Lubbock nty, Texas 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 CLELLIE C. HOLEMAN, 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 VNDER MY HAND AND SEAL OF OFFICE this to day of 1988. No y Pub 1c, Lubbock nty, Texas 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 C. E. HOLEMAN, 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. IVEN UNDER MY HAND AND SEAL OF OFFICE this 1,5 day of 1988. N ary Publi , Lubboc Texas - 10 - 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, Mayor of the City of Lubbock, known to me to be the person whose name is subscribed to the foregoing instrument and acknowl- edged to me that he executed the same for the purposes and consid- eration therein expressed, and in the capacity therein stated as the act and deed of said City. 22 d GIVEN UNDER MY HAND AND SEAL OF OFFICE this p��J day of 1988. Notary Public, Lubbock County, Texas MY CQMMISSION EXPIRES NOVEMBER 30, 1989 OLIVIA R. SOLIS EXHIBIT "A" TO CONTRACT OF SALE HOLEMAN FARM TRACT 1: BEGINNING at a Z" iron rod, set at the Southwest corner of Section 12, Block B, for the Southwest and beginning corner -of this tract; THENCE North 0005'13" West, along the West line of Section 12, Block B, 3315.90 feet to a Z" iron rod, set for a corner of this tract; THENCE North 89056'47" East, 30.00 feet to a Z" iron rod, set for a corner of this tract; THENCE North 0005'13" West, 1451.93 feet to a z" iron rod, set for a corner of this tract; THENCE North 44042'01" East, 721.22 feet to a 2" iron rod, set in the North line of Section 12, Block B, for the Northwest corner of this tract; THENCE North 89056'47" East, 2102.29 feet to a 2" iron rod, found for the Northeast corner of this tract; THENCE South 0005'13" East, 5280.00 feet to a 2" iron rod, found for the Southeast corner of this tract; THENCE South 89056'47" West, along the South line of Section 12, Block B, 2640.38-feet to the point of beginning. CONTAINING 315.70 acres. TRACT 2: BEGINNING at a R.R. spike, set in 19th Street, and in the North occupational line of Section 12, Block 8, for the Northwest and beginning corner of this tract, whence the Northwest corner of Section 12, Block B bears South 89029'15" West, 620.32 feet and South 0005'13" East, 77.91 feet; THENCE North 89029'15" East, along 19th Street and the North occupational line of Section 12, Block B, 2020.13 feet to a R.R. spike, found for the Northeast corner of this tract; THENCE South 0005'13" East 99.06 feet to a Y' iron rod, found in the North line of Section 12, Block B, for the Southeast corner of this tract; THENCE South 89056'47" West, along the North line of Section 12, Block B, 2102.29 feet to a Z" iron rod, set for the Southwest corner of this tract; THENCE North 44042'01" East, 116.71 feet to the point of beginning. CONTAINING 4.30 acres. ,�•