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HomeMy WebLinkAbout027451 ORD - 10/16/2007Page 1 of 3 AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE A DECLARATION OF GIFT AND AGREEMENT BETWEEN THE CITY OF CORPUS CHRISTI, TEXAS AND THE BOARD OF REGENTS OF THE TEXAS A&M UNIVERSITY SYSTEM FOR THE BENEFIT OF TEXAS AMA UNIVERS1TY-CORPUS PUS CHRISTI RELATING TING To THE CONVEYANCE OF 140.39 ACRES OF LAND IN THE VICINITY OF ENNIS JOSLIN ROAD AND NILE DRIVE, INCLUDING SOUTH GUTH PARK; AND AUTHORIZING ING THE CITY MANAGER TO TAKE ALL FURTHER ACTIONS TO EFFECT THE GIFT AND CONVEYANCE WHEREAS, Texas A&M University -Corpus Christi (TAMU-CC) represents significant asset to Corpus Christi and the region providing education and research that benefits the State of Texas and TAMU-CC has established itself as a world-class institution attracting students locally, regionally, nationally, and internationally; and WHEREAS, TAM -DC has become home to institutes such as the Conrad Blucher Institute and the Harte Research Institute for Gulf of Mexico Studies and because the benefits of research initiatives including the Early Childhood Education Center and the PULSE! Project distinguish this area and support the foundations for sustainable economic growth; and WHEREAS, TAMU-CC has a significant economic impact on our comrnunity with an estimated direct impact of $23 million annually for every 1000 students, and WHEREAS, growth in enrollment and facilities at TAM -CC will soon use up all the available space on the current Ward Island Campus site precluding additional growth and because the majority of adjacent areas have developed and are impractical for consideration for expansion, and WHEREAS, officials at TAMU-CC may have to cap enrollment if a site for campus expansion cannot be identified and secured, and WHEREAS, after extensive review of areas for potential campus expansion, the Texas A&M University System has expressed interest in acquiring certain city - owned property along Ennis Joslin Drive, in the vicinity of Nile Drive, including the property designated and used as South Guth Park, and WHEREAS, research, education, and urban planning employed by TAMU-CC supports sound ecological principles as demonstrated by the beauty and design of the campus; and 027451 H:1LE -DI I har d‘ary lagenda1200 11 O- 6k rd-TAIIU- -Gift Deed.doc Page 2 of 3 WHEREAS, the City Council desires to further consider assisting the expansion of the TAMU-CC campus; and WHEREAS, pursuant to Chapter 26 of the Parks & Wildlife Code, the City Council on September 25, 2007, held a public hearing to receive clearly enunciated focal preferences concerning the conveyance of South Guth Park to the Texas A&M University System for the expansion of the Texas A&M University -Corpus Christi campus and determined that no feasible and prudent alternative existed prior to taking or using a public park for a non -park purpose, such public hearing held after three weekly notices of the public hearing first published not less than 30 days prior to the public hearing, particularly on Thursday, August 30, 2007, Thursday, September 6, 2007, and Thursday, September 13, 200 7, in The Corpus Christi Caller -Times. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the City Manager, or his designee, is authorized to execute the Declaration of Gift and Agreement between the City of Corpus Christi and the Board of Regents of the Texas A&M University System for the benefit of Texas A&M University -Corpus Christi related to the conveyance of 140.39 acres of land, in the vicinity of Ennis Joslin Road and Nile Drive, including South Guth Park, upon delivery of the metes and bounds descriptions of the property and desired easements, and authorizing the City Manager, or his designee, to take all further actions to effect the gift and conveyance. A copy of the Declaration of Gift and Agreement is attached. SECTION . That upon written request of the Mayor or five Council members, copy attached, the City Council finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and suspends the Charter rule as to consideration and voting upon ordinances at two regular meetings so that this ordinance is passed upon first reading as an emergency measure on this l th day of October, 2007. ATTEST: Armando Chapa City Secretary APPROVED as to form: October 10, 2007 ti . , . 