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R2000-041 03-27-00RESOLUTION NO. R2000-41 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS, AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE A SPECIAL WARRANTY DEED AND RIGHT-OF-WAY AGREEMENT WITH HOUSTON PIPELINE COMPANY. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF PEARLAND, TEXAS: Section 1. That certain Special Warranty Deed by and between the City of Pearland and Houston Pipeline Company, 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 certain Right-of-Way Agreement by and between the City of Pearland and Houston Pipeline Company, a copy of which is attached hereto as Exhibit "B" and made a part hereof for all purposes, is hereby authorized and approved. Section 3. Thatthe City Manageror his designee is hereby authorized to execute and the City Secretary to attest the attached Special Warranty Deed and Right-of-Way Agreement with Houston Pipeline Company. PASSED, APPROVED and ADOPTED March ., A.D., 2000. this the TOM REID MAYOR 27th day of ATTEST: RESOLUTION NO. R2000-41 APPROVED AS TO FORM: DA~:~:~IN M. COKER' CITY ATTORNEY 2 STATE OF TEXAS COUNTY OF BRAZORIA SPECIAL WARRANTY DEED That HOUSTON PIPE LINE COMPANY ("HPL"), a Delaware corporation ("Seller"), for and in consideration of the sum of Ten and No/100 ($10.00) Dollars and other valuable consideration to the undersigned paid by the Buyer herein named, the receipt of which is hereby acknowledged, have GRANTED, SOLD AND CONVEYED, and by these presents does GRANT, SELL AND CONVEY unto THE CITY OF PEARLAND, TEXAS, a Texas municipality, ("Buyer"), all of the following described real property ("Property") in Brazoria County, Texas, to wit: A 2.00 acre tract of land situated in the D.H. Hunter Survey, A-76 in Brazoria County, Texas; said 2.00 acre tract being more particularly described by metes and bounds in Exhibit "A", which is attached hereto and incorporated herein for all purposes. SAVE AND EXCEPT Seller specifically reserves all right, title and interest of Seller in the pipelines and appurtenant equipment related thereto located on the Property. Contemporaneous with the execution of this Special Warranty Deed and by separate instrument (the "Easement Agreement"), Buyer is granting to Seller the free and unrestricted use of a perpetual fifty foot (50') wide right-of-way and easement to construct, maintain, operate, inspect, repair, replace, protect, substitute, resize, remove or abandon one or more pipelines and all necessary or desirable appurtenances related thereto (including cathodic protection) over, under, across and through the Property as described on Exhibit "B" attached hereto. Seller further reserves the right to the free use of the Property adjoining the reserved pipeline e~sement area in order to carry out any of the permitted uses under the Easement Agreement. Buyer shall never charge Seller a fee for Seller's use of the Property in any manner permitted herein or by the Easement Agreement. It is further agreed by the Buyer that, as part of Seller's consideration in selling the Property to Buyer, in the event that any portion of the Property is sold or transferred to a third party that is not a governmental entity or unit of the City of Pearland, Texas, then the Seller, its successor or assigns shall be entitled to receive one-half of all proceeds derived from such sale or transfer. The covenants and agreements contained herein and in the Easement Agreement with respect to Seller's reserved pipeline rights shall extend to and be binding upon the successors and assigns of Seller and Buyer and the rights, benefits and obligations herein and in said Easement Agreement with respect to Seller's reserved pipeline rights shall run with the land. Seller's interest in and to the Property is and will be transferred to and accepted by Buyer "AS IS, WHERE IS" AND IN ITS PRESENT CONDITION. BUYER ACKNOWLEDGES THAT SELLER HAS NOT MADE, AND SELLER HEREBY EXPRESSLY DISCLAIMS AND NEGATES, ANY REPRESENTATION OR WARRANTY, EXPRESS, STATUTORY OR IMPLIED, RELATING TO THE CONDITION OF THE PROPERTY. BUYER HAS INSPECTED THE PROPERTY AND HAS SATISFIED ITSELF AS TO ITS PHYSICAL AND ENVIRONMENTAL CONDITION, BOTH SURFACE AND SUBSURFACE, INCLUDING BUT NOT LIMITED TO CONDITIONS SPECIFICALLY RELATED TO THE PRESENCE, RELEASE OR DISPOSAL OF HAZARDOUS SUBSTANCES. BUYER IS RELYING SOLELY UPON ITS OWN INSPECTION OF THE PROPERTY AND BUYER SHALL ACCEPT SAME IN ITS "AS IS, WHERE IS" CONDITION. THERE ARE NO WARRANTIES THAT EXTEND BEYOND THE FACE OF THIS SPECIAL WARRANTY DEED EXCEPT FOR SELLER'S SPECIAL WARRANTY OF TITLE. O:commonllegaFaewhitelbills of sale City of Peadand SWD (Final).doc This conveyance is made and accepted subject to any and all covenants, conditions, restrictions, easements, and/or reservations which may appear of record in the County Clerk's Office of Brazoria County, Texas affecting the