HomeMy WebLinkAboutC2022-288 - 2/22/2022 - Approved AMENDMENT TO REAL PROPERTY EXCHANGE AGREEMENT
FOR FIRE STATION #3
This is an amendment to the REAL PROPERTY EXCHANGE AGREEMENT FOR FIRE STATION
# 3, attached hereto as "Exhibit A," by and between the Ed Rachal Foundation and the City of
Corpus Christi.
Whereas, the City needs additional time to finish the construction of the new Fire Station 3 and to
relocate to the newly constructed Fire Station #3;
Whereas,the City will demolish the Morgan Elevated Storage Tank,which will benefit the property
being conveyed to the Ed Rachal Foundation;
Whereas, the Ed Rachel Foundation would prefer to keep the old Fire Station #3 Intact.
NOW, THEREFORE,in consideration of the mutual covenants herein,the Parties agree to amend
the REAL PROPERTY EXCHANGE AGREEMENT FOR FIRE STATION # 3, by adding the
following language that is underlined (added) and deleting the language that is stricken (deleted)
as delineated below:
Date of Closing of City Tract
3.03. Subject to the conditions of Paragraphs 3.01 and 3,02, the closing of City Tract
("Closing of City Tract") shall occur either after notice from City that Fire Station#3 is
no longer in use and vacant or March June 1, 2025. In the event that the conditions of
Paragraphs 3.01 & 3.02 have not been satisfied on the scheduled date of the Closing
of City Tract, the date of the Closing of may be extended by the City an additional 180
days or other time as agreed to by the parties to allow time for City to vacate Fire
Station #3.
ARTICLE 7 _DE.MOL-IT-ION OF FIRE STATIOAI#3
ARTICLE 7 DEMOLITION OF WATER TOWER
At closing, Buyer will reimburse the City$160,098.00 for demolishing the Morgan Elevated
Storage Tank located on Block Nine Hundred One (901), Bay Terrace No. 2, an Addition
to the City of Corpus Christi, Nueces County, Texas, as shown by the map or plat thereof
recorded in Volume A, Page 26.
ARTICLE 9 RESTRICTIVE COVENANT
The Special Warranty Deed conveying the property from the City to Buyer per Article 1.01
will include a restrictive covenant as follows:
Restrictive Covenant
The above-described property, including improvements, shall not be used
for providing social services, for a thrift shop, for transient housing, for
transitional housing, for day living center, for homeless shelter, for soup
kitchen, for a facility for providing free or low-cost food to the public, for the
5f1(it/
1
SCANNED
treatment of those with psychiatric, alcohol, or drug problems, or for
alternative or post-incarceration facility. The property shall not be used for
any purpose that constitutes a common law nuisance. These restrictive
covenants shall run with the land in pelpetuity and bind all subsequent
owners, transferees, future owners, heirs, successors, administrators,
assigns, lessees, or other occupiers and users.
All other terms and conditions of the original agreement remain effective and In full force.
EXECUTED AS DATED BELOW.
CITY
4 - 41 • aS
ichael Rodriguez, Dep y City Mana r Date
City of Corpus Christi
P.O. Box 9277
Corpus Christi, Texas 78469
APPROVED AS TO FORM:
Deputy City Attorney
Buck Brice
BUYER
Ed Rachal Foundation
AAJ 11/S/aers
Paul D.Altheide, President I CEO Date
555 N SHORELINE BLVD STE 700
Corpus Christi, TX 78401-0323
440 3 1 o AUTHORIZED
ATTEST: a-" 'a3
REB CCA HUERTA ��' BY COUNCIL
CITY SECRETARY Vbf
RETARY
2
EXHIBIT A
REAL PROPERTY EXCHANGE AGREEMENT
THE STATE OF TEXAS §
KNOW ALL BY THESE PRESENTS
COUNTY OF NUECES §
Whereas, the exchange of land will allow the City to construct the New Fire Station #3
while occupying the current Fire Station#3, resulting in little to no disruption of services; and
Whereas, the Ed Rachal Foundation will demolish the old fire station#3 upon acquisition.