4 i - ) h 1 ivu 'ry& . Smith Assistant City Attorney For the City Attorney CITY CORPUS CHRISTI Henry Garrett Mayor H:1LEG-DIF \Shared\Gays\agenda12OO711O-1 1 rd-TAMU- -Gift Deed.doc Page3of3 Corpus Christi, Texas day of 2007 TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, an emergency exists requiring suspension of the Charter rule as to consideration and voting upon on ordinances at two regular meetings. Uwe, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Council Members Respectfully, H nry Garre Mayor, City of Corpus Christi The above ordinance was passed by the following vote: Henry Garrett Melody Cooper Larry Eli undo, Sr. Mike Hummel' Bill Kelly Priscilla G. Leal John E. Marez Nelda Martinez Michael McCutchon „434- 027451 I-1:1LE -DIF 1shar d1 aryS1 anda1 007\1 0-1 6\Ord-TAMU-CC-G ift Deed.do DECLARATION OF GIFT AND AGREEMENT BETWEEN THE CITY OF CORPUS CHRISTI, TEXAS AND THE BOARD OF REGENTS OF THE TEXAS A&M UNIVERSITY SYSTEM FOR THE BENEFIT OF TEXAS A&M UNIVERSITY — CORPUS CHRISTI The CITY OF CORPUS CHRISTI, TEXAS ("CORPUS CHRISTI") by this "Agreement")expressly instrument (this ressl declares its intent to give a gift of real property to the BOARD OF REGENTS OF THE TEXAS XAS A&M UNIVERSITY RSITY SYSTEM ("TAMUS") for the use and benefit of Texas A&M University -Corpus Christi. declares that this Agreement supersedes any other oral or written CORPUS CHRISTI declarations, , maf sttios of donative intent, or limitations or conditions of gift whether CORPUS CHRISTI at anytime regarding the subject of this gift. written or oral made NOTICE ACCEPTANCE THE GIFT DESCRIBED IN THIS AGREEMENT IS EXPRESSLY CONDITIONED UPON ACCEPTANCE BY ACTION OF THE BOARD OF REGENTS OF THE TEXAS A&M UNIVERSITY IVERSIT SYSTEM M ANIS THE ADOPTION OF AN ORDINANCE BY THE CITY COUNCIL OF CORPUS CHRISTI, AUTHORIZING CONVEYANCE OF THE GIFT PROPERTY, IF THE GIFT IS NOT ACCEPTED BY THE BOARD OF REGENTS ON OR BEFORE JANUARY I, 2008, THIS AGREEMENT SHALL AUTOMATICALLY TERMINATE AND NEITHER PARTY SHALL HAVE ANY FURTHER RIGHTS OR OBLIGATIONS UNDER THIS AGREEMENT. NOTWITHSTANDING ANY OTHER TERM OF THIS AGREEMENT TO THE SHALL HAVE THEUNQUALIFIED RIGHT TO TERMINATE CONTRARY, TAMUS � THIS AGREEMENT AT ANY TIME PRIOR TO CLOSING BY GIVING NOTICE TO CORPUS CHRISTI. It is CORPUS CHRISTI's ' speerfic intent to make a gift to TAMUS for the use and benefit of Texas A&M Unresittorp us Christi and to vest all incidents of absolute ownership of the property in TAMUS. CORPUS CHRISTI acknowledges the Board of Regents, in its sole discretion, , shall have total control over the use of the Gift Property and the timing of such use. For purposes of this Agreement, the term "use" is defined as a public purpose related to higher education. CORPUS CHRISTI acknowledges that appropriation of funds for construction of improvements, actual construction of such improvements, and intermittent conducting of research or educational activities on the Gift Property, or any portion thereof, in support of the educational ' mission and activities of TAMUS constitutes complete compliance by TAMUS with all conditions of conveyance for the Gift Property. Prepared by Office of General Counsel Gift from the City of Corpus Christi Legal Files 2007-0014748 08108/07 -ED 1. Sale of Should the Board of Regents, at any point in the future and � Proper inor portion,of the GiftProperty will no longer be used its sole discretion, determine that all, by TAMUS for a public purposerelated to higher education, or the Board of Regents determines � that it isinthe best interest of TAMUS and the State of Texas to sell all or a portion of the Gift Property, then CORPUS CHRISTI shall have a right -of -first refusal to purchase that portion Giftused byTAMUS for a public purpose related to higher of the Property no longer being education or that will be made available for sale,terms tes and conditions as provided in this section. CORPUS CHRISTI shall have sixty (60) days after receipt of written notice of such decision to no longer use the land for a public purpose related to higher education or such sale from the sale or purchase offer and shall notify TAMUS of its exercise to TAMUS, to accept purchase in writing within such sixty (60) day period or CORPUS CHRISTI shall be deemed to not have exercised its right to purchase. If CORPUS CHRISTI exercises its right to seprice,the value of the TAMUS improvements on the purchase, it shall pay as the purchase property that is no longer being used foa public purpose related to higher education or being sold. The value of the improvements at the time of the sale shall be determined by the procedure below. If CORPUS CHRISTI does not exercise its right to purchase as provided above, then if TAMUS sells all or a portion