R2006-057 05-25-06 RESOLUTION NO. R2006-57
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PEARLAND,
TEXAS, AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO
ENTER INTO A PROPERTY EXCHANGE AGREEMENT WITH CBL &
ASSOCIATES MANAGEMENT, INC. AND PEYTON MARTIN.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS:
Section 1. That certain Property Exchange Agreement by and between the City of
Pearland and CBL &Associates Management, Inc. and Peyton Martin, a copy of which is
attached hereto as Exhibit "A" and made a part hereof for all purposes, is hereby
authorized and approved.
Section 2. That the City Manager or his designee is hereby authorized to execute
and the City Secretary to attest a Property Exchange Agreement with CBL & Associates
Management, Inc. and Peyton Martin.
PASSED,APPROVED and ADOPTED this the 25th day of May
A.D., 2006.
TOM REID
MAYOR
ATTEST:
�UNG /•: ,G/ �� C
ITY F RETAR
APPROVED AS TO FORM:
D RRIN M. COKER.
CITY ATTORNEY
EXHIBIT
11 /� ,
3 f��J
AGREEMENT FOR EXCHANGE OF PROPERTY
THIS AGREEMENT FOR EXCHANGE OF PROPERTY (this "Agreement") is entered
into by and between The City of Pearland, Texas (the "City"), and Peyton Martin, Trustee,
("Martin"), as of the Effective Date (as hereinafter defined) and joined by CBL & Associates
Management,Inc. ("CBL"), (collectively,the "Parties").
RECITALS •
WHEREAS, the City desires to exchange the City Property for the property owned by
Martin, the "Martin Property" (as defined herein), the dedication of the Martin Dedication
Property(as defined herein), the dedication of the Walsh Dedication Property(as defined herein)
and the road constructed by CBL described further in Section 7 herein, because the Martin
Property, accompanied by the road, will have the adequate public road access necessary to
provide the fire station and water tower contemplated for construction by the City (the
"Facilities"); and
WHEREAS, pursuant to this Agreement, the City shall acquire the Martin Property with the
accompanying road in order to have property with which the City can provide the public benefit
of enhanced City services through the construction of the Facilities with adequate public road
access; and
NOW, THEREFORE, in consideration of the foregoing, of the covenants, promises and
undertakings set .forth herein, and for good and: valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the City, Martin and CBL agree as follows:
1. Findings and Description of Property Exchange. The City is the owner of
approximately.8.999 acres of land in Brazoria County, Texas, more particularly described on
Exhibit "A" attached hereto, together with all appurtenances thereto (the "City Property").
Martin is the owner of approximately 4.8705 acres of land in Brazoria County, Texas, more
particularly described on Exhibit "B" attached hereto, together will all appurtenances thereto,
which abuts the City Property (the "Martin Property"). The City has determined and the Parties.
acknowledge that the City Property lacks sufficient access to the public roads necessary for the
Facilities contemplated for construction by the City. Accordingly, the City desires to exchange
the City Property for the Martin Property, including the construction of the road described in
Section 7 herein, in order to utilize the Martin Property for the Facilities to increase the benefit to
the public of providing enhanced emergency services and utilities that could not otherwise be
provided on the City Property due to insufficient road access. Martin and the City are entering
this Agreement to exchange the _City Property for the Martin Property. Throughout this
Agreement, any references to "Purchaser" shall mean both Martin in its capacity as the purchaser
of the City Property and the City in its capacity as the purchaser of the Martin Property.
Throughout this Agreement, any references to "Seller" shall mean the City in its capacity as the
seller of the City Property and shall mean Martin in its capacity as the seller of the Martin
Property. Throughout this Agreement, the term "Property" shall mean both the City Property
where the City is Seller and Martin is Purchaser and the Martin Property where Martin is Seller
and the City is Purchaser,
HOUSTON11946032.12
2. Agreement. For and in consideration of the exchange of the Property set forth in
this Agreement and of the payment by Purchaser to Seller of One Hundred and 0/100 Dollars
($100.00) in cash as independent option consideration(the "Independent Option Consideration"),
which shall be nonrefundable to Purchaser, Seller agrees to sell and convey to Purchaser, and
Purchaser agrees to purchase and accept conveyance of, the Property pursuant to the terms and
conditions herein set forth.
3. Purchaser's Investigation. Purchaser shall have the period (the "Contingency
Period") commencing as of the Effective Date and ending as of the Close of Business on the
thirtieth (30`h) day following the Effective Date, within which to conduct such due diligence
investigations regarding the.Property as Purchaser shall desire, including but not limited to,those
investigations provided for in, or relating to the information referred to in, the further provisions
of this Section 3.