THIS REAL PROPERTY EXCHANGE AGREEMENT ("Agreement") is between City of Corpus
Christi, a Texas home-rule municipality, with address of 1201 Leopard Street, Corpus Christi,
Nueces County, Texas 78401 [referred to in this agreement as "City"] and Ed Rachal
Foundation, a Texas non-profit corporation, with address of 555 N Carancahua, Suite 700,
Corpus Christi, Texas 78401 [referred to in this agreement as"Buyer"].
In consideration of the premises, mutual covenants, and agreements contained in this
Agreement, City and Buyer covenant and agree as follows:
ARTICLE 1 EXCHANGE
Agreement to Exchange
1.01. Subject to the terms, provisions, and conditions set forth in this Agreement, City agrees to
convey to Buyer the property described as follows:
Being all or part of All of Fractional Block Nine Hundred One (901), Bay Terrace No. 2, an
Addition to the City of Corpus Christi, Nueces County, Texas, as shown by the map or
plat thereof recorded in Volume A, Page 26, Map Records of Nueces County, Texas, to
which reference is here made for all pertinent purposes, subject to a utility easement for
the City's wastewater lift station and accessory structures and a utility easement for the
City's water tower as shown in Exhibit A, (all of the property, rights, and appurtenances that
City agrees to convey referred to as "City Tract").
1.02. Subject to the terms, provisions, and conditions set forth in this Agreement, Buyer agrees
to convey to City the properties described as follows:
First Tract: THE NORTHERLY 19 FEET OF LOT TWENTY-THREE (23); LOTS TWENTY-
FOUR (24) THROUGH TWENTY-NINE (29), INCLUSIVE; LOTS THIRTY-THREE (33)
THROUGH FORTYFOUR (44), BLOCK ONE THOUSAND ONE (1001); BAY TERRACE NO.
2, City of Corpus Christi, Nueces County,Texas, according to the established map or plat
thereof recorded in Volume A, Page 26, Map and Plat Records of Nueces County, Texas.,
And
Second Tract: LOTS TWENTY-ONE (21), TWENTY-TWO (22) AND THE SOUTH SIX FEET
(6') LOT TWENTY-THREE (23), BLOCK ONE THOUSAND ONE (1001), BAY TERRACE NO.
2, City of Corpus Christi, Nueces County, Texas, according to the established map or plat
thereof recorded in Volume A, Page 26, Map and Plat Records of Nueces County, Texas,
together with all and singular the rights and appurtenances pertaining to the property to be
Page 1 of 9
EXHIBIT A
conveyed to City, any right, title, and interest of Buyer in and to adjacent streets, alleys, or
rights-of-way, and any improvements, fixtures, and personal property situated on and attached
to the property to be conveyed to City (all of the property, rights, and appurtenances that Buyer
agrees to convey referred to as "ERF Tracts").
ARTICLE 2 BUYER'S AND CITY'S OBLIGATIONS
Survey
2.01. Within 30 days from the date of this Agreement, City, at City's expense, will provide a
current survey of the City Tract, prepared by a licensed Texas land surveyor acceptable to
Buyer. The survey will be staked on the ground, and will show the location of all improvements,
highways, streets, roads, railroads, rivers, creeks, or other water courses, fences, easements,
and rights-of-way on or adjacent to the City Tract, if any, including the utility easement for the
City's wastewater lift station and accessory structures and the utility easement for the City's
water tower as shown in Exhibit A. The survey will contain the surveyor's certification that there
are no encroachments on the property and will set forth the number of total acres and the
number of net acres comprising the City Tract, together with a metes and bounds description.
The term net acres will mean the number of acres contained in the City Tract, exclusive of any
land lying within any alleys, streets or roads or the right of-way lines of public roads, streets,
alleys, or railroads, or within the boundaries of utility easements or creeks, rivers, or other water
courses and will be calculated to the nearest 100th of an acre.