of the Gift Property to a third party, TAMUS agrees to pay CORPUS CHRISTI the fair market value of the land at the time of the sale, as determined by the procedure below. of the Gift Pro, the following procedure shall be Property, To establish the fair market valuep y implemented: A. TAMUS will notify CORPUS CHRISTI in writing of its choice of a Member of the Appraisal Institute to conduct an appraisal of the fair market value of the land and the improvements to be sold (referred to as the "Sale Assets"). B. Within ten (10) daysreceipt after recei t of the written notice, CORPUS CHRISTI shall notify TAMUS in writingof its choice of a Member of the Appraisal Institute to conduct an appraisal of the Sale Assets. C. Each party will use its best efforts to maintain confidentiality in the appraisal ' is must be completed and delivered by the appraisers with process. The appraisals P '(30)days after CORPUS CHRISTI's written notice is delivered thirtycalendar y to TAMUS pursuant to this section. Upon completion of each written appraisal, each appraiser raiser must submit a written opinion of the fair market value g of the Sale Assets, together with all back-up documentation requested by either party, the party which ordered the appraisal. Each party shall pay all costs incidentappraisal. The appraisals must be submitted by each party to the to its other. 2 x:i,egDir/gws &RIs uttPark/ iftAgr o7 2O D. If the two written opinions of the fair market value of the Sale Assets differ by more than 10% , and TA 1 US and CORPUS CHRISTI cannot agree upon a sale price supported by the appraisals, then the two (2) appraisers shall agree upon the selection of a third Member of the Appraisal Institute, who will review the two appraisal reports and render an opinion of value. The right of C OI PUS CHRISTI to reacquire the Gift Property, or any portion thereof, and all terms and conditions set forth herein related thereto shall survive the Closing of the transaction contemplated herein. giftof real property consists of three tracts containing a total of 140.39acres of land, This p p � . . more or less(collectivelythe "Gi Property")known municipally as South Guth Park (41.91 o acres), bile Drive (2.11 acres) and the land surrounding the Oso Wastewater Treatment Plant (96.37 acres). The Gift Property is identified by metes and bounds and shown on the map Agreement as Exhibit " A." Thewill be subject to those matters of record attached to thisgift listed in a title commitment approved by TAMUS. CORPUS CHRISTI and TAMUS recognize that condemnation powers exist for the acquisition of this Gift Property. The parties have agreed Property is necessarytopromote a paramount public purpose related to higher and that the GiftPxop y there is no need to resort to litigation in respect to affecting the purposes of this A.g een ent. After the CORPUS CHRISTI City Council adopts an Ordinance authorizing conveyance of the Gift Property, CORPUS CHRISTI will execute and deliver to TAMUS a Gift Deed in the form of .bit "B," attached to this Agreement, for 138.28 acres, more or less, consisting of South Guth Park and that land surroundingthe Oso Wastewater Treatment Plant. The Nile Drive gift will be made in accordance with Section 4.6 of this Agreement. TAMUS and CORPUS CHRISTI agree that easements shall be established for existing utility lines, existing drainage and an access easement to the waste water treatment plant, as described ed in Exhibit "C" attached shall be retained in perpetuity by CORPUS CHRISTI for its use in the Gift Deed conveyance document. If CORPUS CHRISTI determines that it exclusive no longer has need of one or more of these easements, CORPUS CHRISTI will promptly notify TAMUS of its intent to abandon such easement(s) and will release, by an appropriate written such easement(s)to TAMUS without any action or payment being required by or made on behalf of TAMUS. TAMUS and CORPUS CHRISTI further agree that TAMUS may, at its sole expense, relocate existing utility lines and easements, the drainage easement and access to waste water treatment plant,subject to the approval of CORPUS CHRISTI, which will not the be unreasonably withheld. 