(a) Seller's Title. As soon as reasonably possible following the Effective
Date, Seller, at its sole cost and expense, shall furnish to Purchaser (i) a Commitment for Title
Insurance covering the Property (the "Commitment") prepared by the Alamo Title Co., whose
address is 5005 Riverway, Suite 120, Houston, Texas 77056 Attention: Basil Macdonald (the
"Title Company"), addressed to Purchaser, pursuant to which the Title Company shall commit to
issue to Purchaser on behalf of a title insurer authorized to do business in Texas and acceptable
to Purchaser in its sole discretion, a Texas Owner's Policy of Title Insurance ("Title Policy") in
the form prescribed by the Texas State Board of Insurance and as further provided herein, setting
forth (A)the current status of title to the Property and showing all liens, claims, encumbrances,
easements, right-of-ways, encroachments, restrictions, reservations, and other matters affecting
the Property, and (B) the requirements pursuant to which the Title Company agrees to issue at
the Closing an Owner's Policy of Title Insurance for the Property;
(b) Survey. Martin shall have the right at its sole cost and expense to obtain
and shall deliver to the City and the Title Company a current on the ground, staked survey,
prepared by:a surveyor licensed by the State of Texas and acceptable to the Purchaser and its
counsel and the Title Company, describing the City Property and the Martin Property (in each
case, the "Survey"). The Survey shall certify to Seller, Purchaser and the Title Company that it
conforms to the standards and specifications of the Texas Society of Professional Surveyors for a
Category 1A, Condition II Survey. Purchaser shall provide a copy of such Survey to Seller.
(c) Documents Relating to the Property. Within five (5) business days following execution of this Agreement, Seller, at its sole cost and expense, shall make available,
or cause to be made available, to Purchaser true and correct copies of the following documents
and materials (collectively, the "Due Diligence Materials"):
(i) the most recent real estate tax statements with respect to the
Property;
(ii) Any existing environmental reports, any engineering or other
technical reports on the soil or subsoil condition or topography of the Property or
evidencing the existence or non-existence of faults or other geological peculiarities;
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(iii) such other documents and information as Purchaser may
reasonably from time to time request, which are in Seller's possession or under its
direction and control, relating to the Property; and
To the extent allowed by law, all of the Due Diligence Materials are confidential and shall not be
distributed or disclosed by Purchaser to any person or entity not employed or engaged by
Purchaser to assist with the purchase of the Property. If the purchase and sale of the Property
fails to close for any reason whatsoever, Purchaser shall return to Seller all of the Due Diligence
Materials (together with all copies thereof)which Seller has delivered to Purchaser in accordance
with this Section 3(c).
(d) On-Site Inspections. During the Contingency Period and at all times
thereafter prior to the Closing or the earlier termination of this Agreement, Purchaser shall have
the right, at Purchaser's expense,to conduct all on-site inspections of the Property determined by
Purchaser to be necessary or appropriate to determine whether the Property is suitable for
Purchaser's intended use, including, without limitation, the testing and inspection of the Property
(and its subsurface) for any environmental contamination and for its suitability for development,
the taking of ground water and core samples, soil tests, topographical and fault studies, and all
other surveys; studies, tests and analysis desired by Purchaser. Seller hereby grants to Purchaser
and its designated agents or contractors the right to enter upon the Property upon reasonable
verbal or written notice to perform such inspections, tests, and other studies; provided, however,
that (i) if the Closing does not occur hereunder, Purchaser shall repair any physical damage to
the Property resulting therefrom and(ii)to the extent allowed by law, Purchaser shall indemnify
and hold Seller harmless from and against any damage, claim, cause of action, liability, cost
(including, without limitation, reasonable attorneys' fees, and court costs) or other obligation
caused by Purchaser's entry upon the Property. The obligation of Purchaser to indemnify Seller
under this Section 3(d) shall survive the Closing or the earlier termination of this Agreement.
(e) Notice of Objections. On or before the Close of Business on the last day
of the Contingency Period, Purchaser shall deliver to Seller its written objections ("Purchaser's
Objections") to (i)any matters reflected on the Commitment or the Survey and (ii)any matters
revealed by a test or inspection of the Property, which would materially interfere with
Purchaser's intended use of the Property. Seller shall have the period ("Seller's Cure Period")
commencing with Seller's receipt of any notice of Purchaser's Objections, and extending until the
Close of Business on the date which is ten(10) days following the expiration of the Contingency
Period in which to cure or remove Purchaser's Objections, at Seller's sole cost and expense.
Seller agrees to use reasonable efforts to cure any of Purchaser's Objections and shall cure,
remove, or pay-off at or before Closing any current assessments affecting the Property and all
mortgages, deeds of trust, judgment liens, mechanics and materialmen's liens, and similar liens
against the Property.