Buyer will have 10 days after receipt of the survey to review and approve it. In the event any
portion of the survey is unacceptable to Buyer, Buyer must, within the 10-day period, give City
written notice of this fact. City will promptly undertake to eliminate or modify all the unacceptable
portions to the reasonable satisfaction of Buyer. Buyer's failure to give City this written notice will
be deemed to be Buyer's acceptance of the survey.
2.02. Within 30 days from the date of this Agreement, Buyer, at Buyer's expense, will provide a
current survey of the ERF Tracts, prepared by a licensed Texas land surveyor acceptable to
City. The survey will be staked on the ground, and will show the location of all improvements,
highways, streets, roads, railroads, rivers, creeks, or other water courses, fences, easements,
and rights-of-way on or adjacent to the ERF Tracts, if any. The survey will contain the surveyor's
certification that there are no encroachments on the property and will set forth the number of
total acres and the number of net acres comprising the ERF Tracts, together with a metes and
bounds description. The term net acres will mean the number of acres contained in the ERF
Tracts, exclusive of any land lying within any alleys, streets or roads or the right of-way lines of
public roads, streets, alleys, or railroads, or within the boundaries of utility easements or creeks,
rivers, or other water courses and will be calculated to the nearest 100th of an acre.
City will have 10 days after receipt of the survey to review and approve it. In the event any
portion of the survey is unacceptable to City, City must, within the 10-day period, give Buyer
written notice of this fact. Buyer will promptly undertake to eliminate or modify all the
unacceptable portions to the reasonable satisfaction of City. City's failure to give Buyer this
written notice will be deemed to be City's acceptance of the survey.
ARTICLE 3 CLOSING OF CITY TRACT
Conditions to City's Obligations at Closing of City Tract
Page 2 of 9
EXHIBIT A
3.01. The obligations of City at the Closing of City Tract are subject to the satisfaction of the
following conditions:
(a) all representations and warranties of Buyer in this Agreement shall be true in all material
respects; and
(b) Buyer shall have performed and satisfied all covenants and agreements required by this
Agreement and applicable to City Tract in all material respects.
Conditions to Buyer's Obligations at Closing of City Tract
3.02. The obligations of Buyer at the Closing of City Tract are subject to the satisfaction of the
following conditions:
(a) all representations and warranties of City in this Agreement shall be true in all material
respects; and
(b) City shall have performed and satisfied all covenants and agreements required by this
Agreement and applicable to City Tract in all material respects;
(c) City shall vacate Fire Station #3 upon completion of construction of new Fire Station on
ERF Tracts.
(d) Upon vacating Fire Station #3, City will provide notice of vacation and to proceed with
closing on the property.
Date of Closing of City Tract
3.03. Subject to the conditions of Paragraphs 3.01 and 3.02, the closing of City Tract ("Closing
of City Tract") shall occur either after notice from City that Fire Station #3 is no longer in use and
vacant or March 1, 2025. In the event that the conditions of Paragraphs 3.01& 3.02 have not
been satisfied on the scheduled date of the Closing of City Tract, the date of the Closing of may
be extended by the City an additional 180 days or other time as agreed to by the parties to allow
time for City to vacate Fire Station #3.
Place of Closing of City Tract
3.04. The Closing shall be held at the offices of San Jacinto Title Services, 520 Lawrence St,
Corpus Christ, TX.
Obligations at Closing of City Tract
3.05. At the Closing of City Tract the following events shall occur, each being a condition
precedent to the other events and each being deemed to have occurred simultaneously with the
other events:
(a) City shall deliver to Buyer a duly executed and acknowledged Special Warranty Deed in a
form acceptable to Buyer's counsel conveying good and marketable title in fee simple to all of
City Tract, free and clear of any and all liens, encumbrances, conditions, easements,
assessments, and restrictions, except for the following: a utility easement for the City's
wastewater lift station and accessory structures and a utility easement for the City's water tower
as shown in Exhibit A.