2. Inspectins and Site Assessment. At any time during the period beginning on the date of thisAgreement and continuingthrough the Closing Date("Feasibility Period"), effective feasibility TAMUS may conduct anystudies, tests, inspections, and examinations of and on the h TAMUS considers necessary, including but not limited to:(a)studies of Gift Property, which � soil conditions and test borings,(b)environmental studies, which can include testing subsurface for asbestos andpresence the oftoxic or other hazardous substance in, on, or under the Gift anyP i torical investigations, and(d)archeological investigations. TAMS also has the ropert�� �� . fight to conduct wetland studies, and anyother studies, title searches, and surveys, which at TAMUS' sole discretion it deems necessary. TAMUS, its agents and representatives may enter 3 H:r Dirrgw & UthP&kr aftA Q7 2O the Gift Property at any reasonable time prior to the Closing Date for the purpose of conducting the above noted tests and examinations. If TAMUS, in its sole and absolute discretion, determines for any reason not to accept the GiftProperty, T�� r, on written notice to CORPUS CHRISTI, terminate this Agreement. CHRISTI agrees to disclose and deliver to TAMUS all written agreements, CORPUS commitments, reorts, and obligations, if any, which CORPUS C RISTI has in its control 1 r possession which affect the GiftProperty, �includingrior condition and environmental reports, and to disclose any contingent liabilities associated with the Gift Property. Copies of any such documents must be delivered to TAMUS within ten (1 0) business days after the Effective Date of this Agreement. 3. Title Commitment t and Survey. 3.1 Title_Cornm itrent. Within twenty (20) . calendar days following the -_� thisAgreement,TAMUS will,at its expense, have a standard form Title effective date of bythe Texas Department of Insurance("Cominitmeflt") Commitment aspromulgated issueda title company acceptable to TAMUS (the "Title covering the Gift Property, by p Company"), anda company underwritten acceptable to TAMUS, together with copies of all instruments, if any, , referred to in the Commitment as exceptions to title. A copy of the Commitment ent will be provided to the City Manager of CORPUS CHRISTI. .2 curve. TAMUS will, at its expense, have a current boundary survey of Propertythe "Survey")prepared bya Registered Professional Land Surveyor the Gift licensed by the Stateco of Texas. A of the Surveywill be provided to the City P Manager of CORPUS CHRISTI. 3.3 Review of Title Commitment and .ury . TAMUS shall have a period of fifteen (15) days (the "Title Review Period")after its receipt of the Commitment in which and the Survey, reviewthe Commitment and to give written notice to CORPUS CHRISTI specifyingTAMUS' objections (the "Objections"), if any, to the Commitment � and the Survey. 3.4 CORPUS CHRISTI's Obligation to Cure. MUS' i t to Terminate. T --. TAMUS shall have timet notified CORPUS CHRISTI in writing of Objections to If e the Surve then CORPUS CHRISTI may, but shall not the Commitment or � obligated to, cure the Objections to the reasonable satisfaction of TAUS US within fifteen (15) days following CORPUS CHRISTI's receipt of MMUS' written objections (the "Cure Period"). If the Objections are not cured to TAMUS' satisfaction within the Cure Period, then TAMUSgive shall written notice to CORPUS CHRISTI and this Agreement shall terminate. 4. se tatio and Warranties fCQRPUS CHRITI. CO PUS hepreCHRISTI represents and warrants as of the date hereof and as of the Closing Date (as U: gD / WP R/ ut rki iftlgr 0l O hereafter defined) that: 4.1 There is no action, suit, proceeding or claim affecting the Gift Property or any portionthe ownership,operation, use or occupancy of the Gift thereof nor relating to Property pending or threatened byor before any authority or governmental instrumentality. 4.2 To its best knowledge a and belief, no portion of the Gift Property is the subject of any actual or proposed condemnation or eminent domain proceeding, or any other litigation or proceeding. 4.3 To its best knowledge and belief, no hazardous material has been installed, used, stored or disposed of, in, on or under the Gift Property. 4.4 CORPUS CHRISTI is not prohibited from consummating the transactions contemplated in this Ageement, by any law, regulation, agreement, instrument, restriction, order or judgment. 4.5 CORPUS CHRISTI has full right, title and authority to enter into this option,interest, or claim to all or any part of Agreement and no other party has any right, the Gift Property. 