(f) Purchaser's Termination Rights. If Seller fails for any reason to cure or
satisfy any of Purchaser's Objections, in Purchaser's sole discretion, on or before the expiration
of Seller's Cure Period, Purchaser shall have the option, on or before the date which is ten (10)
days from the date Seller's Cure Period expires, as Purchaser's sole and exclusive remedies, to
either:.(A) accept conveyance of title to the Property subject to such uncured matters and
proceed under the terms of this Agreement, or (B) give written notice to Seller that Purchaser
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elects to terminate this Agreement, in which event the Independent Option Consideration shall be
retained by Seller and neither party shall have any further rights, liabilities, or obligations
hereunder, other than those provisions hereof that are expressly to survive any such termination.
If Purchaser fails to notify Seller that it has elected one of the foregoing options on or before the
expiration of such ten (10) day period, Purchaser shall be deemed to have elected to accept such
uncured matters.
4. Warranties and Representations. Seller makes the following representations and
warranties, all of which shall be true and correct as of the Effective Date and as of the
Closing Date(as hereinafter defined),but shall not survive the Closing:
(a) Seller has good, indefeasible, and insurable fee simple title in and to the
Property;
(b) Seller has not granted to any person, firm, or entity, other than Purchaser,
any right to purchase the Property or any portion thereof which remains outstanding as of the
Effective Date or which shall remain outstanding as of the date the same is conveyed to
Purchaser, and there are no parties in possession of any portion of the Property;
(c) there are no leases, property agreements, plans, warranties, permits,
intangibles, or other documents or agreements relating to the ownership, operation or use of the
Property other than those disclosed to Purchaser by Seller pursuant to Sections 3(a), (b) or (c)
above;
(d) there is no litigation pending, threatened, affecting or relating to the
Property;
(e) Seller has received no notice(and has no other knowledge) of any pending
or threatened condemnation or similar proceedings affecting the Property;
(f) except as disclosed in the Due Diligence Materials, to Seller's knowledge,
the Property has never been the site of any activity that would lead to a present violation of any
. applicable environmental law and no hazardous substance, as that term is defined in the
Comprehensive Environmental Response, Compensation•and Liability Act of 1980, has been
released, deposited, discharged, stored or buried in, on or under the Property in quantities or
locations that would require remedial action under any applicable environmental law; and
(g) Each of the City and Martin has full power and authority to enter into this
Agreement and to assume and perform all of its obligations hereunder, and the execution and
delivery of this Agreement and the performance by Seller of its obligations hereunder requires no
further action or approval in order to constitute this Agreement as a binding and enforceable
obligation of Seller.
After the Effective Date and until the Closing Date, Seller shall keep Purchaser fully informed of
all developments known to Seller that would cause any of Seller's representations contained in
this Agreement to be no longer accurate in any material respect. If, prior to Closing, Purchaser
discovers that any of the representations and warranties made by Seller in this Agreement were
when made, or have subsequently become, materially false, and Seller does not cause at its
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expense, as to any false statement, a change in the underlying facts to make such statement no
longer materially false, then Purchaser shall have the option to either (i)waive objection to such
false statement and proceed to the Closing; or (ii) cancel this Agreement, and thereafter neither
party shall have any further obligations to the other hereunder(except with respect to obligations
that are expressly to survive such termination).
5. Warranties and Representations of Purchaser. Purchaser represents and warrants
to Seller that Purchaser has been duly authorized to enter into this Agreement on the terms and
conditions of this Agreement and that this Agreement is fully binding and enforceable against
Purchaser.
6. Additional Covenants. Until the Closing, Seller covenants and agrees as follows:
(a) Seller shall not commit any waste of the Property and shall keep the
Property in substantially the same condition as its current condition, ordinary wear and tear
excepted; and
(b) Seller will promptly advise Purchaser in writing of any material changes,
additions, deletions, or modifications in or to any of the Due Diligence Materials to be delivered
to Purchaser pursuant to Section 5 above, and shall provide Purchaser with true, correct and
complete copies of such changes, additions, deletions or modifications.
(c) The City will not cause that certain public right-of-way known as County
Road 896 (Glossop Road), as shown in Volume 2, Page 98 of the Brazoria County Map Records
to be abandoned and closed until it has received written notice from Martin or the purchaser of
its Property or its successors and assigns that said right-of-way can be abandoned and closed.
This covenant shall expressly survive Closing.
