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Home My WebLink AboutC2012-045 - 2/28/2012 - Approved-2 COMMERCIAL PROPERTY SALE AND PURCHASE AGREEMENT I. PARTIES: CORPUS CHRISTI HOUSING FINANCE CORPORATION, a Texas housing finance corporation (the "Buyer "), agrees to buy from the CITY OF CORPUS CHRISTI, TEXAS, a Texas municipal corporation (the "Seller "), and Seller agrees to sell and convey to Buyer, the Property described below, all subject to the terms and conditions herein set forth. 2. PROPERTY: The land described below, together with any and all improvements, fixtures, and personal property situated on and attached to the Iand, all without warranty, unless expressly provided. All property sold by this Agreement is called the "Property ". The fee simple title to the following property: All of Lot One (1) and Lot Two (2), Block Eleven (11), Beach Portion of the City of Corpus Christi, Texas, recorded in Volume A, Page 3, Map Records, Nueces County, Texas. The leasehold estate pursuant to that Lease Agreement dated June 30, 1983, as amended between Grover C. Keeton a/k/a Grover Cleveland Keeton, as Landlord, and Beach Center Corporation, as Tenant, covering the following property: Lots Three (3) and Four (4), Block Eleven (11), Beach Portion of the City of Corpus Christi, Texas, as shown by map of said city recorded in Volume A, Page 3, Map Records of Nueces County, Texas. 3. SALES PRICE: The Sales Price for the above Property shall be: (A) release and extinguishment of the $575,000.00 principal balance and all accrued interest (estimated at $3,360.15) on that noted executed by Seller payable to Buyer, (B) the execution and delivery of a new note executed by Buyer payable to Seller in the principal sum of $135,000.00, and (C) the sum of $195,215.82 cash, which sum shall be due and payable at the closing specified below, reflecting a total Sales Price of $908,575.97. 4. TITLE POLICY AND SURVEY: Buyer waives any requirement to obtain a new policy of title insurance or survey, but Seller agrees to provide Buyer access to the title policy and any survey obtained by Seller in connection with the Property. 5. PROPERTY CONDITION: Buyer accepts the Property in its present "as -is" condition. EXCEPT AS OTHERWISE SPECIFICALLY STATED IN THIS AGREEMENT, SELLER SPECIFICALLY- _ -.. __ DISCLAIMS - ANY WARRANTY GUARANTY ' OR REPRESENTATION, ORAL OR WRITTEN, PAST, PRESENT OR FUTURE, OF, AS TO, OR CONCERNING THE NATURE AND CONDITION OF THE PROPERTY, INCLUDING, WITHOUT LIMITATION, THE WATER, SOIL AND GEOLOGY, THE PRESENCE OF ANY MOLD OR ANY DAMAGES RESULTING FROM ANY MOLD OR SIMILAR SUBSTANCES, AND THE COMPLIANCE OF THE PROPERTY OR ITS OPERATION WITH ANY LAWS, ORDINANCES OR REGULATIONS OF ANY GOVERNMENT OR OTHER BODY. BUYER ACKNOWLEDGES THAT IT WILL INSPECT THE PROPERTY AND BUYER WILL RELY SOLELY ON ITS OWN INVESTIGATION OF THE PROPERTY AND NOT ON ANY INFORMATION PROVIDED OR TO RF PROVIDED BY SELLER. THE SALE OF THE PROPERTY IS 2012 -045 CITi III►$'IiI�I.� 02/28/12 rchase Agreement Page 1 CCIIFC IN W MADE ON AN "AS IS" BASIS, AND "WITH ALL FAULTS ", AND BUYER EXPRESSLY ACKNOWLEDGES THAT, IN CONSIDERATION OF THE AGREEMENTS OF SELLER HEREIN, EXCEPT AS OTHERWISE SPECIFIED HEREIN, SELLER MAKES NO WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF LAW, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTY OF CONDITION, HABITABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, IN RESPECT TO THE PROPERTY. THE PROVISIONS OF THIS PARAGRAPH SHALL SURVIVE THE CLOSING. 6. CLOSING: The closing of the sale shall be on or before February 28, 2012, or at such other date and time agreed by the parties (the "Closing Date "). At Closing, Seller shall furnish a Special Warranty Deed and Assignment of Lease conveying title to the Property. 7. POSSESSION: Possession of the Property shall be delivered to Buyer at closing. 8. SPECIAL PROVISIONS: A. Buyer shall pay any existing property tax liabilities, publication and other expenses associated with Seller's ownership of the Property outstanding as of the Closing Date. B. Buyer's obligations under this Contract are conditioned on the approval of these terms by Buyer's board of directors. 9. CASUALTY LOSS: In the event of any casualty loss or condemnation of any portion of the Property, Buyer shall have the option either to (a) accept the insurance proceeds or condemnation award and proceed to close the purchase of the Property or (b) terminate this Agreement. 10. DEFAULT: A. If Buyer fails to comply herewith, Buyer shall be in default, and Seller may either (1) terminate this Agreement, or (2) seek such other relief as may be provided by law. B. If Seller fails to comply herewith for any other reason, Seller shall be in default, and Buyer may (1) enforce specific performance, (2) seek such other relief as may be provided by law, or (3) terminate this Agreement. C. Seller and Buyer expressly negate and waive any other remedies at law or in equity except as set forth in this Paragraph 10. 11. AGREEMENT OF PARTIES: This Agreement shall be binding on the parties, their heirs, executors, representatives, successors, and assigns. This Agreement shall be construed under and in accordance with laws of the State of Texas. This Agreement contains the entire agreement of the parties and cannot be changed except by written agreement. BUYER: CORPUS CHRISTI HOUSING FINANCE POPO ATTOW L.]Olson, General Manager Date: February 2L 2012. Commercial Property Sale and Purchase Agreement P age 2 ACCEPTED BY SELLER: February , 2012. ATTEST: /av- Armando Chapa, City Secretary APROVED AS TO LEGAL FORM: This 'z'7 day of February, 2012. Carlos Valdez, City Attorney Awiff�MCity Attorney F:1270510112 -Ward Bldg Contract 0215.doex A-,-L AYMCMD -� F - . om v z5o6 Lk 1y NCIL :........ Zl?g rZ min SECTARY - (eL Commercial Property Sale and Purchase Agreement Page 3