HomeMy WebLinkAboutO-2009-3130 earnest money contract/purchase former Happy Harbor Nursing Home property 1106 Bayshore Drive
18
REQUEST FOR CITY COUNCIL AGENDA ITEM
Agenda Date Requested: March 23. 2009
Requested By: Ron Bottoms
Budl!et
Source of Funds:
Department: Administration
Account Number:
Report:
Resolution:
Ordinance:
Amount Budgeted: 0
Happy Harbor Purchase Ordinance
Amount Requested:
$1,400,000
Exhibits:
Exhibits:
Budgeted Item: YES NO
Exhibits
SUMMARY & RECOMMENDATION
Attached is an Ordinance approving and authorizing an earnest money contract for the purchase
ofthe Happy Harbor property. The purchase price is $1,400,000, which includes the demolition
and clean up ofthe property.
Lots 1, 2, 3, & 4, less N. 5 Ft., Bayshore Block, Bay Shore Park, and Lots 1 thru 6 and
Reserve B, Bay Front Block, and Reserve A, Bayshore Block, Bay Shore Park, all in the City
of La Porte, Harris County, Texas.
Action Required bv Council:
end approval of the purchase of the Happy Harbor property for $1.4 Million.
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Date
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ATTORNEYS and COUNSELORS
Knox W. Askins
Clark T. Askins
February 17/ 2009
via email
Mr. Ron Bottoms, City Manager
Mr. John Joerns, Assistant City Manager
Mr. Tim Tietjens, Director of Planning
Mr. Stephen Barr, Director of Parks
Ms. Martha A. Gillett/ City Secretary
Re: Happy Harbor
Dear Folks:
Attached is proposed contract approval ordinance for the City's
purchase of the Happy Harbor property. This should be scheduled
for a Council agenda after the seller's board of trustees approves
the draft earnest money contract.
Yours very truly,
~U)
Knox W. Askins
City Attorney
City of La Porte
KWA: sw
Enclosure
702 W. Fairmont Parkway, P.O. Box 1218, La Porte, TX 77572-1218
281.471.1887 phone . 281.471.2047 fax . knoxaskins@comcast.net . ctaskins@swbell.net
ORD:IBANCE NO. 2009-j IW
AN ORDINANCB APPROV:IBG AND AUTHORIZING AN BARNBST MONEY CONTRACT
J'OR PURCHASE BY THE CITY OJ' LA PORTE J'ROM TKB ALDERSGATE TRUST, OJ'
THE J'OlUlBR HAPPY HARBOR NURSING HOD PROPERTY AT 1106 BAYSHORE
DRJ:VB IN THE CITY OJ' LA PORTB, HARRIS COUNTY, TBXAS, APPROPRIATING
$1,400,000.00, TO J'UND SAID CONTRACT, NAX:IBG VARIOUS J'INDINGS AND
PROVISIONS RELAT:IBG TO THE SUBJECT, J'J:NDING COKPLJ:AHCB WITH THE
OPEN DETINGS LAW, PROVIDING AN EFJ'ECT:IVB DATE BERBOJ'.
BB IT ORDAINBD BY THB CITY COUNCIL OF THB CITY OF LA PORTB:
Section 1. The City Council hereby approves and authorizes
the contract, agreement, or other undertaking described in the
title of this ordinance, a copy of which is on file in the office
of the City Secretary. The City Manager is hereby authorized to
execute such document and all related documents on behalf of the
City of La Porte.
The City Secretary is hereby authorized to
attest to all such signatures and to affix the seal of the City to
all such documents. City Council ~qrOpriates the sum of
$1,400,000.00 from Fund WI {j)/4 .SlS: f(d ~b~nd said contract.
Section 2. The City coudc! ~fficiam CR~dS, determines,
recites, and declares that a sufficient written notice of the date,
hour, place and subject of this meeting of the city Council was
posted at a place convenient to the public at the City Hall of the
City for the time required by law preceding this meeting, as
required by the Open Meetings Law, Chapter 551, Texas Government
Code; and that this meeting has been open to the public as required
by law at all times during which this ordinance and the subject
matter thereof has been discussed, considered and formally acted
upon. The city Council further ratifies, approves and confirms
such written notice and the contents and posting thereof.
Section 3. This Ordinance shall be effective from and after
its passage and approval, and it is so ordered.
PASSED AND APPROVED, this )311J day of~t1./1 vi-'
By:
ATTEST:
LfhM1iIl,U, ;jAil
Martha A. Gillett
City Secretary
APPROVED:
~w
Knox W. Askins
City Attorney
, 2009.
CI~ OF LA PORTE
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Alton E. Porter, Mayor
2
askins
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ATIORNEYS and COUNSELORS
Knox W. Askins
Clark T. Askins
March 16, 2009
Hon. Mayor & City Council
Mr. Ron Bottoms, City Manager
Mr. John Joerns, Assistant City Manager
Mr. Clark T. Askins, Assistant City Attorney
Re: Happy Harbor Sale to City of La Porte
Gentlemen:
Attached to this letter is the latest draft of an earnest money
contract between the Aldersgate Trust, which owns the property
formerly occupied by Happy Harbor Nursing Home, as seller, to the
city of La Porte, as buyer.
The Aldersgate Trust Board of Trustees is to meet this week to
approve the contract and initial it, and Mr. Bottoms has requested
that this be placed on executive session and regular meeting agenda
item for the meeting of Monday, March 23, 2009. Please call me, or
Mr. Bottoms, if you have any questions.
Yours very truly,
tJ~M
Knox W. Askins
City Attorney
city of La Porte
KWA: sw
Enclosure
cc: Ms. Martha A. Gillett
City Secretary
702 W. Fairmont Parkway. P.O. Box 1218, La Porte, TX 77572-1218
281.471.1887 phone . 281.471.2047 fax. knoxaskins@comcast.net . ctaskins@swbell.net
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askins
& askins P.c.
ATIORNEYS and COUNSELORS
Knox W. Askins
Oark T. AskIns
March 12, 2009
Ms. Rosebud Caradec
ros.budcadventwaterfrontnronerti.s.com
Re: Happy Harbor Sale to city of La Porte
Dear Ms. Caradec:
I have revised the proposed unimproved property Commercial
contract, and Exhibit "A" to the Contract, following our telephone
conference this morning.
If these revisions are satisfactory, please have your client
present this Contract to its Board of Directors, for approval; have
the Contract initialed but not signed by the Seller; and forward
back to me as soon as possible, so we can place the Contract on the
La Porte city council agenda for its meeting of Monday, March 23,
2009.
please call me if you have any questions.