7. Covenant of CBL. CBL covenants and agrees to construct to City standards on or
before August 1, 2007, within the public right-of-way known commonly as Kirby Drive, the
dedication for which is shown in Volume 24, Page 123, Brazoria County Property Records, at
least two (2) lanes of concrete-paved access from the southeast corner of the Martin Property to
that certain public right-of-way known commonly as County Road No. 92 (FM 518) (Broadway)
in order to provide sufficient access to public roads from the Martin Property that the City does
not have for the City Property. CBL and the City shall enter a roadway construction agreement
(the "Roadway Construction Agreement") in the form attached hereto as Exhibit "F" secured by
a letter of credit in an amount equal to $767,618.00
8. Condition to Closing.
(a) It shall be a condition to Closing that the 1.414 acre tract of land in
Brazoria County, Texas (the "Walsh Dedication Property") more particularly described on
Exhibit "D" attached hereto has been dedicated to the public as an addition to the public right of
way known commonly as County Road No. 92 (FM 518) (Broadway).
(b) It shall be a condition to Closing that CBL and the City have entered the
Roadway Construction Agreement and obtained the letter of credit discussed in Section 7.
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(c) It shall be a condition to Closing that Martin is prepared to dedicate the
Martin Dedication Property as defined and discussed in Section 9(c) herein.
9. Closing.
(a), The consummation of the exchange of the City Property and the Martin
Property (the "Closing") shall take place sixty (60) days from the Effective Date of this
Agreement at a mutually agreed upon time and place.
(b) At the Closing, each Seller, at its sole cost and expense, shall deliver to
each Purchaser(or to the Title Company in escrow for delivery to Purchaser upon consummation
of the purchase and sale provided for herein)the following closing documents:
(i) A Special Warranty Deed for the Property (the "Deed") executed
by the Seller in the form attached hereto as Exhibit "E", but properly completed in
accordance with this Agreement, duly acknowledged and in form for recording, which
Deed shall convey to Purchaser good, indefeasible and insurable fee simple title to the
Property, subject to all matters affecting the Property as shown in the Property Records of
Brazoria County, Texas and all matters that would be revealed by a current, on the
ground survey of the Property;
(ii) The Title Insurance Policy;
(iii) The Seller's affidavit (if required) in a form reasonably acceptable
to Purchaser, as required by Section 1445 of the Internal Revenue Code;
(iv) Possession of the Property to Purchaser in accordance with the
terms of this Agreement;
(v) Tax certificates evidencing the payment of all real property taxes
assessed against the Property through and including the year prior to the Closing;
(vi) Evidence, in form and content satisfactory to Purchaser and the
Title Company, that the persons executing the instruments delivered at Closing on behalf
of the Seller have the authority to bind the Seller to perform its obligations set forth
therein; and
(vii) Such other documents and items as are contemplated to be
delivered by the Seller to Purchaser, and by Purchaser to the Seller, at the Closing
pursuant to the other provisions of this Agreement.
(c) At Closing, Martin also agrees to dedicate to the public as an addition to
the public right of way known commonly as County Road No. 92 (FM 518) (Broadway) those
certain 1.271 acre and 0.635 acre tracts of land in Brazoria County Texas (collectively, the
"Martin Dedication Property")more particularly described on Exhibit"C" attached hereto.
(d) After the Closing, neither party hereto shall have any further rights, duties
or obligations to the other pursuant to this Agreement other than those arising pursuant to the
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provisions hereof that are expressly to survive the Closing and those arising pursuant to the
documents executed and delivered at the Closing.
10. Closing Costs. Martin agrees to pay for the cost of the Commitment, any updates
to the Commitment; the base premium for issuance to Martin or the City, as the case may be,.of
the Title Policy in the forms contemplated hereunder; all charges for tax certificates; all charges
for the preparation and recordation of any releases or instruments required to clear title to the
Martin Property and the City Property for conveyance in accordance with the provisions of this
Agreement; the cost of any Uniform Commercial Code searches and any updates thereto; all
premiums for the survey deletion and any additional title endorsements; the Survey, if any; and
all charges for the recordation of the instruments conveying title to the City Property and the
Martin Property and dedicating the Martin Dedication Property.
All other costs, charges and expenses in connection with each closing shall be allocated between
Purchaser and Seller as specified in this Agreement, or absent such specification, in accordance
with the customary practices in Brazoria County,Texas.
11. Proration and Credits to be Made at Closing. All normal and customarily
proratable items, including without limitation, real estate taxes, assessments, utility bills, and
insurance premiums, shall be prorated as of midnight of the day immediately preceding the
Closing Date, Seller being charged and credited for all of the same up to such date and Purchaser
being charged and credited for all of same on and after the Closing Date. If the actual amounts
to be prorated are not known as of the Closing Date, the prorations shall be made on the basis of
the best evidence then available, and thereafter, when actual figures are received, a cash
settlement shall be made between Seller and Purchaser. All deposits shall be credited against the
Consideration, in lieu of assigning such deposits to Purchaser. The provisions of this Section 9
shall survive the Closing.