Page 3of9
EXHIBIT A
(b) The City will provide, at Buyer's expense, a title insurance policy that guarantees good and
indefeasible title to the Property, without exceptions to title other than the standard printed
exceptions and exceptions permitted under this Contract, and that wholly insures and
indemnifies Buyer against any title defects or adverse claims. San Jacinto Title Services, Inc.,
520 Lawrence Street, Corpus Christi, TX 78401 ("Title Company") is mutually selected as the
Title Company of choice and must issue the title insurance policy. The title commitment for title
insurance must be delivered to Buyer within 10 days after receipt of the Contract by the Title
Company, with the title insurance policy to be timely issued after Closing.
Buyer must object within 7 days of receipt of title commitment to matters disclosed in the
commitment, copies of the documents evidencing the title exceptions, any required survey, and
any required UCC search.
3.06. All costs and expenses of closing in consummating the transfer of the City tract will paid
as follows:
(a) Owner's Title Policy paid by Buyer.
(b) Escrow fee paid by Buyer.
(c) Survey paid by City.
(d) Filing fees paid by Buyer.
(e) Attorney's fees paid by Buyer.
ARTICLE 4 CLOSING OF ERF TRACTS
Conditions to City's Obligations at Closing of ERF Tracts
4.01. The obligations of City at the Closing of ERF Tracts are subject to the satisfaction of the
following conditions:
(a) all representations and warranties of Buyer in this Agreement shall be true in all material
respects; and
(b) Buyer shall have performed and satisfied all covenants and agreements required by this
Agreement in all material respects;
Conditions to Buyer's Obligations at Closing of ERF Tracts
4.02. The obligations of Buyer at the Closing of ERF Tracts are subject to the satisfaction of
the following conditions:
(a) all representations and warranties of City in this Agreement shall be true in all material
respects; and
(c) City shall have performed and satisfied all covenants and agreements required by this
Agreement in all material respects.
Date of Closing of ERF Tracts
4.03. Subject to the conditions of Paragraphs 4.01 and 4.02, the closing of ERF Tracts
("Closing of ERF Tracts") shall occur on June 1, 2022. In the event that the conditions of
Paragraphs 4.01 and 4.02 have not been satisfied on the scheduled date of the Closing of ERF
Page 4 of 9
EXHIBIT A
Tracts, the date of the Closing of may be extended an additional 30 days or other time as
agreed to by the parties to allow completion of the survey.
Place of Closing of ERF Tracts
4.04. The Closing shall be held at the offices of San Jacinto Title Services, 520 Lawrence St,
Corpus Christ, TX.
Obligations at Closing of ERF Tracts
4.05. At the Closing of ERF Tracts, the following events shall occur, each being a condition
precedent to the other events and each being deemed to have occurred simultaneously with the
other events:
(a) Buyer shall deliver to City a duly executed and acknowledged Special Warranty Deed in a
form acceptable to City's counsel conveying good and marketable title in fee simple to all of ERF
Tracts, free and clear of any and all liens, encumbrances, conditions, easements, assessments,
and restrictions.
(b) Buyer will pay prorated tax owed on the ERF Tracts to account for taxes owed prior to
property transfer to the City.
(c) The Buyer will provide, at City's expense, a title insurance policy that guarantees good and
indefeasible title to the Property, without exceptions to title other than the standard printed
exceptions and exceptions permitted under this Contract, and that wholly insures and
indemnifies Buyer against any title defects or adverse claims. San Jacinto Title Services, Inc.,
520 Lawrence Street, Corpus Christi, TX 78401 ("Title Company") is mutually selected as the
Title Company of choice and must issue the title insurance policy. The title commitment for title
insurance must be delivered to Buyer within 10 days after receipt of the Contract by the Title
Company, with the title insurance policy to be timely issued after Closing.
City must object within 7 days of receipt of title commitment to matters disclosed in the
commitment, copies of the documents evidencing the title exceptions, any required survey, and
any required UCC search.
(c) Buyer shall deliver to City exclusive possession of ERF Tracts.