Yours very truly,
~?:!s
City Attorney
City of La Porte
KWA: sw
Enclosure
cc : via email
Mr. Ron Bottoms, City Manager
Mr. John Joerns, Assistant City Manager
Mr. Clark T. Askins, Assistant City Attorney
(PLEAS. RESPOND TOJ knoxaskinsacomcast.net)
702 W. Fa1rmont parkway, P.O. Box 1218, La Porte, TX 77572-1218
281.471.1887 phone . 281.471.2047 (ax. knoxasldns@comcast.net . ctaskinS@swbe1l.net
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TEXAS AsSOCIATION Of REALTORS"
UNIMPROVED PROPERTY COMMERCIAL CONTRACT
USE O~ THIS FOAM BY PERSONS WHO AIlE NOT MEMBEl'II OF THE TEXAS ,\SSOC:IAnOH OP IlEAL T~ IS NCJ1" AUTHORIZED.
.,-._ _111_ '" I\UlLTOIIM.1nc. ,",
The ~ldersqate Trust
(Seller) agrees to sell and convey to City of 'La Porte, a mun1c1pal
corpora tion (Buyer) and Buyer agrees to buy tram Seller the Property described below.
1. PARTIES:
2. PROPERTY:
A. The property sold by this cenlrad is called Ihe .Property." The Propertj' is that real property situaled in the City
of La Porte, Harris County,Texasal 1106 Bayshore Drive
(address) that is legally described as rollows; (identify exhibit if described by attachment.)
Lots 1, 2, 3, & 4, less N. 5 Ft., Bayshore Block, Bay
Shore Park, and Lots 1 thru 6 and Reserve B, Bay Front
Block, and Reserve A, Bayshore Block, Bay Shore Park, all
in the city of La Porte, Harris County, Texas.
B. The Property Is sold togelher with:
(1) all rights. privileges. and appurtenances pertaining to the Property, Including Seller's righI, litle. and interest in any
mlnet81s. utilities, adjacent streets, alleys, strips, gores, and rights-of.way:
(2) Seller's Interest in all leases, rents. and security deposits for all or part of the PropertYi and
(3) Seller's Interest in all licenses and pennlts related 10 the Property.
(D#lscn'be B/lY exceptions, reservations, or restrictions in Paragraph 11 or an 4ddendum.)
3. SALES PRICE:
A. AI or belore closing, Buyer will pay the following sales price lor the Property:
(1) Cash portion payable by Buyer at closing. .. .. . . .. . . .. . .. . . . . . . .. . . . .. . . . . . . . . . . . .. $ 1, 400 , 000 . 00
(2) Sum of an Ilnancing described in Paragraph 4 . . . . . . . . . , . . . 0 . . . . . . . 0 . . . . . . . . . . . . 0 . .. $ 0 " 0 0
(3) Sales price (sum of 3A(1) and 3A(2)) . . .. . . . .. . . . . . .. 0 0 . . . .. . , .. .. .. . . . . .. 0 . . .. ... $ 1, 400 , 000 " 00
B. Adiustment to Sales Price: (Check (1) or (2) only.)
ex (1) The sales price will not be adjus!ed based on a survey.
a (2) The sales price will be adjusted based on Ihe latest survey obtained under Paragraph 6B.
(a) The sales price is calculated on the basis or $
a 0) square foot of a total area a net area.
a (II) acre 01 a total area a net area.
per:
(b) "'0181 area" means all land area within the perimeter boundaries oflhe Property. "Nel area" means total area less any
area 01 lhe Property within:
a (i) public roadways:
o (n) rights-ol-way and easements other than those ltlal directly provide utilily services 10 lhe Property; and
o (iiI)
I/O.
Initialed lor Identification by Buye~_ and Seller R<1.s,_
TAR, P.O. Box 2246, Austin. TX 78768-2246
Page 1 of 9
(TAR-1802) 11-5-99
Commercial Unimproved Contract Concerning
1106 Bayshore Drive, ~a porte, TX
(c) II the sales price is adjusted by more than 10"/. 01 the slated sales price, either party may terminate this contract by
providing wrilien-nolice 10 the other party wilhin _ days aller Ihe terminating party receives the survey. II neither
party terminates this contract or il the variance Is 10% or less, the adjustment to the sales price will be made 10 the
cash ponlon of the sales price payable by Buyer.
4. FINANCING: Buyer willlinance the portion 01 the sales price under Paragraph 3B as follows: (Check all that apply.)
Q A. Third Party Financina: A third party note(s) in the total amount 01 S
. This contract:
Q (1) is l1Q1 contingent upon Buyer oblaining third party linancing.
Q (2) is contingent upon Buyer obtaining third party financing in accordance with the attached Financing Addendum.
Q B. ~sumolion: In accordance with the attached Financing Addendum, Buyer will assume the unpaid principal balance or the first
lien promissory note, which balance at closing will be $
Q C. Seller Financina: The delivery 01 a promissory note and deed of trust trom Buyer to Seller under the terms of the attached
Financing Addendum in the amount 01 $
5. EARNEST MONEY: Nollater than 3 days after the effective date, Buyer must deposit $ 50 , 000 . 00 as earnest money
with American Title Company (escrow agent) at
5003 C;;lle'1e Park, Deer Park, Texas 77536 (escrow agent's address).
If Buyer fails to timely deposit the earnest money, Seller may lerminate this contract by providing written nolice to Buyer before
Buyer deposits the earnest money. Buyer may instruct the escrow agent to deposit the earnesl money in an interesl-bearing
account at a lederally insured financial inslilulion and to credit any interest to Buyer.
6. TITLE POLICY AND SURVEY:
A. Title Policv:
(1) Seller, at Seller's expense, will lurnish Buyer an Owner's Polil.Y 01 Title Insurance (the title policy) issued by
AmericanTi tIe Company (the title company) in the amount ollhe sales price. daled at or alter
closing, insuring Buyer against loss under the tille poficy, subject only to:
(a) those title exceptions permitted by this contract or as may be approved by Buyer in writing; and
(b) the standard printed exceptions contained in the promulgated form 01 litle policy unless this contract provides
otherwise.
(2) The standard printed exception as to area boundaries: (Check (a) or (b) only.)
Q (a) will not be deleted from the titie policy.
a (b) will be deleted from the tille policy at the expense of Q Buyer a SeUer.
(3) Buyer may object to any restrictive covenants on the Property within the time reqUired under Paragraph 6C.
(4) Within -1Q... days after the elleclive date, Seller will furnish Buyer a commitment lor tiUe insurance (the commitment)
including legible copies of recorded documents evidencing title exceptions. Seller authorizes the tille company to deliver
the commitment and related documents to Buyer at Buyer's address.