12. Remedies.
(a) In the event the purchase and sale of the Property is not consummated
because of default by Purchaser, then Seller shall have any and all remedies available to it at law
or equity, including, but not limited to, the remedy to enforce specific performance of this
Agreement.
(b) In the event the purchase and sale of the Property is not consummated
because of a default by Seller, then Purchaser shall have any and all remedies available to it at
law or equity, including, but not limited to, the remedy to enforce specific performance of this
Agreement.
(c) Should either party employ an attorney to enforce any provisions of this
Agreement or any other document executed by such party in connection herewith, the non-
prevailing party in any such action shall pay to the prevailing party all reasonable attorney's fees
expended or incurred by the prevailing party in connection therewith. The provisions of this
Section 10 shall survive the Closing or the earlier termination of this Agreement.
13. Notices. All notices, requests or permissions required or permitted to be given to
either the City,Martin or CBL under the terms of this Agreement shall be sufficient if they are in
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writing and (a)mailed registered or certified mail, return receipt requested, (b) delivered in
person, or(c) sent by telecopy or telefax, as follows:
To Martin: Peyton Martin,Trustee
310 Morton Street, Suite 280
Richmond, Texas 77469
Fax No. 281-342-8169
with a copy to: Michael Noonan
14100 Southwest Freeway#220
Sugar Land, Texas 77478
Fax No.: 281-277-4111
To CBL: Jeff Brewer
CBL&Associates Properties, Inc.
2030 Hamilton Place Blvd., Suite 500
Chattanooga,Tennessee 37421
Fax: 423-490-8602
with a copy to: Victoria Berghel
CBL&Associates Properties, Inc.
2030 Hamilton Place Blvd., Suite 500
Chattanooga,Tennessee 37421
Fax: 423-490-4388
To the City: The City of Pearland
Attn: City Manager
3519 Liberty Drive
Pearland, Texas 77581
Fax: 281-652-1708
With a copy to: The City of Pearland
Attn: City Attorney
3519 Liberty Drive
Pearland, Texas 77581
Mailed notices shall be deemed delivered and effective three (3) days following the date when
placed in the United States mail, certified or registered mail, return receipt requested, postage
prepaid. All notices delivered by overnight courier, by telecopy or telefax, or in person shall be
deemed delivered upon receipt at the above addresses.
14. Assignment. Neither party may assign this Agreement without the prior written
consent of the other party to this Agreement. This Agreement shall inure to the benefit of and be
binding on the parties hereto and their respective heirs, legal representatives, successors, and
assigns. This Agreement is for the sole benefit of Seller and Buyer, and no third party is
intended to be a beneficiary of this Agreement. Notwithstanding the foregoing, the City
acknowledges that Martin may assign its post-closing obligations set forth herein to a third party,
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provided that Martin shall not relieve himself of any liability for such obligations by making
such an assignment.
15. Effective Date. The "Effective Date" of this Agreement shall be the date of
acknowledgment of receipt of a fully executed copy of this Agreement by the Title Company as
provided below. The offer evidenced by the execution hereof by either party hereto shall be
deemed to be withdrawn if the Effective Date of this Agreement has not occurred within ten(10)
days after the date such party signs this Agreement.
16. Miscellaneous. -
(a) This Agreement shall be construed and interpreted in accordance with the
laws of the State of Texas.
(b) Time is of the essence as to all matters contained in this Agreement.
(c) If the final day of any time period or limitation set out in any provision of
this Agreement falls on a Saturday, Sunday, or legal holiday recognized by the United
States government or the State of Texas,then and in such event the time of such period or
limitation shall be extended to the next day which is not a Saturday, Sunday or such legal
holiday.
(d) This Agreement may be executed in any number of counterparts, each of
which, when executed and delivered, shall be an original, but such counterparts shall
together constitute one and the same instrument.
(e) This Agreement may not be modified or amended except by a subsequent
agreement in writing signed by both the City and Martin. The City and Martin may •
waive any of the conditions herein or any of the obligations of the other party hereunder,
but any such waiver shall be effective only if in writing and signed by the party waiving
such condition or obligation.
(g) This Agreement, including the exhibits, schedules, and attachments
attached thereto (all of which shall be deemed incorporated into this Agreement by
reference), constitutes the entire agreement and understanding between the parties hereto
and supersedes all prior and contemporaneous agreements and understandings of the
parties in connection therewith. No statements, agreements or understandings,
representations, warranties or conditions not expressed in this Agreement shall be binding
upon the parties hereto, or shall be effective to interpret, change or restrict the provisions
of this Agreement unless such is in writing signed by the party against whom •
enforcement thereof is sought.