4.6 CORPUS CHRISTI agrees that it will vacate and close that portion of Nile Drive from EnnisJoslin Road to Pharaoh Drive, as more particularly described in "A"Agreement, no later than 60 days after requested by TAMUS Exhibitattached this A`r � and the vacated and abandoned road right-of-way will be conveyed at that time to TAMUS. All ofthe foregoing rrant� ies and representations shall survive the Closing of the transaction contemplated herein. closing5. of the conveyance of the Gift Property (the "Closing") Closingmate_ The y •Title Company on a date (the "Closing Date")mutually will be held in the offices of the � acceptable to TAMUS and CORPUS CHRISTI, but in no event will the Closing be later than thirty (30) days after all approvals have been obtained. . Eventsof Closing. At the Closing: 6.1 CORPUS CHRISTI shall deliver to TAMUS the following: 6.1.1 The GiftDeed in the form of Exhibit "B". The Gift Deed will retain a ten (10) foot maintenance easement surrounding the Oso Wastewater Treatment Plant, any utility easements CORPUS CHRISTI wants to retain, an access easement to the Oso Wastewater Treatment Plant, and a drainage easement for the creek located north of the Oso Wastewater Treatment Plant. 5 Il Dirlgws/P&RR CuthParkl iftAgrCC0709 0 6.1.2 Tax certification showing that no ad valorem taxes are due and owing against the Gift Property; 6.1.3Sole and exclusive possession of the Gift Property, subject to Section 4.6 and the lease provision in Section 6.3 below. evidence of the authorityand capacity of the person(s) 6.1.4 Such executing the closing documents on behalf of CORPUS CHRISTI as TAMUS or its counsel may reasonably require. deliver to CORPUS CHRISTI such evidence of the 6.2 TAMUS shall authority and capacity of its and its representatives as CORPUS CHRISTI or counsel may reasonably require. 6.3 TAMUS will lease to CORPUS CHRISTI the baseball fields in South Guth Park. The term of the lease will be for five years, with consideration being One Either CORPUS CHRISTI or TAMUS may terminate the Lease Dollar 1, per year. notice to the other party. CORPUS CHRISTI will be bygiving one year written � responsible for all costs to operate these facilities and will indemnify to the extent allowed by the Constitution and laws of the State of Texas and without waiving any exemption from liability r limitations of liability or will require all sports leagues using insurancepolicywith TAMUS being a named insured for any the fields to provide an � the Gift Property for this purpose. CORPUS CHRIST liability resulting from use of p p may remove any improvements from the site; however, any improvements that remain on the siteuponp the expiration of the lease will be the property of TAMUS. a„.14....-e---L-Q-44 7. E . ense # . T # 1 hall 1. r cause to - • aid all closing costs. 8. e uired orpermitted under this Agreement must be in Notices. Any notice r writing, and shall be deemed to be delivered whether actuallyreceived or not) when deposited with the United States Postal Service, postage prepaid, certified mail, return receipt requested, and addressed to the intended recipient ient at the address set out below. Notice may also be given by regular mail, personal delivery, courier facsimile transmission, email or other commercially reasonably means and will lbe effective when actually received. TAMUS and CORPUS CHRISTI can g change their respective notice address by sending to the other party notice ofthe new address. Notices should be addressed as follows: If to CORPUS CHRISTI: George K. Noe City Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 Tel. 361-880-3220 Fax. 361-880-3839 If to TAMUS: Dr. Flavius C. Killebrew 6 H:L Dirigw Rr ut ift S 7o 0 With a copy to: President Texas A&M University -Corpus Christi 6300 Ocean Drive Corpus Christi, TX 78412 Tel. 361-825-2621 Fax. 361-825-5810 Associate Vice Chancellor for Real Estate System Real Estate Office The Texas A&M University System A&M System Building, Suite 1281 200 Technology Way College Station, Texas 77845-3424 Tel. 979-458-6350 Fax. 979-458-6359 9. Miscellaneous. 9.1 Qoveriiing.Law and venue: The validity of this Agreement and all .__ rn-� matters ` pertrning to this Agreement, including but not limited to, matters of performance, non-performance, breach, remedies, procedures, rights, duties, and shall be governed and determined by the Constitution and interpretation or construction, State of Texas. This Agreement is performable in Nueces County, Texas. the laws of the eta Pursuant to Section 85.18,Texas Education Code, venue for any suit filed against TAMUS shall be in the countyin which the primary office of the chief executive officer of TAI IUS is located. 9.2 Grammatical. Whenever the singular number is used, it includes the plural, and the masculine gender includes the feminine and neuter gender. 9.3 Headingq. eadins are for reference only and will not be construed to limit or alter the meaning of the provisions of this Agreement. 