B. Survev: J 0 f...6 ~
(1) Within ~ days after the effective date: (Check all thai apply.)
'JA (a) Buyer will obtain a survey ollhe Property at Buyer's expense and deliver a copy 01 the survey to Seller.
_ (b) Seller, at Seller's expense. willlumish Buyer a survey 01 the Property dated after the effective date.
Q (e) Seller will derIVer a true and correct copy of Seller's existing survey 01 the Property dated
Seller, at Seller's expense:
a (i) willhavetheexistingsurveyrecertifiedonadatenotearlierthan l!ia~e af this BSRt:Fa8~
Q (ii) will not have the existing survey recertified.
(TAR-1802) 11-5-99
Initialed lorldenlilicalion by Buye~. _ and Seuer~ct'S:_
TAR, P.O. Box 2246, Austin, TX 78768-2246
Page 2 01 9
Commercial Unimproved Contract Concerning
1106 Bayshore Drive, La Porte, TX
(2) The survey required under Paragraph 6B(1) must be made by a Registered Professional Land Surveyor acceptable to the
title company. The survey must:
(a) idenllfy the Property by metes and bounds or plaited lot description;
(b) show that the survey was made and staked on the ground with comers permanently marked;
(c) set lorth the dimensions and total area of the Property;
(d) show the location 01 all improvements. highways, streets. roads, railroads, rivers, creeks or other waterways. lences,
easements. and rights-ol-way on the Property wllh all easements and rights-ol-way relerenced to their recording
information;
(e) show any discrepancies or connlctS in boundaries, any visible encroachments, and any portion 01 the Property lying
within the 100-year nood plain as shown on the current Federal Emergency Management Agency map; and
(f) contain the surveyor's certificate that the survey is true and correct.
C. Buver's Obiectlons 10 the Commitment and Survey:
(1) Within 2..Q.... days after Buyer receives all of the items required in Paragraphs SA and 6B (the commitment. copies 01 the
documents evidencing the title exceptions. and survey), Buyer may object in writing to matters disclosed in the items il:
(a) the mailers disclosed constitute a delect or encumbrance to tille other than those permitted by this contract or liens
that Seller will satisfy at closing or Buyer will assume at closing; or
(b) the items show that any part of the Property lies in a 100-year flood plain.
(2) Seller may, but is not obligated la, cure Buyer's timely objections within 20 days alter Selier receives the objections. The
closing date will be extended as necessary to cure the objections. II Seller [ails to cure the objections by the time
required, Buyer may terminate this contract by providing written notice to Seller within 5 days aller the time by which
Seller must cure the Objections. If Buyer terminates.. the eamest money, less the independent consideration paid for
Buyer's righlto lerminale under Paragraph 78(3), will be refunded to Buyer.
(3) Buyer's failure to timely object or terminate under this Paragraph 6C is a waiver of Buyer's right to object except thai
Buyer will not waive the requirements. In Schedule C 01 the commllment.
7. PROPERTY CONDITION: (Check A or B only.)
~ A. Present Condition: (Check (1) or (2) only.)
D (1) Buyer accepts the Property in its present 'as-is. condition.
[X (2) Buyer accepts tre propt...rtv In.its presqpt ypnclltion except that Seller, at Seller's expense. will complete the following
b~o~~o~n~ See B~n1b1t A attached hereto and made
a Dart hereof.
~ B. Feasibilitv Period and Riohlto Terminale:
(1) Delivery 01 Prooertv Information: Within 1 0 days after the eflective date. Seller will deliver to Buyer the following
items to the extent that the ilems are in SeUer's possession or are readily available to Seller. Any item not delivered is
deemed not to be In Seller's possession or readily avanable to SeUer. The items Seller will deliver are:
(a) copies of all current leases pertaining to the Property, including any modifications, supplements. or amendments to
the leases;
(b) copies of all notes and deeds of trust againstlhe Property that Buyer will assume or that Seller will not pay in full on
or before closing;
(c) copies of all previous environmental assessments. studies, or analyses made on or relating to the Property;
(d) property tax statements for lhe Property lor the previous 2 calendar years; and
(e)
(2) Inspections. Studies. or Assessments:
(a) Within 30 days Ufer the effective date. Buyer, at Buyer's expense, may complete or cause to be completed
inspections, studies. or assessments of the Property. Inspections. studies, or assessments may include, but are not
limited to:
(I) physical property Inspections;
(IQ economic feasibility studies;
(iii) environmental assessments; and
(Iv) engineering sludies.
*subject to the provisions of Exhibit "A" attached
hereto.
Initialed for identifICation by BUyerC2a.... _ and selle,gt'S._
(TAR-1B02) 11.5-99 TAR. P.O. BOX224~~. TX 78768-2246 Page 3 01 9
Commercial Unimproved Contract Concerning
1106 Bayshore Drive, ~a porte, TX
(b) In connection wllh Buyer's inspections. studi~s, and assessments, Buyer must:
(I) employ only trained and qualified inspectors and assessors;
(iQ notify Seller, in advance, of when the Inspectors or assessors will be on the Property:
(iil) abide by any reasonable entry rules or requirements thai Seller may require;
[IV) not Interfere with existing operations or occupants of the Property; and
(v) restore the Property to its original condition if aUered due 10 inspections. studies, or assessments that Buyer
completes or causes to be completed.
(c) Except lor Ihose matters that arise from the negligence of Seller or Seller's agents. Buyer is responsible for any
claim. liabiDty, encumbrance, cause of action. and expense resulting from Buyer's inspections. studies, or
assessments, Including any property damage or personal injury. Buyer will indemnify, hold harmless, and defend
Seller and Seller's agents against any claim involving a matter for which Buyer Is responsible under this paragraph.
see Exhibit "A" attached hereto 30
(3) Riaht 10 Terminate: /duyer may terminate this contract for any reason within days after the effective dale by
providing Seller with written notice of lermination. If Buyer terminates, the earnest money will be refunded 10 Buyer less
$ 2, 000 that Seller will retain as independent consideration for Buyer's right to terminate under this paragraph. The
independent consideration is to be credited 10 lhe sales price only upon closing of the sale. Buyer has tendered the
Independent consideration to Seller upon payment of lhe full amount specified in Paragraph 5 to the escrow agen!. If
Buyer does not terminate within the lime required. Buyer accepts the Property in its present condlllon.
(4) Retum of ProDertv Information: If thfs contract terminates lor any reason, Buyer will, not later than 10 days aller lhe
termination dale: (a) retum to Seller all those ilems described in Paragraph 7B(1) that Seller delivered to Buyer and all
copies thaI Buyer made of those items; and (b) deliver copies of all inspection and assessment reports (excluding
economic feasibility sludies) related to the Property that Buyer completed or caused to be compleled. This Paragraph
7B(4) survives termination.
