2008-02-11 Regular Meeting of La Porte City Council

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In the event C& W cooperates with another licensed, real estate broker for the Proposed Landfill Site 80.97 acres on Bay Area Blvd. or the Former Landfill Site, 5.9 acres on North Broadway Street and North I Street, before working with such broker, C&W will inform the broker that it must look to its client for any and all compensation, which may become due to it for the proposed transaction. It is acknowledged that C& W shall not be required to share its commission payable hereunder with any cooperating broker. 7. WE ACKNOWLEDGE THAT C&W MAY REPRESENT POTENTIAL PURCHASERS AND WE HEREBY CONSENT TO SUCH INTERMEDIARY REPRESENTATION. As a real estate broker who acts as an intermediary in a transaction, C&W (i) shall treat all parties honestly; (ii) may not disclose that the owner will accept a price less than the asking price unless authorized in writing to do so by the owner; (iii) may not disclose that the buyer will pay a price greater than the price submitted unless authorized to do so by the buyer; and (iv) may not disclose any confidential information or any information that a party specifically instructs C&W in writing not to disclose unless authorized in writing to disclose the information or required to do so by the Texas Real Estate License Act or by a court order or ifthe information materially relates to the condition ofthe Properties. The parties recognize that the Properties will be sold on a public bid process, and the City mayor may not have an asking price, or a minimum bid amount, although it may elect to do so. The parties further recognize as to the "price greater than the price submitted" provision, above, that this provision does not apply to the public bid process. The parties further recognize as to the disclosure of confidential information, that City, as a governmental body, must be totally transparent in its dealings, and is subject to provisions of the Texas Public Information Act." 8. In the event that either party shall commence litigation against the other party to enforce its rights under this agreement, the party prevailing in such litigation shall be entitle to recover from the other party the cost(s) and expense(s) (including attorney's fees) thereby incurred. 9. None of the properties are available for immediate sale. (a) The Former Landfill Site cannot be advertised for sale, until the interlocal agreement between the City of La Porte and Harris County is formalized, and the exact acreage to be sold by the City to Harris County, together with the access easement, is determined. (b) The Former Landfill Site on North Broadway Street cannot be advertised for sale, until a metes and bounds description of the rail easement to be deleted from the tract, has been obtained. (c) The Former Police Department Building on South 8th Street cannot be advertised for sale, until the proposed lease-back to the City of the Municipal Court facilities has been drafted and approved by the City Council, and a street and alley closing adjacent to the property, has been completed and approved by La Porte City Council. The City will notify C&W in writing when each of the three properties may be advertised for sale. 10. This agency shall be binding upon the parties hereto, their respective successors and assigns. The undersigned represents that it is the fee simple owner ofthe Properties and the signatory represents that he or she is duly authorized to execute this agreement on behalf ofthe undersigned ownership entity. F:\ADMINS\Hoffman\ WORD\BKPTeam _Agrmts08\City of La Porte _ ERS _ 022508.DOC