HomeMy WebLinkAboutWarranty Deed - Heritage Erectors Development, Inc - 1301 W PARKWOOD AVE 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.
WARRANTY DEED
WITH VENDOR'S LIEN IN FAVOR OF MORTGAGEE
THE STATE OF TEXAS §
§ KNOW ALL BY THESE PRESENTS:
COUNTY OF GALVESTON §
THAT THE LJNDERSIGNED, CITY OF FRIENDSWOOD, a body corporate and
politic, hereinafter "Grantor", acting hereunder through its duly authorized Mayor, David Smith,
for and in consideration of the sum of$10.00 cash and other good and valuable consideration to
Grantor in hand paid by HERITAGE ERECTORS DEVELOPMENT, INC., a Texas corporation,
herein called "Grantee, whose address is 1509 Glenwood Drive, Friendswood, Texas 77546, the
receipt of which is hereby acknowledged and confessed, and in further consideration of the
advances, loans, debts and agreements described in that certain Promissory Note dated of even
date herewith in favor of Moody National Bank in the originally stated principal sum of
$2,116,680.22 or so much thereof as may be advanced, the foregoing Promissory Note is herein
called "the Note", and Moody National Bank, hereinafter "Mortgagee", at the special instance
and request of Grantee, having advanced a portion of the sum of the Note as part purchase price
for the Land (as hereinafter defined) herein conveyed, Mortgagee is hereby subrogated to all of
the rights of Grantor herein; the Vendor's Lien and superior title is hereby expressly transferred
to and retained in favor of Mortgagee to secure payment of the Note, the same as if Mortgagee
was Grantor herein; the Note being further and additionally secured by, inter alia, Deed of Trust,
Security Agreement and Financing Statement of even date herewith from Grantee to T. Craig �
Barker, Trustee, in favor of Mortgagee and containing provisions for foreclosure under power of
sale, hereinafter referred to as "Deed of Trust", to which reference is hereby made for all
purposes;
HAS GRANTED, SOLD AND CONVEYED, and by these presents does GRANT, SELL
AND CONVEY, unto Grantee all those certain tracts or parcels of land more particularly
described on Exhibit "A" attached hereto and made a part hereof(the "Land") together with: all
improvements located thereon; all oil, gas and other minerals lying thereunder and not otherwise
expressly reserved to another, and the royalties, bonuses, rentals and all other rights in
connection with same; all rights, privileges and appurtenances pertaining to all of the foregoing,
including Grantor's right, title and interest in any utilities and adjacent strips and gores and
Page 1 of 4
Grantor's interest in all leases, rents, and security deposits for all or part of the foregoing;
Grantor's interest in any claims heretofore arising for, upon or by reason of any damages to the
Land; and Grantor's interest in all licenses and permits related to all or any part of the foregoing;
(collectively herein called "The Land").
This conveyance is made and accepted subject to all of the following matters to the extent
they are in effect at this time and relate to the Land: the lien for current ad valorem taxes and
maintenance assessments (if any) not in default; any outstanding mineral reservations, rights and
royalties shown of record in the above mentioned county and state; and all zoning laws,
regulations and ordinances of municipal and/or other governmental authorities, if any, to which
the Land is subject.
Grantor has further granted, sold and conveyed, and does hereby further grant, sell and
convey, unto Grantee (1) surface water drainage capacity in and to the detention facility in
existence on Restricted Reserve "A", also known as Recreation/Detention Restricted Reserve
"A", and on Restricted Reserve "B", also known as Recreation/Detention Restricted Reserve
"B", both in Friendswood Lakes, Section l, a subdivision in Galveston County, Texas according
to the map or plat thereof recorded at Vol. 11, Page 1176, Map Records of Galveston County,
Texas, said Restricted Reserve "A" being 11.47 acres and said Restricted Reserve "B" being
10.08 acres, said Restricted Reserve "A" and Restricted Reserve "B" being hereinafter referred
to collectively as the "Detention Property," (2) the right and license to use said detention facility
for the purpose of depositing, discharging and draining storm waters from the Land thereinto,
and (3) the right of access thereto,said surface water drainage capacity, right of license and use,
and right of access being sufficient to provide all capacity required, under all regulatory
requirements in existence as of the date hereof and by all governmental entities having
jurisdiction, for all commercial development to be constructed by Grantee on the Land. Grantee
shall be, and is hereby, further authorized to erect, construct, reconstruct, maintain and repair
ditches, pipes, valves, and other facilities or appurtenances, whether above ground or under
ground, to connect into existing City-owned structures for conveyance into said Detention
Property.