(5) Contracts Affeclina ODerations: Aller Buyer's right to tenninate under 7B(3) expires, Seller may not enter into, amend, or
terminale any other contract thai affects the operations of the Property without Buyer's prior written approval. .
a. BROKERS:
A. 'The brokers to Ihis sale are:
Rosebud ~. Caradec, Advent Waterfront Properties, mhc. 0383139
Usting Broker XlRJ:OXlllio. ialtl~GC License No.
tisllng Broker: il~~~
aI represents Seller.
(3 acts as an intermediary between Seller and Buyer.
8. Fees: (Check (1) or (2) only.)
as: (1) Seller will pay Usling Broker the fee specified by separate written commission agreement between Listing Broker and
Seller. Listing Broker will pay Other Broker the fee specified in the Agreement Between Brokers found below the parties'
signatures to this contract.
D (2) At closing. Seller will pay:
Listing Broker a total cash lee of:
D _ % of the sales price.
D
Other Broker a total cash fee 01:
D _ % of the sales price.
D
The cash fees will be paid in
brokers (rom the Seller's proceeds at closing.
NOTICE: Chapter 62, Texas Property Code, authorizes a broker 10 secure an earned commission with a lien agafnsllhe
Property.
County, Texas. Seller authorizes escrow agent to pay the
C. The parties may not amend this Paragraph 8 without the written consent of the brokers affected by the amendment.
9. CLOSING:
A. Th~ closing of the sale will be on or before see Exhibit "A." attached or within 7 days aller
objections to title have been cured, whichever dale Is later (the closing date). If either party fails to close by the closing date.
the non-aefaulting party may exercise the remedies in Paragraph 15.
(TAR-1802) 11.5-99
Inillaled for Identification by Buyer On , and Seller f!..tr..- -:s;- _
TAR, P.O. Box 2246~B768-2246
Page40f9
~1Y.
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1106 Bayshore Drive, La porte, TX
Commercial Unimproved Contract Conceming
B. At closing, Saller will. dellwr, at Sellers-expense, a ~ general Q special warranty deed. :m-lil(1Jeed must include a vendor's
lien II any part of the sales price is financed. The deed must convey good and indefeasible UlIe 10 the Property and show no
exceptions other than those permitted under Paragraph e or other provisions 01 Ihis contract. Seller must convey the Property
at closing:
(1) with no liens, assessments. or other security interests against the Property which will not be satisfied out of the sales price
unless securing loans Buyer assumes;
(2) without any assumed loans in default; and
(3) with no persons In possession of any part of the Property as lessees, tenants at sufferance, or trespassers except tenants
under the writlen leases assigned to Buyer under this conlract.
C. At cioslng, SeUer, al Seller's expense, will also deliver:
(1) tax statements showing no delinquent \aXes on the Property;
(2) an asslgnment of all leases to or on. the Property; .
(3) to the extent assfgnable. an assignment to Buyer of any licenses and permits related to the Property;
(4) evidence that the person executing this cont[act is legally capable and authorized to bind Seller, and
(5) any notices, statements, cert!fieates, or olher documents required by Ihis conlract or iaw necessary to convey the
Property, all of which must be completed by Seller as necessary.
D. AI closing, BuyerwiU:
(1) pay the sales price in good funds acceptable to the escrow agent;
(2) deliver'evldence that the person executing thIs contract is legally capable and au1horized 10 bind Buyer; and
(3) execute and deliver any notices, statements, certificates, or ottier documents required by Ihis contract or law necessary to
dose the sale.
E. Unless Ihe parties agree otherwise, Ihe closing documenls Will be as found in lhe basic forms In the current,ediUon of the Slate
Bar of Texas Real Estate Forms Manual without any addillonal clauses.
10. POSSESStON: Seller will deliver possession of the Property to Buyer on upon c 105 i ng
, In its present or required repaired cendiUon, ordinary wear and tear excepted. UntD closing'.\Seller will operate
the'P.roperty in the same manner as on the erreCtivedale. Any possession by Buyer befor~ closing or by Seller.'afler closing thai is
nol atJthorlzed by a separa1e written lease agreement is a landlord-lenant at sufferance relationship between the-partles.
11. SPECIAL PROVISJONS~ (Identify exhibit if special provisions are contained In an attachment.)
See Ex.hibit "A" attached hereto, incorporated by reference
herein and made a part hereof for all~purposes.
(TAR-1802) 11-5-99
Initialed for ldenUrica1lon by Buyer Oa.- and Seller 1~ ti~_
TAR, P.O. BoX2246~rf.Ix7B768-2246
Page 50f9
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1106 8ayshore Drive, ~a porte, TX
Commercial Unimproved Contract Concerning
12. SALES EXPENSES:
_0':"*.':'1":-
A. Seller's Exoenses: Seller will pay lor the following in cash at or belore closing:
(1) releases of exisllng liens. other than those liens assumed by Buyer, including prepayment penalties and recording lees;
(2) release 01 Seller's loan liabiUty. Ii applicable;
(3) tax statements or certificates;
(4) preparation ot the deed;'
(5) one-half 01 any escrow fee;
(6) costs to record any documents to cure lille objections that Seller must eure; and
(7) other expenses that Seller win pay under other provisions olthis contract.
B. Bwer's Ellpenses: Buyer will pay lor the following in cash at or before closing:
(1) all lean fees or expenses (lor e)C8mple, application fees, origination fees, discount lees, appraisal lees, assumption fees,
recording fees, tall service lees, mortgagee title policy expenses, credit report lees, document preparation lees, inlerest
expense that Buyer's lender requires Buyer to pay at closing, and other fees required by Buyer's lender);
(2.) preparation 01 any deed 01 trust;
(3) recording lees lor the deed and any deed of trust;
(4) premiums for flood insurence as may be required by Buyer's lender;
(5) one-half at any escrow fee;
(6) copy and delivery lees for delivery of the IIUe commitment and related documents; and
(7) olher expenses that Buyer win pay under other provisions of th~ contract.
13. PRORATIONS, ROLLBACK-TAXES, RENT, AND DEPOSITS:
A. Prorations: ;
(1) Interest on any assumed loan, taxes, rents, and any expense reimbursements from tenants will be prorated lhrougllthe
closing dale.