9.4 Entire A i eement. This Agreement constitutes the entire agreement between and among thea parties and will not be explained, modified, or contradicted by any prior or contemporaneous negotiations, representations, or agreements, either written g � only by a subsequent, mutually agreed to, can be amended or oral. This Agreement written instrument. 9.5 Survival of Covenants. Any of the representations, warranties, covenants, gr and agreements of the parties, as well as any rights and benefits of the parties, pertaining ` following Closingwill survive Closing and will not be merged. to a period of time g 9.6 Parties Bound. This Agreement is binding upon and inures to the benefit of the partiesp and their respective heirs, executors, administrators, legal representatives, H:L gDirlgws/P& GUthPafkf iftAgr O?0920 successors in interest or office, and assigns (but this Section does not constitute permission for an assignment). 9.7 Savin • Clause, If any one or more of the provisions of this Agreement, or the applicability of any such provision to a specific situation, shall be held invalid or unenforceable, such provision shall be modified to the minimum extent necessary to make it or its application valid and enforceable, and the validity and enforceability of all other provisions of this Agreement and all other applications of any such provision shall not be affected thereby. 9.8 Effective Date. The Effective Date of this Agreement is the date the last party signs. 9.9 Qpnterj.rt Execution. This Agreement may be executed in several counterparts, each of which shall be fully effective as an original and all of which together shall constitute one and the same instrument. 9.10 Further Acts. In addition to the acts recited in this Agreement to be performed by each party, each party agrees to perform or cause to be performed at the Closing or after the Closing any and all such further acts as may be reasonably necessary to consummate the transactions contemplated hereby. 9.11 Time. Time is of the essence in this Agreement. EXECUTED this the day of �. - , 2007 by CORPUS CHRISTI. ATTEST: Armando Chapa City Secretary APPROVED AS TO FORM: Mary K Fisc City Attorney "CORPUS CHRISTI" CITY OF CORPUS CHRISTI, TEXAS By: GEORGE K. NOE City Manager The gift described in this Agreement is acknowledged by TAMUS, subject to acceptance of this gift bythe Board of Regents and compliance with the policies, regulations, and g procedures of TAMUS, x:LegDirlgwsfPcRlnthParklaift AgrO7o9 o EXECUTED this day of 2007 TAMUS. RECOMMEND ACCEPTANCE: JAY KIMBROUGH Deputy Chancellor and General Counsel The Texas A&M University System FLAVIUS C. KILLEBREW President Texas A&M University -Corpus Christi DAN K. BUCHLY Associate Vice Chancellor for Real Estate System Real Estate Office The Texas A&M University System APPROVED AS TO FORM: EDDIE D. DOSE, I.D. "TAMUS" BOARD OF REGENTS OF THE TEXAS A&M UNIVERSITY SYSTEM for the use and benefit of Texas A&MUniversity-Corpus Christi By: MICHAEL D. MCKINNEY, M.D. Chancellor The Texas A&M University System 9 H:LegDirlg slr&RJ uthParkl xiftA.gr 010920 Assistant General Counsel Office of General Counsel The Texas A&M University System 10 Ilnir/gra sau ara AgreC07o9 0 EXHXBIT "A" FIELD NOTE DESCRIPTION OF THE GIFT PROPERTY [TO BE INSERTED LATER] 11 11:LogDirlgws1P&KJ U#hParkiGiRAgrCC070920 EXHIBIT "B" FORM OF GIFT DEED NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OR ALL OF THE FOLLOWING INFORMATION FROM THIS INSTRUMENT BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. GIFT DEED STATE OF TEXAS COUNTY OF NUECES The CITY OF CORPUS CHRISTI, TEXAS ("CORPUS CHRISTI"), in support and furtherance of Texas A&M University -Corpus Christi, GIVES, GRANTS, and CONFIRMS unto e BOARD F REGENTS of THE TEXAS A&M UNIVERSITY SYSTEM "TAM S" , benefit of Texas A&M University -Corpus for the useandChristi, the following described real property in Nueces County, Texas (the "Gift Property") and being described on Exhibit "A" attached to this Gift Deed and made a part for all purposes. Further, this gift is made by CORPUS CHRISTI and accepted by TAMUS subject to the following reservations and covenants: 1. This conveyance is made subject to all reservations, covenants, restrictions, easements, rights-of-way, and other matters affecting the Gift Property of record in the Real Property Records of Nueces County, Texas, or apparent on the ground. 