The foregoing drainage capacity, rights and licenses shall run with the Land and, as such,
shall exist in perpetuity to the benefit of Grantee and its successors and assigns. '
TO HAVE AND TO HOLD the Land and the foregoing drainage capacity, rights and
licenses, together with all rights and appurtenances thereto in anywise belonging, subject to the
foregoing terms, unto Grantee, its successors and assigns forever, and Grantor does hereby bind
itself and its successors and assigns to warrant and forever defend the Land and the foregoing
drainage capacity, rights and licenses, subject to the foregoing terms, unto Grantee, its successors
and assigns against every person and entity whomsoever lawfully claiming or to claim the same
or any part thereof.
BUT IT IS EXPRESSLY AGREED AND STIPULATED THAT THE Vendor's Lien,
including superior title, is retained against the Land in favor of Mortgagee, its successors and
Page 2 of 4
assigns until the Note and all accrued interest thereon, and all renewals and/or extensions thereof,
together with all interest thereon, are fully paid according to their face and tenor, effect and
reading, and together with all additional sums which may become due and payable by the tertns
of the Note and/or by the terms of the aforesaid Deed of Trust, when this Deed shall become
absolute, and Grantor herein transfers unto Mortgagee, its successors and assigns the Vendor's
Lien and superior title to the Land, in the same manner and to the same extent as if the Note had
been payable to the order of Grantor and by said Grantor assigned to Mortgagee without
recourse.
Whenever used in this document, unless the context clearly indicates a contrary intent or
unless otherwise specifically provided herein, the pronouns of any gender shall include the other
genders, including the neuter, and either the singular or plural shall include the other.
All ad valorem taxes and assessments on The Land have been prorated between the
parties hereto as of the effective date of this Deed set forth below, and Grantee assumes liability
for the payment thereof and for all subsequent years.
EXECUTED THE DAY OF , 2007.
CITY OF FRIENDSWOOD
By:
Name: �AV i� Sw�:-�(,t
Title: �t{4�(02
ATTEST:
Name: -
Title:
Page 3 of 4
THE STATE OF TEXAS
/-�qRR�S
COLTNTY OF �'"r�mo-rn�r
� �
This instrument was acknowledged before me on the �� day of �LLI'1 e , 2007
by �av i e� 5 m�t� , Mayor of and on behalf of City of Friendswood, a body
corporate and politic, to be effective on the date as set forth above.
� � .
. � . LINDA K. PAARISH '
. �. , r�,y P,�u�,s�a Te,�. Notary ublic in and far the State of Texas
� Mr camniseia,Expirea o319-zoo8
AFTER RECORDING RETURN TO:
Page 4 of 4
EXHIBIT 'A'
File No.: 994769-H045 (LKP)
Property: 1301 West Parkwood Avenue, Friendswood,TX
LOT ONE (1), BLOCK ONE (1), LAURENCE CLINE SUBDIVISION,A SUBSIVISION OF
GALVESTON COUNTY,TEXAS,ACCORDING TO THE PLAT THEREOF 2004A/ 174 OF THE
AS FILED IN OFFICIAL RECORDS OF REAL PROPERTY OF GALVESTON COUNTY,TEXAS
A.P.N. 0
994769-H045 1 of 1
AFFIDAVIT
Re: GF No. 994769
Seller: City of Friendswood
Buyer: Heritage Erectors Development, Inc.
There are currently no recorded or un-recorded leases on the following property:
LOT ONE (1), BLOCK ONE (1), LAURENCE CLINE SUBDIVISION,A SUBSIVISION
OF GALVESTON COUNTY,TEXAS,ACCORDING TO THE PLAT THEREOF 2004A/ 174
OF THE AS FILED IN OFFICIAL RECORDS OF REAL PROPERTY OF GALVESTON
COUNTY,TEXAS
CITY OF FRIENDSWOOD
BY:
avid Smith, Mayor
STATE OF TEXAS
COUNTY OF HARRIS �
S WORN TO AND SUBSCRIBED BEFORE ME on this l l th day of June,2007,by DAVID
SMITH, MAYOR of and on behalf of CITY OF FRIENDSWOOD, a body corporate and politic.
. ,
PY V
. ,• LII�DA K. PARRISH -
raiary P„wic,si,�a Te,� Not ry Public - State of Texas
r ' � "'�'�""�"��1&� Not rX's Printed am .
, �
a n �. �r�S
My Commission Expires:
o3-iy-ado�
1
STATE OF TEXAS
COUNTY OF HARRIS
This instrument was acknowledged before me on the l lth day of June, 2007, by DAVID
SMITH, MAYOR of and on behalf of CITY OF FRIENDSWOOD, a body corporate and politic.
. �
Notary Public - State of Texas
aY ,, Not ry's Printed Nam •
. . IINDA K. PARRISH ,�;�,�Q ,� . �a,,-r�s�
'"�' � ����T� M Commission Expires:
�+r c«m,��s a�-�s��ooe Y
_ d� -l�-�v�
2
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.