herein described Property. TO HAVE AND TO HOLD the above described premises, together will all and singular the rights and appurtenances thereto in anywise belonging, unto the said Buyer, its successors and assigns forever; and Seller does hereby bind itself, its successors and assigns to WARRANT AND FOREVER DEFEND alt and singular the said premises unto the said Buyer, helm and assigns, against every person whomsoever lawfully claiming or to claim the same or any party thereof by, through or under Seller. This Special Warranty Deed is entered into this effective as of ,2000. day of , 2000 but is SELLER: HOUSTON PIPE LINE COMPANY By: Stephen C. Schneider Title: Vice-President BUYER: THE CITY OF PEARLAND, TEXAS By: Its: O:commonllegal/aewhitelbills of sale City of Peadand SWD (Final).doc STATE OF TEXAS § COUNTY OF HARRIS § THIS INSTRUMENT was acknowledged before me on the day of ,2000 by Stephen C. Schneider, Vice-President of Houston Pipe Line Company, a Delaware corporation, on behalf of said corporation. Notary Public in and for the State of Texas STATE OF TEXAS § COUNTY OF BRAZORIA § by THIS INSTRUMENT was acknowledged before me on the __ day of ,2000 , the of the City of Pearland, Texas, on behalf of said municipality. Notary Public in and for the State of Texas After Recordation, return this document to: Ms. Mary C. Ogden Houston Pipe Line Company 1400 Smith, EB 3881 Houston, TX 77002 O:commonllegallaewhitelbills of sale City of Peadand SWD (Final).doc 3 EXHIBIT "A" METES AND BOUNDS DESCRIPTION OF THE PROPERTY BEGINNING at the Northwest corner of Lot 44, same being the Northeast corner of LOt 36, for Northwest and beginning corner of the hereinafter described 2.00 acre tract; THENCE South with the West line of Lot 44 and the East line of Lot 36, 522. 4 feet to a stake for Southwest corner; THENCE North 59 degrees 31 minutes East 387.0 feet to a stake in the Northeast line of Lot 44 for Southeast comer; THENCE North 45 degrees 40 minutes West with the Northeast line of Lot 44, 466.4 feet to the place of beginning, said 2.00 acre tract being in a triangular shape. O:commonllegallaewhitelbills of sale City of Pearland SWD (Fir~al).doc EXHIBIT "B" Metes and bounds description of Easement Area A right of way and easement fifty feet (50') in width, extending over, through, along and across that certain 2.00 acre tract of land, situated in the D.H. Hunter Survey, Abstract 76, Brazoria County, Texas. Said 2.00 acre tract of land being further described in Deed from G, D. Scott, Jr. to Houston Pipe Line Company recorded in Volume 629, Page 547 of the Deed Records of Brazoria County, Texas. All bearings are based on the West line of said 2.00-acre tract of land. The CENTERLINE of said fi~-foot (50') wide right-of-way and easement is described as follows: BEGINNING at the point of intersection of the West line of the above said 2.00 acre tract of land with an existing Houston Pipe Line Company 30" pipeline, said POINT OF BEGINNING being located North 02° 41'58" West along the West line a distance of 113.50 feet from the Southwest Corner of said 2.00 acre tract of land; THENCE North 56°22'07"East, along and with the centerline of said Houston Pipe Line Company 30" pipeline, a distance of 300.94 feet to the terminus point of this description located on the Northeast line of said 2.00 acre tract of land. Said point being located North 45" 40' West along the Northeast line a distance of 105.50 feet from the Southeast corner of said 2,00 acre tract of land. TOTAL RODS: 18.23 O:cornmonllegallaewhitelbills of sale City of Peadand SWD (Final).doc RIGHT-OF-WAY AGREEMENT THE STATE OF TEXAS COUNTY OF BRAZORIA KNOW ALL MEN BY THESE PRESENTS: WHEREAS, by Special Warranty Deed dated , 2000, HOUSTON PIPE LINE COMPANY is conveying to THE CITY OF PEARLAND, TEXAS the property described on Exhibit "A" which is attached hereto and made a part hereof for all purposes (the "Property"); and WHEREAS, as part of the consideration for the above-referenced conveyance, Houston Pipe Line Company desires to (i) reserve unto itself, its successors and assigns a fifty-foot pipeline easement across the Property and (ii) stipulate the restrictions, conditions and covenants regarding encroachments upon such easement by the City of Pearland, Texas, their agents, employees, contractors, and their respective successors and assigns; NOW THEREFORE, THE CITY OF PEARLAND, TEXAS ("GRANTOR"), for and in consideration of the purchase of said Property and other valuable consideration, the receipt of which is hereby acknowledged, does hereby grant, bargain, sell and convey unto HOUSTON PIPE LINE COMPANY ("GRANTEE"), whose address is P.O. Box 1188, Houston, Texas 77251- 1188, its successors and assigns an exclusive and perpetual fifty foot (50') right-of-way and easement to construct, maintain, operate, inspect, repair, replace, protect, substitute, resize, remove or abandon