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HomeMy WebLinkAboutResolution - 2024-R0260 - Binding Term Sheet, 1,471 Acres, Sections 4, 9, 11, 14, 18, 20, 21, 24, Block S - 05/14/2024Resolution No. 2024-R0260 Item No. 7.3 May 14, 2024 RESOLUTION BE TT RESOLVED BY THE CITY COUNCTL OF THE CITY OF LUBBOCK: THAT the Mayor of the City of Lubbock is hereby authorized and directed to execute for and on behalf of the City of Lubbock, a Binding Term Sheet for the purchase of real property located in Sections 4, 9, 11, 14, 18, 20, 21, and 24, Block S, Lubbock County, Texas, by and between the City of Lubbock and Arnett Family Partnership, LP, Mary Jane Holmes, Karen Dreyer, and Abby Quinn, and related documents. Said Binding Term Sheet is attached hereto and incorporated in this resolution as if fully set forth herein and shall be included in the minutes of the City Council. Passed by the City Council on � May _14, 2024 ATTEST: T AYNE AYOR Cou ney Paz, City Secretary APPROVED AS TO CONTENT: C.�/' � W. Jarr tt Atkinson, City Manager APPROVED AS TO FORM: �1 A . Sims, Deputy City Attorney RES.Binding Terrr► Sheet- Lake 7 J • ; ` Resolution No. 2024-R0260 ����%� c��y of � Lubb o ck � TEXAS Binding Term Sheet to Sell Property V8 Ranch to City of Lubbock Arnett Family Partnership, LP, Mary Jane Holmes, Karen Dreyer, and Abby Quinn (Sellers) will agree to convey via Special Warranty Deed all their right, title, and interest in the approx. 1471 acres known as the V-8 Ranch (the Property) to the City of Lubbock on the following terms, save and except the approx. .25 acre cell tower site located in the SW corner of the Property immediately east of Southeast Drive, and access thereto: Total sales price, including the mineral estate as owned by Seller Sales price is net of any offset allocated by the City for the lease-back to Sellers set out below: $ 15,100,000.00 The following terms are each integral to this agreement and will be documented in the Contract for Sale and via appropriate conveyance instruments at closing: This Term Sheet is entered into by the Sellers listed above and the City of Lubbock. William Flygare also owns an undivided interest in the Property. William's interest is subject to a Guardianship in Lubbock County, Texas. Abby Quinn is the Guardian. Abby, in her role as Guardian will use her best efforts to seek Court approval to enter into a contract for William's undivided interest on the same terms set forth herein. The parties understand that Abby cannot take action on William's interest until such is approved by the Court. In the event that the Court fails to approve such contract, the overall sales price shall be reduced in an amount in proportion to the ownership interest of William. The City shall execute a grazing lease (Lease) with Sam Amett and Abby Quinn for a 5-year term; consideration for same from SellerslLessees back to City as Lessor is reflected in the purchase price above. The City may allow Mr. Arnett andlor Ms. Quinn a holdover period or periods of all or a portion of the Property, each in a term of at least one year, at mutually agreeable market value lease rate, at the end of the 5-year Lease term so long as the City does not require the Property for construction of Lake 7. This Lease will allow normal ranching, agricultural, and recreational activities by Sellers, their guests and assignees. The Lease shall also expressly allow the Cattle Baron's Ball fundraising event to continue to be held on the Property during the duration of the Page 1 of 2 i f, Lease. However, the City may require Mr. Arnett and Ms. Quinn to procure commercially reasonable liability insurance in an amount and form necessary to conduct any activities on the Property at the City's sole discretion. During the duration of the Lease, the City may enter the Property to conduct any and all activities in relation to lake planning and construction. Such entry will use customary gate protocols and upon the City giving reasonable notice of activities that would require moving of livestock the use of heavy equipment on the property. Such entry terms will be more fully set out in the Lease. In the event a lake is built on the Property, the City agrees to name the dam the Sam Arnett Dam and to name the lake and park the V-8 Ranch Lake and V-8 Ranch Park. In the event a lake is not built on the property within 10 years of the City's acquiring final regulatory approval to build a lake on the property, the Sellers shall have an option to repurchase the Property at the fair market value of the Property at the time the option is exercised. City will provide notice to Sellers and to Brady & Hamilton, LLP of such final regulatory approval within 90 days of receiving same. Other than repurchase option set forth in the immediately preceding paragraph, City agrees it will not convey any portion of the Property to any other party for a period of no less than 50 years after closing of the transaction. This document is a binding term sheet that sets forth the agreement between Sellers and the City on the essential terms of the transaction. The parties agree that the agreement will be further documented in a Contract for Sale and by appropriate conveyance documents. Should the City refuse to close the transaction contemplated by this agreement, the City will reimburse Sellers for their transactional costs, including attorneys' fees and consultant fees, by way of a liquidated amount of $50,000. It is the express intent of the parties that the transaction contemplated by this term sheet be closed no later than 9 months after the term sheet is approved by the Lubbock City Council. This term sheet and any resulting Contract for Sale and Conveyance are made in lieu of condemnation of the Property by the City. Page 2 of 3 I� Sellers: ARNETT FAMILY PARTNERSHIP, LP By: Arnett Management, LLC, its General Partner � By: Sam C. Arnett, III, Manager .� Mary Ja 4� olmes aren Dre er - Abby Qui , ndividually AGREED AND ACCEPTED: The City of Lubbock TRAY p44Y?CIE; �AYOR AT EST: � Courtney Paz, City Secretary Page 3 of 3 BRADY� HAM I LTON «P Attorneys and Counselors May 9, aoz,4 Via Hand Delivery Amy L. Sims DEPUTY CITY ATTORNEY, CITY OF LUBBOCK i3i4 Avenue K, ioth Floor Lubbock, Texas 794oi Re: Ct� OF LuBBOC[c/V-8 RAtvCH - Term Sheet with Original Sellers Signatures Dear Amy: Pursuant to our correspondence this morning, please find enclosed duplicate sets the Term Sheet in connection with the above-referenced matter with Sellers' original signatures affixed. Kindly return one original, fully executed copy of same to our office after the City Council action on Tuesday. If you have any questions, please don't hesitate to reach out. Kind regards, BRADY &� HAMILTON, LLP /�l� � . Kari Sirmons Paralegal and Assistant to Zachary S. Brady kari@bhlawgroup.com Enclosures 1602 i3th Street Lubbock, 7exas 79401 So6.771.185o phone 306.771.375o fax bhlawgroup.com