WARRANTY DEED
WITH VENDOR'S LIEN IN FAVOR OF MORTGAGEE
THE STATE OF TEXAS §
§ KNOW ALL BY THESE PRESENTS:
COUNTY OF GALVESTON §
THAT THE LJNDERSIGNED, CITY OF FRIENDSWOOD, a body corporate and
politic, hereinafter "Grantor", acting hereunder through its duly authorized Mayor, David Smith,
for and in consideration of the sum of$10.00 cash and other good and valuable consideration to
Grantor in hand paid by HERITAGE ERECTORS DEVELOPMENT, INC., a Texas corporation,
herein called "Grantee, whose address is 1509 Glenwood Drive, Friendswood, Texas 77546, the
receipt of which is hereby acknowledged and confessed, and in further consideration of the
advances, loans, debts and agreements described in that certain Promissory Note dated of even
date herewith in favor of Moody National Bank in the originally stated principal sum of
$2,116,680.22 or so much thereof as may be advanced, the foregoing Promissory Note is herein
called "the Note", and Moody National Bank, hereinafter "Mortgagee", at the special instance
and request of Grantee, having advanced a portion of the sum of the Note as part purchase price
for the Land (as hereinafter defined) herein conveyed, Mortgagee is hereby subrogated to all of
the rights of Grantor herein; the Vendor's Lien and superior title is hereby expressly transferred
to and retained in favor of Mortgagee to secure payment of the Note, the same as if Mortgagee
was Grantor herein; the Note being further and additionally secured by, inter alia, Deed of Trust,
Security Agreement and Financing Statement of even date herewith from Grantee to T. Craig �
Barker, Trustee, in favor of Mortgagee and containing provisions for foreclosure under power of
sale, hereinafter referred to as "Deed of Trust", to which reference is hereby made for all
purposes;
HAS GRANTED, SOLD AND CONVEYED, and by these presents does GRANT, SELL
AND CONVEY, unto Grantee all those certain tracts or parcels of land more particularly
described on Exhibit "A" attached hereto and made a part hereof(the "Land") together with: all
improvements located thereon; all oil, gas and other minerals lying thereunder and not otherwise
expressly reserved to another, and the royalties, bonuses, rentals and all other rights in
connection with same; all rights, privileges and appurtenances pertaining to all of the foregoing,
including Grantor's right, title and interest in any utilities and adjacent strips and gores and
Page 1 of 4
Grantor's interest in all leases, rents, and security deposits for all or part of the foregoing;
Grantor's interest in any claims heretofore arising for, upon or by reason of any damages to the
Land; and Grantor's interest in all licenses and permits related to all or any part of the foregoing;
(collectively herein called "The Land").
This conveyance is made and accepted subject to all of the following matters to the extent
they are in effect at this time and relate to the Land: the lien for current ad valorem taxes and
maintenance assessments (if any) not in default; any outstanding mineral reservations, rights and
royalties shown of record in the above mentioned county and state; and all zoning laws,
regulations and ordinances of municipal and/or other governmental authorities, if any, to which
the Land is subject.
Grantor has further granted, sold and conveyed, and does hereby further grant, sell and
convey, unto Grantee (1) surface water drainage capacity in and to the detention facility in
existence on Restricted Reserve "A", also known as Recreation/Detention Restricted Reserve
"A", and on Restricted Reserve "B", also known as Recreation/Detention Restricted Reserve
"B", both in Friendswood Lakes, Section l, a subdivision in Galveston County, Texas according
to the map or plat thereof recorded at Vol. 11, Page 1176, Map Records of Galveston County,
Texas, said Restricted Reserve "A" being 11.47 acres and said Restricted Reserve "B" being
10.08 acres, said Restricted Reserve "A" and Restricted Reserve "B" being hereinafter referred
to collectively as the "Detention Property," (2) the right and license to use said detention facility
for the purpose of depositing, discharging and draining storm waters from the Land thereinto,
and (3) the right of access thereto,said surface water drainage capacity, right of license and use,
and right of access being sufficient to provide all capacity required, under all regulatory
requirements in existence as of the date hereof and by all governmental entities having
jurisdiction, for all commercial development to be constructed by Grantee on the Land. Grantee
shall be, and is hereby, further authorized to erect, construct, reconstruct, maintain and repair
ditches, pipes, valves, and other facilities or appurtenances, whether above ground or under
ground, to connect into existing City-owned structures for conveyance into said Detention
Property.