(h) If any provision of this Agreement or application to any party or
circumstances shall be determined by any court of competent jurisdiction to be invalid
and unenforceable to any extent, the remainder of this Agreement or the application of
such provision to such person or circumstances, other than those as to which it is so
determined invalid or unenforceable, shall not be affected thereby, and each provision
hereof shall be valid and shall be enforced to the fullest extent permitted by law.
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(i) The captions in this Agreement are inserted only as a matter of
convenience and for reference and in no way define, limit or describe the scope of this
Agreement or the scope or content of any of its provisions.
(j) All exhibits described herein and attached hereto are fully incorporated
into this Agreement by this reference for all purposes.
(k) The Parties agree that any suit arising out of a controversy concerning the
rights and obligations of the Parties under this Agreement shall be filed in Brazoria County,
Texas.
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IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto as of the date
set forth below,but shall be effective as of the Effective Date.
THE CITY:
THE CITY OF PEARLAND,TEXAS
Date: , 2006 By:
Name:
Title:
MARTIN:
Date: , 2006
PEYTON MARTIN,TRUSTEE
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IN WITNESS WHEREOF, this Agreement has been joined by CBL solely for the purpose of
evidencing its agreement to the provisions of Section 7.
CBL:
CBL &ASSOCIATES MANAGEMENT,
INC.
Date: , 2006 By:
Name:
Title:
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The undersigned, as escrow agent, hereby acknowledges receipt of a fully executed original of
this Agreement.
ALAMO TITLE INSURANCE COMPANY
Date: , 2006 By:
Name:
Title:
HOUSTON\1946032.12
EXHIBIT "A"
Legal Description of the City Property
All of that certain 8.999 acre tract of land located in Brazoria County, Texas, more particularly
described under File No. 2005-010827 in the Brazoria County Official Records.
•
HOUSTON\1946032.12
•
EXHIBIT "B"
Legal Description of the Martin Property
DESCRIPTION OF A
4.8705 ACRE TRACT OUT OF
H.T. &B.R.R. CO. SURVEY A-300, SECTION 81
BRAZORIA COUNTY, TEXAS
Being 4.8705 acres (212,158 square feet) of land out of and part of an 18.251 acre parcel being
the residue of a called 154.0026 acre tract described in deed to Peyton Martin, Trustee recorded
under File Number 91-000518 of the Official Records of Brazoria County (B.C.O.R),located in
the H.T. &B.R.R. CO. Survey, Abstract 300, Section 81 Brazoria County, Texas and being more
particularly described by metes and bounds as follows:
COMMENCING a 5/8-inch iron rod with cap stamped Carter&Burgess set for the southeast
corner of said 18.251 acre tract for the POINT OF BEGINNING of the herein described tract;
THENCE South 86 degrees 40 minutes 49 seconds West,with the north line of Southgate,
Section One,a distance of 625.90 feet to a 5/8-inch iron rod with cap stamped Carter&Burgess
set for the northeast corner of Southgate, Section One, and the east line of a called 20.0 acre tract
described in deed to William C. Walsh, recorded under File Number 96-008397 (B.C.O.R);
THENCE North 03 degrees 18 minutes 55 seconds West, with the west line of said 20.0 acre
tract and the west line of a called Lot 48 described in deed to William C. Walsh,recorded under
File Number 96-008394 (B.C.O.R), at a distance of 300.00 feet to a point for a corner;
THENCE North 86 degrees 40 minutes 49 seconds East, a distance of 775.59 feet to a point on
the west right of way line of Kirby Drive for the northeast corner of the herein described tract,
said point also being the point on a curve to the right. Said curve having a radius of 1,550.00
feet, a central angle of 10 degrees 45 minutes 34 seconds, and a chord bearing and distance of
South 22 degrees 29 minutes 03 seconds West;
THENCE along the arc of said curve and said right of way, a distance of 291.07 feet to a set 5/8-
inch iron rod with cap stamped Carter&Burgess for the point of tangency;
THENCE South 27 degrees 51 minutes 50 seconds West,with the west line of said right of way,
a distance of 44.81 feet to the POINT OF BEGINNING and containing 4.8705 acres of land
more or less.
M/B Written 03/31/06
Revised 04/06/06
LDJ/ldj
031657.000
HOUSTON11946032.12
•
EXHIBIT "C"
Legal Description of Martin Dedication Property
PARCEL BC 3 /
:METES AND.`BOUNDS DESCRIPTION: • • .
.: .1.271 ACRESO.UT OF
. LOT.IL:SECTION 81::
ALLISON RICHEY GULF_COAST HOMEsCOMPANY SUBDWISION :
:PEARLAND,BRAZORIA COUNTY;TEXAS
All that::certain :271 acres out:of Lot: 11,.Section 81,.Allison—Richey: Gulf Coast Home•:.