(2) It the amount of ad valorem talles lor Ihe year in which the sale closes is not available on the closing: date, taxes will be
prorated on the basis of taxes assessed in the previous year. If the talleS lor the year In which the sara closes vary Irom
the amount prorated at ctosing, the parties will adjust the prorations when the tall statements for the year In which the sale
closes become avaDable. This Paragl!lph 13A(2) survives closing. .
fS) If Buyer asSumes a loan or is taking the Property subjecl10 an existing lien, Seller wilf transfer all reserve deposits held by
100 lender for the paymenl of taxes, Inwranc;e p'r~~luin;s, 1;md. Qther charges to Buyer at closing and Stlyer will reimburse
sucli amounts to Seller by an al?Propriate adjustment at closing.
B, :F.Wllback Taxes:
'(iI~ If Seller changes the use of the Property before closing or If a denial of a special valuation on the' Property claimed by
Seller results In the assessment of additional taxes, penallles, or Interest (assessments) lor periods before dosing, the
assessments win be the obligation of 0 Seller 0 Buyer. This Paragraph 13B(1) survives closing.
(2) If this sale or Buyer's use 01 the Property after closing results in additionaf assessments for periods belore closing. the
assessments wiU be the o))ligalion of 0 selierO Buyer. ThI$ Paragraph 13B(2) survives closing.
C. Rent and Security Deoosits: At closing, SeDer wiil tender 10 Buyer aD security deposits and the following advance payments
recel~ed by SeUer for periods after closing: prepaid expenses, advance rental payments, and other advance payments paid by
tenants. Rents prorated to one party but received by the other party will be remItted by the recipient to the party to whom it was
. prorated within 5 days alter the rent is received. This Paragraph 13C survi\o"8S.closing.
14. CONDEMNATION: It before closing, condemnation proceedings are commenced against any part of the Property, Buyer may:
A. terminate this contract by proViding written notice to Seller within 15 days after Buyer is advised 01 the condemnation
proceedings and the earnest money, less the independent conslderaUon paid lor Buyer's right to terminate under Paragraph
7B(3), will be relunded to Buyer; or .
B. appear. and defend in the condemnation proceedings and any award will, at Buyer's election, belong to:
(1) SeHer and the sales price will be reduced by the same amount; or
(2) Buyer and the sales price wlU not be re~uced,
15. DEFAULT:
A. If Buyer fails to comply with this contract, Buyer is in default and Seller may:
(1) enlorce $peciflc performance, or seek other reliel as may be provided by law, or both; or
(2) terminate this contract and receive the earnest money as liquidated .cfamages, thereby releasing the parties from this
contract.
(TAR-1802) 11-5-99
Inllial~d for Idenllncalion by Buyer ~and Seller(?ri. :5._
TAR, P.O. BOll 2246,Austln, TX78768-2246
Page 6 of 9
-
COmmercial Unimproved Contract Concerning
1106 Bayshore Drive, La Porte, TX
B. If, withou1otiW!t. Seller is unable wUhln the time allowed 10 deliver the commitment, Buyer may:
(1) terminate this conlfact and receive the eamost money. less the independent consideration paid lor Buyer's right to
terminate under Paragraph 78(3), as the sole remedy; or
(2) extend the time lor periormance up to 15 days and the closing wnJ be extended as necessary.
:.r>~'>j$
C. Except as provided in Paragraph 158, il Seller fails to comply with this contract, Seller Is in delault and Buyer may:
(1) enlorce specillc performance. or seek such other relie! as may be provided by law, or both; or
(2) terminate this contract and receive the earnest money, less Ihe independent consideration paid for Buyer's right 10
terminate under Paragraph 7B(3), as liquidated damages, thereby releasing the parties from this contract.
16. ATTORNEY'S FEES: If Buyer, Seller, any broker, or any escrow agent is a prevailing party in any legal proceeding brought under
or wllh relation to this contract or this transaction. such party Is enUUed to recover kom the non-prevailing parties all costs of such
proceeding and reasonable anomey's lees. This Paragraph 16 SUlVives closing.
17. ESCROW:
A. At closIng. the eames! money must be applied first to any cash down payment. then to Buyer's closing costs, and any excess
will be refunded to Buyer.
B. If both parties make written demand for the earnest money, escrow agent may require payment of unpaid expenses incurred
,on behalf 01 the parties and a written release of Dabimy of escrow agentlrom all parties.
C. If one party makes written demand for the earnest money, escrow agent will give notice of the demand by providing to the
other party a copy of the demand. If escroW agent does not receive written objection to the demand from the olher party within
30 days after the 'dale escrow agent sent the demand to llie, other party, escrow agent may disburse the e&mest money to the
party making demand, reduced by the amount of unpaid exPenses incurred on behalf of the party receiving the earnest money
and escrow agent may pay the same to the creditors.
D. ,;Escrow agent will deduct the independent consideration paid ror Buyer's right to lerminate under Pa~raph 7B(3) before
xjisbursing any earnest money to Buyer ana will pay the independent consideration 1.0 Seller.
E. '1 escrow agent complies with this Paragraph 17, each party hereby releases escrow agent from all claims related to the
.disbursal-ol the earnest money.
F. ,:Notlces under this Paragraph 17 must be sent by certified mall, return receipt requested. Notices to escrow.'agent are effective
<upon receipt by escrow agent.
~
18.. MAIfERIAL FACTS:
A. To lhe best of Seller's knowledge and belief: (Check (1) or (2) only.)
]0 (1) Seller is not aware of any material derects to the Property~lOlIlli<lllC~llC.at1tiIct1er.t:~~~
o (2) Seller is not aware of any of the following, excepl as described otherwise in this contract:
(a) any material physical defects to the Propertr, ,
(b) any pending or ~reatened litigation, condemnation. or assessment affecting the Property;
(c) any environmental hazards or conditions that affect the Properly;
(d) whether the Property Is or has ever been used lor the storage or disposal of hazardous materials or toxic waste, a
dump site or landfill, or any underground tanks or containers;
(e) whether radon, asbestos Insulation or fireproofing, urea-formaldehyde foam insulation. lead-based paint. or other
pollutants or contaminants of any nature now exist or have ever existed on the Property;
(I) whether wetlands, as defined by federal or state law or regulation, are on the Property; and
(g) whether threatened or endangered species or thetr habitat are on the Property.
(DescrIbe any exceptions to (a)-(g) in Paragraph 11 or an addendum.)