one or more pipelines and all necessary or desirable appurtenances related thereto, (including cathodic protection apparatus, and all of which are hereinafter called "pipeline facilities"), over, under, across, and through the Property as described on Exhibit "B" that is attached hereto and made a part hereof (hereinafter referred to as the "Easement Area"). To have and to hold the right-of-way and Easement Area granted herein unto the said Grantee, its successors and assigns on the terms stated herein and, subject to the terms of this grant, such rights and Easement Area shall be covenants running with the land and be binding upon Grantor, its legal representatives and successors in title. O:common/legal/aewhite/Bills of Sale ! City of Pearland 2-acre tract Easement.doc Grantor herein retains for itself, its successors and assigns, the dght to use and enjoy said Easement Area, except as the same may be necessary for the purposes herein granted and subject to the terms and conditions hereinafter set forth. 1. Grantor acknowledges that Grantee is a natural gas transmission company and public utility company that operates pipeline facilities that run through the Easement Area, including a high-pressure 30" O.D. underground natural gas pipeline. Grantor does hereby grant to Grantee the rights of ingress to, egress from and access to the Property for the purpose of operating, maintaining, inspecting, repairing, replacing, resizing, removing, or abandoning the pipeline from the Easement Area. 2. Grantee shall have the sole responsibility for any construction, maintenance, operation, inspection, repair, replacement, protection, substitution, resizing, removal or abandonment of the pipeline facilities. Grantee shall have the dght to the free use of the Property adjoining the Easement Area in order to carry out any of the permitted uses under this agreement. Grantor shall never charge Grantee a fee for Grantee's use of the Property in any manner permitted herein. 3. Grantor shall at all times conduct all of its activities on the Easement Area in such a manner as to not interfere with or impede the operation and activities of the pipeline facilities in any manner whatsoever. In the event that Grantee, in its sole discretion, determines' that the safety, operation or maintenance of the pipeline facilities is affected by Grantor's activities on or over the Easement Area, Grantor shall reimburse Grantee for its reasonable costs incurred in responding to Grantor's activities on or over the Easement Area, including but not limited to Grantee's lowering or relocating the pipeline facilities. 4. Grantor shall not plant any trees or shrubs within the confines of the Easement Area. 5. Grantor shall not construct any fences, driveways, roadways, access routes, parking lots, sidewalks, walkways, buildings, permanent structures or surface coverings of any kind on or over the Easement Area without the express pdor written consent of Grantee. If Grantor constructs any of the aforementioned structures or surface coverings of any kind on or over the Easement Area without the express prior written consent of Grantee and Grantee notifies Grantor in writing of such violation of this agreement, then Grantor shall have ten (10) days after receipt of Grantee's written notice to cure such violation and restore the Easement Area to Grantee's satisfaction. Any such structures placed on the Easement Area without Grantee's O:commonllegallaewhitelBills of Sale City of Pearland 2-acre tract Easement.doc 2 prior written consent shall be removed at the sole cost and expense of Grantor. If Grantee approves the construction of any fence, driveway, roadway, access route, parking lot, sidewalk, walkway, building, permanent structure or surface covering over the Easement Area, Grantor must first contact Grantee in accordance with the provisions of Paragraph 6 below prior to beginning the construction of the approved surface covering or structure. If Grantor refuses to remove such prohibited structure or covering from the Easement Area, Grantee may, at its option, remove the prohibited structure or covering at the expense of Grantor and without any liability whatsoever. It is further agreed that the failure by Grantee to exercise such option as to any such violation shall not constitute a waiver of Grantee's future right to exercise such option as to the same or any future violation. Grantor assumes all risks for damages, injuries, or loss to either property or persons which may be incurred by Grantor, its agents, employees, invitees or licensees present on or in the vicinity of the Easement Area and associated with Grantor's prohibited encroachment upon the Easement Area. 6. Grantee must have the opportunity to be present and notified at least forty-eight hours prior to any work (such as construction, excavation or use of heavy equipment) being performed at or near