Company Subdivision according_to the:plat:thereof filed in Volume 2,Page 98::Brazona.County-
::Plat:Records!.and out.of that:cettain::deed.dated:12-28,1990::from:Bancplus::Federal:Savings::•
Association to Peyton Maiti, Trustee:filed in Volume::(91) 865;Page:685_Brazoria:County.
:Records and being more particularly::described by:metes and;:bounds;:as;;follows
.. (bearings_based:on Texas:Coordinate System of 1983,South Central;Zone)::: •
Commencing at a found disc in;:concrete stamped:City ofP M earland GPS onument No 9;from
which City.of Pearland:GPS Monument No 10:bears 5.08° 12';:T4"E=;2,40189' :from:said
•point; hence S•75° 14":08' W—2,135.07'to a:point:marking the POINT`OF•BEGINNING of
• . herein;described tract and marking the.northeast corner of said Lot<1 i • . .-
1. Thence S 03°:10 03":E 70 00 with the eastame of said Let:11 to a set P.K.:nail inasphalt:
for corner,
2 Thence S;86° 46' l5" W :790 78';to a set:518"iron:red with:ca. p (stamped.;C.L.DAVIS�:
RPIS 44f4)for corner, . •
.3. Thence N.03°:13' 45':'.W.-:70.00 with the east line of that certain tract described in am deed:
dated 07 03 2002 from Peyton Martin,Trustee to Lingo:South ate:Ltd as filed in Official:
• Records of Real Property.of Brazoria County at Clerk's File Number:02 041090 to.apoint, • •
for comer;.
4:. :Thence N:86°46 15"E 790.85'with the south line of that certain 50'right:of-way strip as
• described=in:that:certain:'deed as in Official,;Records:of Real Property of Braaona
County at Clerk's File Nuiiiber2004r.051264to the;POINT OF BEGINNING and containing
. 1.27.1 acres(55;357 square feet)of land more:or less:::• :
This metes and:bounds description is accompanied by a separate:plat, drawing or exhibit per:
• :Texas;.Board of Professional Land:Surveyor's•:'"`General::Rules;ofProcedures.and Practices''•
Section:663.19(9):- :
Compiled b.p.:. •• • - . •
•
:;C.L.Davis&:Company
: .Job Number 1.1421;43 parcel BC 3 M&B doc:: •
11 1:o-2004.: .
1.1-021 3 parcel BC 3'M&B.doc
HOUSTON\I946032.12
PARC
EL BC 1
METES AND BOUNDS DESCRIPTION _
0635.ACRE OUT OF .
LOT 31 T):ON SEC '81
ALLISON RICHEY GULF COAST HOME COMPANY SUBDIVISION ,.:
PEARLAND,BRAZORIA COUNTY;:TEXAS
All:that:certain]0 635 acre out of Lot 31 Section 81,.Allison-Richey Gulf Coast Home•Con pany
.Subdivision according::to the.plat thereof filed to Volume; Page::98 Brazona.County. Plat •
Records and being part of that certain tract described in a deed dated 12 28 1990 from Bancplus
• Federal.Savings;Association•to Peyton•Martin, Trustee!filed°in Volume.(91) 865,;Page 685
:Brazoria.County Ofcial.Records and:being More particularly;described by metes and bounds as:
follows:(bearings based on Texas Coordinate System of 1983,South Central Zone),
• Commencing at a;found disc in:concrete stamped City:of Pearland:GPS Monument:No. 9 from •
:which City:of Pearland•GPS`Monument•No •10 bears:S 08°•12' 14"'E— 2;401.89' from said
point,"Thence S 59° 25' 50"•W 929 62'to::a point.marking the POINT OF:BEGINNING of .
herein described tract and intgking the intersection of the north'line of said Peyton:Martin:tract :
and the most west right-of-way:line of State Highway288(right-of way varies):as established by
that certain deed filed in Volume 1077,Page 126 Brazona County Deed Records,.
1. Thence the following 3 courses with the most:westerly;right-of way line of:said State
Highway 288;
2. Thence S 03°26'28.':'E ''60 53'-to a found concrete monument for corner,•:,:
•
3:: Thence N 8T 00'37"E :63 31'to a found concrete monument for;comer;
4. Thence S 49°03' 37"E 13 21'to a set 518"iron rod with cap(stamped C.L.DAVIS"RPLS
• 4464)for::corner; . : • ::.