2. This conveyance does not cover or include any oil, gas and other minerals in and under the Gift Property (except water, rock, stone, sand and gravel and any mineral content of such materials); provided, however, CORPUS CHRISTI, its representatives, assigns, lessees, and successors in title will have no right to and will never enter, explore, drill or engage in any operations of any kind upon the 12 H:L Duf Rr UthParifAC o7 a surface of the Gift Property for discovery, development or recovery of such oil, gas or other minerals. 3. CORPUS CHRISTI and TAMUS agree it is the intent of TAMUS to use the Gift Property ert to support the educational mission and activities of Texas A&M University -Corpus Christi. CORPUS CHRISTI acknowledges appropriation of funds for construction of improvements, actual construction, and intermittent conducting of research or educational activities on the Gift Property, or any portion thereof, constitutes compliance by TAMUS with all conditions of conveyance for the Gift Property. 4. TAMUS and CORPUS CHRISTI agree that easements for the existing utilities and a drainage easement, as described in Exhibit "B" attached to this Gift Deed, shall be retainedperpetuity inbyCORPUS CHRISTI for its exclusive use. If CORPUS CHRISTI determines that it no longer has need of one or more of these easements, CORPUS CHRISTI will promptly notify TAMUS of its intent to abandon such easement(s) and will release, by an appropriate written release, such easement(s) to TAMUS without any action or payment being required by or made on behalf of MMUS. 5. If TAMUS determines that it no longer intends to use the Gift Property, or any thereof forpublic purpose related to higher education or it elects to sell portion, p all or a portion of the Gift Property, then TAMUS grants to CORPUS CHRISTI a -of-first refusal to purchase that portion of the Gift Property that will be might made available for sale. If CORPUS CHRISTI exercises its right to purchase, it shall the purchase price, the value of the TAMUS improvements on the as property subject to such sale. The value of the improvements at the time of the sale shall be determined in the appraisal procedure established on page 2 of the Declaration of Gift and Agreement between the City of Corpus Christi, Texas and the Board of Regents of the Texas A&M University System for the benefit of Texas A&M University -Corpus Christi, a copy of which is attached to this 13 I:Le D gw P Rr ,ithPr i CC0lO920 Gift DeedExhibit "� " attached to this Gift Deed and made a part for all purposes. 6. In the event CORPUS CHRISTI ISTI elects not to purchase such property, and TAMUS a ees to payto CORPUS CHRISTI the TAMUS sells the property, fair market value of the land at the time of the sale as determined in the appraisal procedure establishedon page e 2 of the Declaration of Gift and Agreement between the City of Corpus Christi, Texas and the Board of Regents of the Texas A&M University System stem for the benefit of Texas A&M University -Corpus Christi, a copy of which is attached to this Gift Deed as Exhibit "C" attached to this Gift Deed and made a part for all purposes. 'bed Gift together with all and singular the Property, , TOHAVE ANDTO �,.� the above descry p � •anywise belonging to TAM S, its successors and assigns rights and appurtenances therein and � binds itself, its successors and assigns, to warrant and forever, and CORPUS CHRISTI hereby forever defend all and singular the GiftProperty Pro a to TAMUS, its successors and assigns, against lawfully claiming,or to claim the same or any part of the Gift Property. every person whomsoever � EXECUTED this the �-- -.^ day of , 20_ by CORPUS CHRISTI. ATTEST: "CORPUS CHRISTI" CITY OF CORPUS CHRISTI, TEXAS Armando Chapa City Secretary y:� GEORGE K. NOE City Manager APPROVED AS TO FORM: Mary Kay Fischer City Attorney TAMS, subject to acceptance of this The giftdescribed in this Agreement is acknowledged gift by the Board of Regents and the gift's compliance with the policies, regulations, and procedures of TAM S. 14 H:LegDirlg vsfP&RI GuthParkl iftAgrGC0709 0 EXECUTED this day f -, 2007 by TAMUS. RECOMMEND ACCEPTANCE: "TAMUS" BOARD OF REGENTS OF THE TEXAS A&M UNIVERSITY SYSTEM for the use and benefit of Texas A&M University -Corpus Christi By: MICHAEL D. MC IN EY, M.D. Chancellor The Texas A&M University System JAY KIMBROUGH Deputy Chancellor and General Counsel The Texas A&M University System FLAVIUS C. KILLEBREW President Texas A&M University -Corpus Christi DAN K. BUCHLY Associate Vice Chancellor for Real Estate System Real Estate Office The Texas A&M University System APPROVED AS TO FORM: EDDIE D. GOSE, J.D. Assistant General Counsel Office of General Counsel The Texas A&M University System 15 H:r Dir/gw R SOUL &kr ifA 07 2O ACKNOWLEDGEMENTS STATE OF TEXAS COUNTY OF NUECES BEFORE E ME,the undersigned authority, a Notary Public in and for the City of Corpus on this daypersonally appeared GEORGE K. NOE, City Manager for the Christi, State of Texas,p pp of Corpus City�` Christi,Texas, A known to me to be the person whose name issubscribed to the foregoing.consideration nstrume t and a knowled d to me that h i executed t for die purposes ane � therein expressed, and in the capacity therein stated. GIVEN UNDER ER MY HAND AND SEAL OF OFFICE this day of -.. 