B. Each written lease Sener is 10 furnish to Buyer undarthis contract must be in fun force and effect accorCU1g to its terms without
amendment or modification thaI is not disclosed 10 Buyer in writing. Sener must cIIsclose. in writing, to Buy~r if any oflhe
rollowing exist at the time Seller provides the leases to Buyer or subsequently occur berore closing:
(1) any modifications. amendments, or default by landlord or tenant under the leases:
(2) any failure by Seller 10 comply with Seller's obligations under the leases;
(3) any circumstances under the lease that enlitle the tenant 10 Ieuninate the lease or seek any offsets or damages:
(4) any non-occupancy or the leased premises by a lenant: '
(TAR-1802) 11-5-99
.....,."" Id~ur"""",by ._~'""s.," f't ~_
TAR. P.O. Box 2246. Ausnn, TX78768-2246
Page 7 of 9
.-
Commercial Unimproved Contract Concerning
1106 Bayshore Drive, ~a Porte, TX
, .: . (5) any advance sums paid by a tenant under the lease; ,. .j. .1
(6) any concessions, bonuses, (ree rents, rebates, brokerage commissions. or olher mallers that allecl any lease; and
(7) any amounts payable under the leases that have been assigned or encumbered, except as security lor 10an(lI) assumed
or taken subject to under this contract.
19. NOTICES: All notices between the parties under this contract must be in writing and are elfective when hand-delivered, mailed by
certified mail return receipt requested, or sent by facsimile transmission to:
Buyer at Knox W. Askins
P.o. BOX 1218
~R Pi~ief IX 77572-"1A
Phone 1 . . 8 6 Phone
F~ 281.471.2047 Fax
20. ~no'!hlL fAJ?~~:O/rge'1\ir~8.r-ro~gn person" as defined by applicable law, or if Seller (ails to deliver at closing
an affidavit that Seller Is not a loreign person, then Buyer will withhold from the sales proceeds at closing any amount sullicient to
comply with applicable w law and deliver the amount withheld to the tntemal Revenue Service (IRS), together with appropriate lax
forms. IRS regulations requite filing wrillen reports if cash In excess of specified amo!Jnls is received In the transaction.
Seller at
Brad stewart
The ~ldersqate Trust
2202 Timberloch pl.. step
S~rinq, ~x 77~AO-1177
~8l:~~~:el~8 _
200
21. DISPUTE RESOLUTION: The parties agree to negoUate il'! goo~ faith in an effort to resolve any dispute related to this contract
that may arise. If the dispute caMot be resolved by negotiation, the parties will submit the dispute to mediation before resorting to
arbitration or litigation and wRl equally share the costs of a mutually acceptable mediator.
22. AGREEMENT OF THE PARTIES:
A. This contract is binding on the parties, their heirs, executors, representatives, successors, and permitled assigns.
B. This contrad is to be construed in accordance with the laws of the Slate of Texas.
C. . . This contract contains the entire agreement 'of the parties and may nol be changed except by. writlen agreement
D. If 'this conlract is executed in a number of identical counterparts, eac~ counterpart Is an original and-all counlerparts,
eellectively; constitule one agreement.
E: Buyer 0 may Oanay not assign this contract. If Buyer assigns this contract, Buyer will be relieved or. any future liability
. . UT:lder this contracl only if the assignee assumes, in writing, all obligations and Iiabifity of Buyer under this cOT-ltract.
...
F. A'Odenda which are part of this contract are: (Check an that apply.)
o (1) Property Descriplion Exhibit identified In Paragraph 2;
o (2) Rnancing Addendum;
o (3) Commercial Property Condltlon ,statement;
o (4) Notice to Purchaser of Real Property in a Water Dislrict;
:>gc (5) Addendum lor Coastal Area Property;
o (6) Addendum for Property Located Seaward of the Gulf Intracoastal Waterway; and
JOe (7) Exhibit "A"
23. TIME: TIme Is of the essence In this contract. The parties require strict compliance with the times for performance. If the last day
to perform under a provision of this contract falls on a Saturday, Sunday, or legal holiday, the lime for performance is extended
until the next day which Is not a Salurday, Sunday, or legal h06day.
24. EFFECTIVE DATE: The effective date of this contract lor the purpose of performance of all obligations is the date the escrow
agent receipts this contract after all parties execute this contract
25. ADDmONAL NOTICES:
A. Buyer should have an abstract covering the Property examined by an attorney of Buyer's selection. or Buyer should be
fumlshed with or obtain a Iille pancy.
B. If the Property is situated in a utility or other statutorily created district providing water, sewer, drainage, or lIood control
lacUities and services. Chapter 49, Texas Water Code, requires Seller to deliver and Buyer to sign the statutory notice relating
to the tlpC rate, bonded indebtedness, or standby lees of the district before linal execution of this contract.
(TAR.1802) 11-5-99
"''''..,,, IdontiflcO!o, by """'() ~ '"" ......6:f5._
TAR, P.O. BoX22~~\;:t-8768-2246
Page 8 of 9
-
cOmtnllldll Unimprowd Conlracl c:onc:.tllinQ 11 06 llaxsh9~ 'Dd ve, t.a Porte, TX
c. U Ihe p~rty adjcifna or iMtu I ~ llO\ndil'f Wlllllli. *'-'11 /nlIu1nC<<l sublt1lllg4ld IIIld1 01 Ill. a&ala, 133.135 oIl/t.
Tau Natural ~.. Code reqr.i.... al10llce ~ coataI .... property lei be n:lud.t u part of \hit corcracl
O. I( 1M PnIpelty I. ~d ...WIIIS 0I11~ GuN ~III waccwav, 541.025, T.xa. Nlllun11 Rllourc,. Cod', rtquit.. ..
noIce ~ lM uaw.rd Ioc:*lIorI 01 \he Prop.rly \0 be Incllud.d .. part of tH. conltaCL
E. 111M ~ la IocIted Outside \h. limI\$ 01 & ~y, Iht PJOI)tl1y may now or Ialar bl Included In liI. uttaol.nQorlal
)udIdlcllon (ETJ) 01 . muNr:IpIIlIy and mar now or letar '" IVbfect 10 MlNQl/on by lhI InlII1Idpalty. EICIJ munlalpallty
mUtt" a map IfIIlI ~ Its bCUldadlS and ETJ. To detanftlnlll the Prop.fly IIloc:a1ed wRhln a munlc:lpally', ETJ, Buy.t
IhauId conllcl ell mla'llclpalllllllocale!J ..till VIII8III ~ alIM PRlPfrtr ror lurt/tar /nIo(mellon.
F. ~.. nal ~ 10 pelform property ~ons, liUMIYI, Il9nIIMg .WH, lIIWfrcm\enlllllS8SllMl\llI. at
InfpecIfona 10 If.llmine c:~ wlb zcring; ~ reg\IIalIDnf. or laws. eu,w 8hodd letle Illp'lU 10 perform
l\ll:h....... Seldon oIllll1PlCto,. and repalrm.n Is lhII raponsiOllty of Suylr -.1d not lb. btolw.,
28. CONTRACT AS OFFER: The uec:utIan oIllU ~Iratl by the lIl1t party I:llIIsl1tuIes en oflar to buy or Ielllhl Propet\y. Unless
lb. od1It part)' accapll by S:OO Pm.. In lhIIllme mil' In which the Pn:lpllty Is bcaIacl, on .