the pipeline facilities or Easement Area. This requirement for notification specifically applies, but is not limited to, the construction of a fence, driveway, roadway, access route, parking lot, sidewalk, walkway, building, permanent structure or surfaco covedng of any kind on or over the Easement Area driveway by Grantor. The Texas Underground Facility Damage Prevention Act requires that excavators in Texas notify a one-call notification center 48 hours prior to digging. Grantee utilizes the Texas Excavation Safety System ("TESS") as its notification center. Grantor must contact Grantee and the TESS notification center before commencing any construction or excavation activity at or near the pipeline facilities. As of the date of this Agreement, the contact numbers for Grantee's representative are as follows: Gary Hall (Mobile) (Pager) (Main office) 713/252-6988 281/490-5572 281/652-2200 In the event Grantor or its agents, contractors or invitees need to cross over or along the pipeline facilitiee, Grantee reserves the right to require the agent, contractor or invitee to furnish and install temporary matting and/or earthen fill over the pipeline facilities in order to protect the O:common/legal/aewhite/Bills of Sale 3 City of Pearland 2-acre tract Easement.doc pipeline facilities from heavy equipment loads. The temporary matting and/or earthen fill over the pipeline facilities shall be promptly removed by Grantor upon cessation of the temporary purpose therefor and Grantor shall restore the Easement Area to its original condition. Not withstanding the foregoing, in no event shall Grantor permit any vehicle to cross over the Easement Area that has more than 2 axles and such axle load shall be limited to no more than 4000 pounds per axle. Similarly, during any period of construction, Grantor shall not use the surface of the Easement Area to pile dirt or other earthen materials nor install any temporary structures. 7. Grantor shall not alter the grade, or permit such alteration, anywhere on the Easement Area without the prior express written consent of Grantee. Grantor shall be solely responsible for, and shall bear the expense of repairs attributable to, any loss of subjacent or lateral support for Grantee's pipeline facilities or Easement Area caused by Grantor's activities on the Easement Area. 8. Should Grantee need to construct, maintain, operate, repair, remove, substitute or resize its pipeline facilities, Grantor shall pay the cost of removing, replacing or reinstalling any structures or surface coverings that Grantor has placed on the Easement Area. In addition, all repair and maintenance work performed by the Grantee on its pipeline facilities located within the Easement Area shall be performed in a reasonable workmanlike manner and Grantee shall restore the surface and grade of the Easement Area and the property adjoining the Easement Area where the work is performed but Grantee shall not be liable for loss, damage or replacement to such structures or surface coverings or any associated equipment and facilities owned by Grantor or others that exist within the Easement Area and, in this regard, Grantor does hereby release Grantee, its employees, agents, officers and directors from any and all liability for any such loss or damage. 9. Grantor does hereby agree to indemnify, protect, and hold Grantee, its parent, affiliates, subsidiaries, and their directors, officers, employees, representatives, and agents harmless from and against any and all actions or causes of action, claims, demands, liabilities, loss, damage, injury, suit, proceeding, judgment, cost (including the cost or expense of environmental response, removal or remediation activities) or expense of whatever kind or nature, including but not limited to reasonable attorneys' fees, arising from any incident, act, action, cause of action, negligence, transaction or omission of Grantor, its employees, agents, invitees, or licensees in connection with, or O:common/legal/aewhite/Bills'of Sale City of Pearland 2-acre tract Easement,doc 4 incidental to, the use of the Property within and upon the Easement Area and specifically with respect to Grantee's express restrictions herein with respect to construction or excavation activities on the Property or the axle load limitation over and across the Easement Area, except where such loss, cost, liability, or expense was proximately caused solely by the gross negligence of Grantee, its employees or agents. Grantee does hereby agree to indemnify, protect, and hold Grantor harmless from and against any and all actions or causes of action, claims, demands, liabilities, loss, damage, injury, suit, proceeding, judgment, cost (including the cost or expense of environmental response, removal or remediation activities) or expense of whatever kind or nature, including but not limited to reasonable attorneys' fees, arising from any incident, act, action, cause of action, negligence, transaction or omission of Grantee, its employees, agents, invitees, or licensees in connection with, or incidental to, the use of the Property within and upon the Easement Area, except where such loss, cost, liability, or expense was proximately caused solely by the gross negligence of Grantor or its agents. 