2007. STATE OF TEXAS COUNTY OF BRAZOS Notary Public, State of Texas My Commission Expires: —_ BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, thisdaypersonally appeared MICHAEL D. MCI NNE , M.D., Chancellor for The Texas on p System,known to me to be the person whose name is subscribed to the A&M University foregoing instrument and acknowledged ed to me that he executed it as the act and deed of the Board of Regents of The Texas A&M University System, for the purposes and consideration therein expressed, and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this day of 2007. Notary Public, State of Texas My Commission Expires: - - 16 H:LegDirlgwsPP&R1 uthPark/GiflAgrC O7U92D GRANTEE'S ADDRESS: Associate Vice Chancellor for Real Estate A&M System Building 200 Technology Way, Suite 1281 College Station, Texas 77845-3424 17 K:LegDir/gwiP&Rl uthP&kbGiftAgr 070924 EXIIIBIT "B" FIELD NOTE DESCRIPTIONS OF THOSE EASEMENTS BEING RETAINED BY THE CITY OF CORPUS CHRISTI AT CLOSING TO BE MORE ACCURATELY DETERMINED IN THE SURVEY OF THE PROPERTY BY TAMUS. [TO BE INSERTED LATER] 18 x:r Dir/ UthP& eftA o7O92O *, . .. ,J ) »f \ \::g CAN IHAY ESTATES �- ,�� . E 4 y/ J. '. . ' 2■ , 93 ,.2) § 0.'' « 3' ' ` /{ S ~` a - * 4 © }-� ¥ y % \ ..:::1:, � w. j . • , } . './ ; . , ' z �# 2» Z� /ii. I. > A�' -�er. . 7:\�.%®`\ , �-6¥z' t - . . & \ \>mz - A . \, / f § \ ? / /2 /. /., . >d 2{ ..... \: :� NOT 70 SCALE Copus Christi Buy 8 TEXAS A&M - CORPUS CHRISTI PRELIMINARY TRACT ACREAGES TRACT 1 41.91 ACRES TRACT 2 2.11 ACRES TRACT 3 96.37 ACRES TOTAL 19 ARES OSO WASTEWATER TREATMENT PLANT TRACT 4 30.25 ACRES SURVEYOR NOTES LUERD — BOUNDARY • 5/8- !RCN ROD SET 5/8" IRON ROO MTH CONRAD • BLUCHER INSTITUTE FOR 9JRVEYING AND SCIENCE BRASS CAP TSL LIONU 4700 BEARING BASE 1S STATE PLANE COORDINATES NAD83 TEXAS SOUTH ZONE 4205 DETERMINED V•1111 NGS OPUS ON APRIL 30, 2007. UNDERGROUND U11LflY UNES AS SHOIW1 FROM DATA RETRIEVED FROM THE CITY OF CORPUS MUTT QS MAP SITE. U—IMERgli0iaglMMESe8""0l ELME= EWA zialEA-111ELIES PANEL 304 OF 405 COMMUNITY -PANE. NUMBER 485484 0304 C MAP REVISED: JULY 18, 1985 PANEL 303 OF 405 COMMUNITY -PANEL NUMBER 485444 0303 C MAP RENISED: JULY 18, 1958. FEMA ZONE A 15 (EL 9) SCALED FROM FLOW INSURANCE RATE MAP (FIRM) or THE NATIONAL FLOW INSURANCE PROGRAM CIF( OF CORPUS CHRIST, TEXAS NUECES AND KLEBERG COUNTIES Texas A&M University -Corpus Christi Office of Institutional Advancement 6300 Ocean Drive, Unit 5741, Corpus Christi, Texas 78412-5741 361-825-2420 Fax 361-825-5930 Mr. Skip Noe City of Corpus Christi 1201 Leopard Street Corpus Christi, TX 78401-2120 Dear Mr. Noe: 99107/ ii. {VkI 10; t mayi, 2008 1('19, ",CCENED 2.41\1 'ill *CROWS a x l'P c;--------3:::::* .(,-,), RECEIV MAYO'j 2008 CITY MANAGER'S OFFICr Attached is a revised receipt for the city's land contribution to the university. The original receipt was incorrectly addressed. This receipt reflects you as the correct contact person for the city. On behalf of the development office, 1 apologize for this error. !would like to take this opportunity to thank you again for the generous gift of south Guth Park (4'1.91 acres), Nile Drive (2.11 acres), and the land surrounding the Oso Wastewater Treatment Plant (96.37 acres). Again, 1 regret the error and hope you will accept this apology. Best regards, Karen W. Selim, J.D. Assistant Vice President for Development May 1, 2008 Gift: receipt Receipt #: 19923939 Please retain thisor our records. s. ID` 200 Texas AISLM University -Corpus Christi South Guth Park (41.91 acres), Nile Drive (2.11 acres), and the land surrounding the Oso Wastewater Treatment Plant (98.37 acres). No gifts or services were received in return for donation. Mr. Skip Noe City of Corpus Christi 1201 Leopard Street Corpus Christi, TX 78401-2120 The Board and I appreciate your support and gratefully acknowledge your generous gift. President Texas A&M University -Corpus Christi