IhI ollet wIIl1.pse and become nUl aIld void.
.
lhIa .. .18gaIy blltcllns conlnlot. READ rr CAJ'WIULL Y. Th. bro~ .nlt ag.nbl In_ no repra.l\llltlon or r'ClOmmanclallon
.. to 1M ..... _melenoy, Ilpl .rfeoi, or IaIt ooncequenou of tbIa 40fJument or tnNaoUon. CONSUL't your attomey
BEFORE afgnln;. .
Suylt'&
A1t0lTlllf
S...,-.
A'1omey
l'lIB It.D'BRSC~l'E TRUST
~,,~~
~utbor1z.d Off1cer
~on Jennett e.
AGREEMEHT BETWEEN BAQ1tERS 'PJI'edae'f\t $l.r-4 C1!I8 ..
UUng a....IIG_1o par ScA:-~ l~~t:;."
. '" of S . or _ 'Yo 01 N AIel pricl whll\ lhI UIItlng Broklr'. ,.. iI.rlCll"td. Escrow agent is
III.Ilholb:ad II\d cftnCed ID pay Olh... Brokw 110m UaIIn,g BIoker'. ,.. a/ msI.. ,.,. Agraemenl BelWHn Broken ~raed.. any
pdor all.. IInd agrltll'l8nt1 'or cornpGnSaIIoa betwIeIl bIOt.fI.
SUp/'
Stllllr
BuyV
SIlIIr
i
OlhIr 8toMr
UC8nI. No.
Ucln.. No.
er:
Us1/fIlJ 8foker
By:
Usling 8Rlkef. Addtua
~
Fu
0Ittr BroIcI(s ~
Phone
Fu
&:row Igcrt ac:knawfldgu recelpl of:
a A. IhI conC/1lCl on U1is day
o 8. ......t money In Iha II'llClUnt of $
eSCROW RI!C&lPT
In lhI form of
(.n~ dlUl):
on IhII day
Addrea:
Eacrow Agent
By:
PIlDM
'u
rrAR.tI02111-S-iI
TAR, P.o. BaI2Z4', ~lli'l. TX 7878H24I.
Page a 0
J.).OS.f4
Qr
-===
~ lIYnD tIXAJ UAl.JISt'A.UCX>>oOG~(TUCl
l,o.IlOX W'" A.V:ITllf. 'DC7I7U..2l11
ADDEND'OMlfOll
COASTAL ABEA:PROPERTY
ADDENDUM TO BABNBsTMONEY CON'IRACI' BBrWlmN nm UNDBRSIGNBl> PARTIES
CONCBlOONO TS:B PltO'PBlU'Y AT
1'06 Bavhsore Drive. La Porte. ~ex~s'
~of1'tqlcrlf)
JNA.CCOlU)ANCBWlTB81CI'ION33.~ TEXAS NATURAL USOmCBS CODE, TBE FOLLOWING
NO'rICEIS JNQ;ODlm Ml'~OJ'1.D COMTRAcr:
NOTICKlUWAltDING CO.ASTAL AlUtA PROPlm'I'Y
1. ~ mal JIl1lPlId1 dr:aCIibocl in I114I\11Jjoct III 6d CCIIlflICt I40ms mc1 ahIlM & 0l:lI:Dm0D boaDdalywith the
tid&D)t idI--1IIIxaarp41aDda ollllllC*. no ~.lIU!doc:t II>> c:IIa.p - l:8Il be ~
~ OIiIybJ &..,.,. ClI\ tM paa41D1da 'by & 1ioae4..... W IlII"M)'Orm ~ wi. the .
od&bW pat filCIIIIl t!Io ItMnip. TM __ are.. pIOpaty '-''bed m ddII COCl1rICt -r pm or 1olo
portiaIII oltbe blt '!MIclmIe of cban&v ill t1ac bc:iwIdBI1.
2. na .... tamfacr, cr ptor hu 1IO ~of Ul)'pUIr 1Dl u it reIa!g to 1Ilo ~ dD$criblld.
ilL IDllIGbjec:t to tiI CClIl:lrIC:t ilteapt:
3. 8tatD _ pcllI1Iibia the 'lISt, Q.C\JID1nIre. ~ or pIIdaa oCaq II:\'IlCtIIre in, ca. or cmr.tul-
0WDt;41l111:l1c1p4 WI 'belo.... II>> 1pp1iotb1o 1idc lino. 1riGloat f'JXlP<< ~
4. 'l'1Io pm:chu<< or,ctedoo. hmby a4Yb04ll1lCOk G>> ad:rico of au ~ or o<<ba: quaJifiocl pc:EIllIll5
ID" 1cpl DI&ln .. dcC of1be facta 1Ot.ra.:& in ddII aclico OIl flo proportyc1e$c:dbed. ill ad .ubjld to
1bia 0llllIIaCt. ~f_";"" ~flolacllioD. ore:. ~ 1Mk b u to 1be propcIt1 dac:dbe4 ill ad
1IIbj8llt to tlU CCIIIIl:oICt., "- obllillod tram 1tIt .,...,.yIac aMIiOII at" GIIItinl I.m4 Offico ilLAm1iL
B
TH'B ALDB'RSGI,..n: '!"RUS'!'
Dv,)w
Sellar
kJW
By: ~~
SeUcI: Author ed' er
Se '/ ,,' l-rtUr~
_..._....IJIlIIlIWlI"'...~I.U!..O ". ........IillIIW,yIlfll'llml!- ~.llClIlll'Ml.... .....~--
.. tWl6aa"". NIl.,. J r~~.. _....If tit dlto 1-.J.,...., CIIf IIlIcqIlq "'llI7p:uvWoa IaIllJ IfIICli& ~ )tit aat nItI!I1a 1bt
.......-. No.. >>-0.
01A TRECNo.J3..Q
BXlIIBIT "A"
(page 1 of 2)
TO AN UNIMPROVED PROPERTY COMMERCIAL CONTRACT
BETWEEN THE ALDERSGATE TRUST, AS SELLER,
AND
THE CITY OF LA PORTE, A MUNICIPAL CORPORATION, AS BUYER
Anything to the contrary contained in the Unimproved Property
commercial Contract, to which this Exhibit nAn is attached,
notwithstanding, the parties agree as follows:
Seller shall, upon execution of the Contract, furnish Buyer with a
copy of any appraisals of the property, and any environmental
studies of the property.