. 5. Thence.S:S6° 46' 15"W-459.25' to:a.Set 5/8r. iron.rod with cap:(stamped C.L. DAVIS-
. RPLS 4464)fot.corner;::
• 6. Thence N 03° 10' 03"W—70.00'::witl the:east_:line of that certain tract described:in a deed-
dated: 12 11=2001 from:lames H:;Oresclimgg to::Norl ean N Hulgan..as:filedin:Official:
Records of Real Property:of Brazoria County.at Clerk's File Number 01-056527 to a:point .
for corner:..
7. Tlience N;86° 46''15" E:=:3861'T with the north line of said Pcyton Martin tract andtne:
north line of said Lot 31 to the POINT OF`BEGINNING and containing 0.635 acre(27 678
square feet):of land more:oress l
This metes and bounds:description is accompanied by a separate plat, drawing ior exhibit;per.
•. • Texas:Board of.Professional Land Surveyor's "General•Rules of:Procedures and Practices.'. •
.Section 6:63.19(9) •
::Compiled.by::.
C L=Davis&:Company •
• Job Nutiiber.11-421:-43 parcel BC 11vI&B.doc 11-10-2004
• 11.421-43:parcel BC'1 M&B.doc
HOUSTON\1946032.12
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EXHIBIT"E"
SPECIAL WARRANTY DEED
THE STATE OF TEXAS §
§ KNOW ALL PERSONS BY THESE PRESENTS:
COUNTY OF BRAZORIA §
THAT, [ 1 ("Grantor"), for and in consideration of the sum of Ten and
No/100 Dollars ($10.00) in hand paid to Grantor by [ 1 ("Grantee"), the receipt of
which is hereby acknowledged by Grantor, and other good and valuable consideration paid and
agreed and secured to be paid to Grantor by Grantee in the manner set forth below, the
sufficiency of which consideration is hereby acknowledged by Grantor, has GRANTED,
BARGAINED, SOLD, and CONVEYED and by these presents does GRANT, BARGAIN,
SELL, and CONVEY unto said Grantee, its successors and assigns, subject to the [Permitted
Exceptions described below, all of that certain real property located in Brazoria County, Texas,
more particularly described on Exhibit "A" attached hereto, and all of Grantor's right, title and
interest, if any, in and to all easements, tenements, hereditaments, privileges and appurtenances
in any way belonging to the foregoing, including, without limitation, (i)any land to the midpoint
of the bed of any highway, street, road or avenue, open or proposed, in front of, abutting or
adjoining such land, (ii)any land lying in or under the bed of any creek, stream, bayou or river
running through, abutting or adjacent to such land, (iii) any riparian, appropriative, or other water
rights of Grantor appurtenant to such land and relating to surface or subsurface waters, (iv) any
oil, gas or other minerals or mineral rights relating to such land or to the surface or subsurface
thereof (v) any strips, gores or pieces of property abutting, bounding or which are adjacent or
contiguous to such land, and (vi) all easements, right-of-ways, rights of ingress or egress and
reversionary interests benefitting such land(all such land, water rights, mineral rights, easements
and other appurtenant rights being herein referred to collectively as the "Property").
This conveyance is made by Grantor and accepted by Grantee expressly subject to those
matters more particularly described on Exhibit "B" attached hereto and incorporated herein for
all purposes (the "Permitted Exceptions"),to the extent,but only to the extent,the same are valid
and subsisting and affect the Property.
TO HAVE AND TO HOLD the Property, together with all and singular the rights and
appurtenances thereto in anywise belonging, unto Grantee, its successors and assigns forever;
and, subject to the above described Permitted Exceptions, Grantor does hereby bind itself and its
successors, to,WARRANT AND FOREVER DEFEND all and singular the Property unto
Grantee, its successors and assigns, against every person whomsoever lawfully claiming or to
claim the same or any part thereof,by,through or under Grantor but not otherwise.
Real estate ad valorem taxes and all other taxes, assessments and standby fees against the
Property for the year 2006 have been prorated between Grantor and Grantee as of the date
hereof,by,through or under Grantor but not otherwise.
HOUSTON\1946032.12
EXECUTED on this the day of , 2006, but effective for all purposes
as of ,2006.
GRANTOR:
By:
Name:
Title:
Address of Grantor:
HOUSTON\1946032.12
THE STATE OF §
COUNTY OF §
This instrument was acknowledged before me on the day of
2006 by , the of , on behalf of
GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of
2006.
Notary Public in and for the
State of
My Commission Expires:
HOUSTON\1946032.12
EXHIBIT "A"
TO SPECIAL WARRANTY DEED
Legal Description
Fro Be Attachedl
-4-
EXHIBIT "B"
TO SPECIAL WARRANTY DEED
Permitted Exceptions
ITo Be Attached]
-5-
EXHIBIT "F"
Roadway Construction Agreement
HOUSTON\1946032.12