10. This Agreement and the rights and obligations thereunder may be assigned, in whole or in part, by Grantee. TO HAVE AND TO HOLD the said right-of-way unto Grantee, its successors and assigns, for the purposes herein granted and upon the terms and conditions herein set forth. All of the terms and conditions hereof shall be binding upon and inure to the benefit of Grantor and Grantee and their respective successors and assigns. This instrument and the covenantsand agreements herein contained shall extend to and be binding upon the successors and assigns of Grantor and Grantee and the rights, benefits and obligations of this Agreement shall run with the land. Executed by Grantor and Grantee this __ GRANTEE Houston Pipe Line Company By: Stephen C. Schneider Title: Vice-President day of GRANTOR City of Pearland, Texas ,2000. By: Its: O:common/legal/aewhite/Bills of Sale City of Pearland 2-acre tract Easement.doc STATE OF TEXAS § COUNTY OF HARRIS § THIS INSTRUMENT was acknowledged before me on the __ day of , 2000 by Stephen C. Schneider, Vice-President of Houston Pipe Line Company, a Delaware corporation, on behalf of said corporation. Notary Public in and for the State of Texas STATE OF TEXAS § COUNTY OF § THIS INSTRUMENT was acknowledged before me on the __ ,2000 by , the City of Pearland, Texas, a Texas municipality. day of of the Notary Public in and for the State of Texas O:commonllegallaewhitelBills of Sate City of Pearland 2-acre tract Easement.doc EXHIBIT "A" Metes and Bounds description of Property conveyed by Grantee to Grantor by Special Warranty Deed dated ,2000 BEGINNING at the Northwest corner of Lot 44, same being the Northeast comer of Lot 36, for Northwest and beginning comer of the hereinafter described 2.00 acre tract; THENCE South with the West line of Lot 44 and the East line of Lot 36, 522. 4 feet to a stake for Southwest corner; THENCE North 59 degrees 31 minutes East 387.0 feet to a stake in the Northeast line of Lot 44 for Southeast comer; THENCE North 45 degrees 40 minutes West with the Northeast line of Lot 44, 466.4 feet to the place of beginning, said 2.00 acre tract being in a triangular shape. O:common/legal/aewhite/Bills of Sale 7 City of Pearland 2-acre tract Easement.doc EXHIBIT "B" Metes and bounds description of Easement Area A right of way and easement fifty feet (50,) in width, extending over, through, along and across that certain 2.00 acre tract of land, situated in the D.H. Hunter Survey, Abstract 76, Brazoria County, Texas. Said 2.00 acre tract of land being further described in Deed from G. D. Scott, Jr. to Houston Pipe Line Company recorded in Volume 629, Page 547 of the Deed Records of Brazoria County, Texas. All beadngs are based on the West line of said 2.00-acre tract of land. The CENTERLINE of said fifty-foot (50') wide right-of-way and easement is described as follows: BEGINNING at the point of intersection of the West line of the above said 2.00 acre tract of land with an existing Houston Pipe Line Company 30" pipeline, said POINT OF BEGINNING being located North 02° 41'58" West along the West line a distance of 113.50 feet from the Southwest Corner of said 2.00 acre tract of land; THENCE North 56°22'07"East, along and with the centerline of said Houston Pipe Line Company 30" pipeline, a distance of 300.94 feet to the terminus point of this description located on the Northeast line of said 2.00 acre tract bf land. Said point being located North 45° 40' West along the Northeast line a distance of 105.50 feet from the Southeast corner of said 2.00 acre tract of land. TOTAL RODS: 18.23 O:commonllegallaewhitelBills of Sale City of Pearland 2-acre tract Easement.doc Houston Pipe Line Company P. O. Box 1188 Houston, TX 77251-I188 713-853-6161 Stephen C, Schneider Vice President (713) 853-6718 i'4arch 7, 2000 Mr. Darrin M. Coker City of Pearland, Texas 3519 Liberty Drive Pearland, Texas 77581 Dear Darrin: In conjunction with you fax comments of March 2, you will find attached revised execution drafts of a Special Warranty Deed and Right of Way Agreement as it pertains to the 2 acre site in Peadand that we have discussed. Please review each document. If you have any questions or concerns, give me a call so that we can discuss your issues. If they are acceptable, please have all copies submitted executed, notarized, and return them to my attention. We will then complete the execution and return one original for your files. If you have any questions in the meantime, please give me a call. Sincerely, Endless possibilities.TM