The subject property is now improved with buildings from a former
nursing home facility. As a condition of closing, Seller, at
Seller's sole cost and expense, shall remove all of the
improvements from the surface, and subsurface, of the subj ect
property, with such work to be performed by a competent contractor,
with all necessary permits from the City of La Porte, and dispose
of the debris in sanitary landfill (B) licensed to receive such
debriB.
Seller shall commence such demolition within thirty (30) days from
the effective date of this Contract, and pursue such demolition to
completion in an expeditious manner. Upon completion of demolition
and removal of all debris, the property shall be leveled and left
nrake clean".
Seller's demolition contractor shall be responsible for
coordination with Seller's asbestos consultant. Seller's
contractor shall perform asbestos abatement in accordance with
Texas Department of State Health Services (DSHS) regulations.
Seller's asbestos consultant shall be responsible for completion of
the required State Notification form and payment of appropriate
feels) when the abatement contractor is selected by the Seller.
The aBbestos consultant shall be responsible for the Design and
Project Oversight in accordance with DSHS regulations. Upon
completion, Seller shall provide Buyer with a copy of the asbestos
consultant's written report confirming the abatement was performed
in compliance with applicable DSHS regulations governing building
demolition and asbestos abatement.
During the course of such demolition and removal, Buyer shall be
allowed to enter upon the property from time to time, and conduct
inspections, studies, or assessments, as provided for in Paragraph
7(B) (2), hereof. Buyer shall provide copies of reportB of such
inspections, studies, or assessments, to Seller, and Seller shall
remediate any environmental hazards.
~
.~~
-~
KXlIIBIT RAw
(page 2 of 2)
This sale shall close within 30 days of Seller's performance of the
following matters:
1. Seller shall furnish Buyer with a copy of the asbestos
consultant's written report;
2. Seller shall remediate any environmental hazards which may be
discovered during the demolition process by Seller's, or by
Buyer's, inspections, studies, or assessments.
3. Seller shall furnish Buyer with a copy of the final approval
of the demolition by the city of La Porte Inspection
Department. Seller shall leave the property "rake clean".
~
~4,~
~
lI:XlIIBIT -A-
(page 1 of 2)
TO AN UNIMPROVED PROPERTY COMMERCIAL CONTRACT
BETWEEN THE ALDERSGATE TRUST, AS SELLER,
AND
THE CITY OF LA PORTE, A MUNICIPAL CORPORATION, AS BUYER
Anything to the contrary contained in the Unimproved Property
commercial Contract, to which this Exhibit nAn is attached,
notwithstanding, the parties agree as follows:
Seller shall, upon execution of the Contract, furnish Buyer with a
copy of any appraisals of the property, and any environmental
studies of the property.
The subject property is now improved with buildings from a former
nursing home facility. As a condition of closing, Seller, at
Seller's sole cost and expense, shall remove all of the
improvements from the surface, and subsurface, of the subj ect
property, with such work to be performed by a competent contractor,
with all necessary permits from the City of La Porte, and dispose
of the debris in sanitary landfill (s) licensed to receive such
debris.
Seller shall commence such demolition within thirty (30) days from
the effective date of this Contract, and pursue such demolition to
completion in an expeditious manner. Upon completion of demolition
and removal of all debris, the property shall be leveled and left
nrake clean".
Seller's demolition contractor shall be responsible for
coordination with Seller's asbestos consultant. Seller's
contractor shall perform asbestos abatement in accordance with
Texas Department of State Health Services (DSHS) regulations.
Seller's asbestos consultant shall be responsible for completion of
the required State Notification form and payment of appropriate
fee(s) when the abatement contractor is selected by the Seller.
The asbestos consultant shall be responsible for the Design and
Project Oversight in accordance with DSHS regulations. Upon
completion, Seller shall provide Buyer with a copy of the asbestos
consultant's written report confirming the abatement was performed
in compliance with applicable DSHS regulations governing building
demolition and asbestos abatement.
During the course of such demolition and removal, Buyer shall be
allowed to enter upon the property from time to time, and conduct
inspections, studies, or assessments, as provided for in Paragraph
7(B) (2), hereof. Buyer shall provide copies of reports of such
inspections, studies, or assessments, to Seller, and Seller shall
remediate any environmental hazards.
~
,;~r-)
~
BXllIBIT lAw
(page 2 of 2)
This sale shall close within 30 days of Seller's performance of the
following matters:
1. Seller shall furnish Buyer with a copy of the asbestos
consultant's written report;
2. Seller shall remediate any environmental hazards which may be
discovered during the demolition process by Seller's, or by
Buyer's, inspections, studies, or assessments.
3. Seller shall furnish Buyer with a copy of the final approval
of the demolition by the city of La Porte Inspection
Department. Seller shall leave the property "rake clean".
~
~4-~
-
askins
& askins P.c.
ATIORNEYS and COUNSELORS
Knox W. Askins
Clark T. Askins
March 10, 2009
f~~!~~
C\1VSECRETAR'l'S
OfFICE
Ms. Rosebud Caradec
Advent Waterfront properties, Inc.
rosebud@adventwaterfrontpropertiesocom
Re: Happy Harbor Sale to city of La Porte
Dear Mr. Caradec:
The counteroffer of the Aldergate Trust, owner of the Happy Harbor
property, which you emailed to me on March 9, 2009, was presented
to the La Porte city council in executive session, at its regular
meeting of March 9, 2009.
In the counteroffer, the Seller raised its asking price from
$1,400,000.00 to $1,600,000.00.
The city of La Porte in January, 2009, instructed our office to
prepare a proposed earnest money contract, based upon the Seller's
invitation to it, to present an offer for the purchase of the
property for a cash price of $1,400,000.00. The city accepted this
offer, and all good faith negotiations on the contract language
since that time, have been based upon that offer.
It was the unanimous sentiment of City council that, since the city
had accepted the Seller's original offer of $1,400,000.00, the
Seller should in good faith stand by its offer.
The city of La Porte stands ready to continue negotiations on
contract language matters, for the purchase of the property for the
agreed price of $1,400,000.00.
Yours very truly, 4
~tJ~
Knox W. Askins
city Attorney
city of La Porte
KWA: sw
cc: vHon. Mayor & city council
Mr. Ron Bottoms, city Manager
Mr. John Joerns, Assistant City Manager
Mr. Tim Tietjens, Director of Planning
Mr. Stephen Barr, Director of Parks & Recreation
702 VIT. Fairmont Parkway, P.O. Box 1218, La Porte, TX 77572-1218
281.471.1887 phone . 281.471.2047 fax. knoxaskins@comcast.net . ctaskins@swbelLnet