(d) City will return cashier's check for $5,000 to Buyer, cashier's check received for Bid
Security/Earnest Money for RFB 4016.
4.06 All costs and expenses of closing in consummating the transfer of the ERF tracts will paid
as follows:
(a) Owner's Title Policy paid by City.
(b) Escrow fee paid by City.
(c) Survey paid by Buyer.
(d) Filing fees paid by City.
(e) Attorney's fees paid by City.
ARTICLE 5 BREACH BY CITY
Page 5 of 9
EXHIBIT A
If City fails to fully and timely perform any of its obligations under this Agreement or fails to
consummate the transfer of the City Tract for any reason, except Buyer's default, Buyer may: (1)
enforce specific performance of this Agreement; (2) request that the Escrow Deposit will be
returned by the title company to Buyer; or (3) bring suit for damages against City.
ARTICLE 6 BREACH BY BUYER
If Buyer fails to fully and timely perform any of its obligations under this Agreement or fails to
consummate the transfer of the ERF Tracts for any reason, except City's default, City may: (1)
enforce specific performance of this Agreement; (2) request that the Escrow Deposit will be
returned by the title company to City; or(3) bring suit for damages against Buyer.
ARTICLE 7 DEMOLITION OF FIRE STATION #3
Within 180 days after closing on City Tract, the Buyer shall demolish Fire Station #3 and clear all
debris from the City Tract.
ARTICLE 8 MISCELLANEOUS
Assignment of Agreement
8.01. (a) This Agreement may not be assigned without the express written consent of Buyer and
City.
Survival of Covenants
(b) Any of the representations, warranties, covenants, and agreements of the parties, as well as
any rights and benefits of the parties, pertaining to a period of time following the closing of the
transactions contemplated by this Agreement, will survive the closing.
Notice
(c) Any notice required or permitted to be delivered under this Agreement will be deemed
received when sent by United States mail, postage prepaid, certified mail, return receipt
requested, addressed to either City or Buyer, as appropriate, at the address set forth opposite
the signature of that party.
Texas Law to Apply
(d) This Agreement will be construed in accordance with the laws of the State of Texas, and all
obligations of the parties created under this Agreement are performable in Nueces County,
Texas.
Parties Bound
(e) This Agreement will be binding on and inure to the benefit of the parties and their respective
heirs, executors, administrators, legal representatives, successors and assigns, as permitted by
this Agreement.
Legal Construction
(f) In case any one or more of the provisions contained in this Agreement for any reason is held
invalid, this invalidity will not affect any other provision of this Agreement, which will be
construed as if the invalid or unenforceable provision had never existed.
Page 6 of 9
EXHIBIT A
Prior Agreements Superseded
(g) This Agreement constitutes the only agreement of the parties and supersedes any prior
understandings or written or oral agreements between the parties respecting the subject matter
of this Agreement.
Time of Essence
(h) Time is of the essence in this Agreement.
Survives Closing.
(i) This Contract survives Closings and the delivery of the Warranty Deeds and other necessary
documents at Closings, and all terms and conditions remain in effect between City and Buyer.
Compliance
(j) In accordance with the requirements of Section 20 of the Texas Real Estate License Act,
Buyer is advised that it should be furnished with or obtain a policy of title insurance or Buyer
should have the abstract covering the City Tract examined by an attorney of Buyer's own
choosing.
Remainder of page intentionally left blank; signature page to follow.
Page 7 of 9
EXHIBIT A
EXECUTED AS DATED BELOW.
CITY
Michael Rodriguez, Chief of Staff Date
City of Corpus Christi
P.O. Box 9277
Corpus Christi, Texas 78469
APPROVED AS TO FORM:
Assistant City Attorney
Buck Brice
BUYER
Ed Rachal Foundation
43c441, 3/z3/7o z�
Paul D.Altheide, President/CEO Date
555 N SHORELINE BLVD STE 700
Corpus Christi, TX 78401-0323
Page 8 of 9
EXHIBIT A
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Page 9of9