The foregoing drainage capacity, rights and licenses shall run with the Land and, as such,
shall exist in perpetuity to the benefit of Grantee and its successors and assigns. '
TO HAVE AND TO HOLD the Land and the foregoing drainage capacity, rights and
licenses, together with all rights and appurtenances thereto in anywise belonging, subject to the
foregoing terms, unto Grantee, its successors and assigns forever, and Grantor does hereby bind
itself and its successors and assigns to warrant and forever defend the Land and the foregoing
drainage capacity, rights and licenses, subject to the foregoing terms, unto Grantee, its successors
and assigns against every person and entity whomsoever lawfully claiming or to claim the same
or any part thereof.
BUT IT IS EXPRESSLY AGREED AND STIPULATED THAT THE Vendor's Lien,
including superior title, is retained against the Land in favor of Mortgagee, its successors and
Page 2 of 4
assigns until the Note and all accrued interest thereon, and all renewals and/or extensions thereof,
together with all interest thereon, are fully paid according to their face and tenor, effect and
reading, and together with all additional sums which may become due and payable by the tertns
of the Note and/or by the terms of the aforesaid Deed of Trust, when this Deed shall become
absolute, and Grantor herein transfers unto Mortgagee, its successors and assigns the Vendor's
Lien and superior title to the Land, in the same manner and to the same extent as if the Note had
been payable to the order of Grantor and by said Grantor assigned to Mortgagee without
recourse.
Whenever used in this document, unless the context clearly indicates a contrary intent or
unless otherwise specifically provided herein, the pronouns of any gender shall include the other
genders, including the neuter, and either the singular or plural shall include the other.
All ad valorem taxes and assessments on The Land have been prorated between the
parties hereto as of the effective date of this Deed set forth below, and Grantee assumes liability
for the payment thereof and for all subsequent years.
EXECUTED THE DAY OF , 2007.
CITY OF FRIENDSWOOD
By:
Name: �AV i� Sw�:-�(,t
Title: �t{4�(02
ATTEST:
Name: -
Title:
Page 3 of 4
THE STATE OF TEXAS
/-�qRR�S
COLTNTY OF �'"r�mo-rn�r
� �
This instrument was acknowledged before me on the �� day of �LLI'1 e , 2007
by �av i e� 5 m�t� , Mayor of and on behalf of City of Friendswood, a body
corporate and politic, to be effective on the date as set forth above.
� � .
. � . LINDA K. PAARISH '
. �. , r�,y P,�u�,s�a Te,�. Notary ublic in and far the State of Texas
� Mr camniseia,Expirea o319-zoo8
AFTER RECORDING RETURN TO:
Page 4 of 4
EXHIBIT 'A'
File No.: 994769-H045 (LKP)
Property: 1301 West Parkwood Avenue, Friendswood,TX
LOT ONE (1), BLOCK ONE (1), LAURENCE CLINE SUBDIVISION,A SUBSIVISION OF
GALVESTON COUNTY,TEXAS,ACCORDING TO THE PLAT THEREOF 2004A/ 174 OF THE
AS FILED IN OFFICIAL RECORDS OF REAL PROPERTY OF GALVESTON COUNTY,TEXAS
A.P.N. 0
994769-H045 1 of 1
AFFIDAVIT
Re: GF No. 994769
Seller: City of Friendswood
Buyer: Heritage Erectors Development, Inc.
There are currently no recorded or un-recorded leases on the following property:
LOT ONE (1), BLOCK ONE (1), LAURENCE CLINE SUBDIVISION,A SUBSIVISION
OF GALVESTON COUNTY,TEXAS,ACCORDING TO THE PLAT THEREOF 2004A/ 174
OF THE AS FILED IN OFFICIAL RECORDS OF REAL PROPERTY OF GALVESTON
COUNTY,TEXAS
CITY OF FRIENDSWOOD
BY:
avid Smith, Mayor
STATE OF TEXAS
COUNTY OF HARRIS �
S WORN TO AND SUBSCRIBED BEFORE ME on this l l th day of June,2007,by DAVID
SMITH, MAYOR of and on behalf of CITY OF FRIENDSWOOD, a body corporate and politic.
. ,
PY V
. ,• LII�DA K. PARRISH -
raiary P„wic,si,�a Te,� Not ry Public - State of Texas
r ' � "'�'�""�"��1&� Not rX's Printed am .
, �
a n �. �r�S
My Commission Expires:
o3-iy-ado�
1
STATE OF TEXAS
COUNTY OF HARRIS
This instrument was acknowledged before me on the l lth day of June, 2007, by DAVID
SMITH, MAYOR of and on behalf of CITY OF FRIENDSWOOD, a body corporate and politic.
. �
Notary Public - State of Texas
aY ,, Not ry's Printed Nam •
. . IINDA K. PARRISH ,�;�,�Q ,� . �a,,-r�s�
'"�' � ����T� M Commission Expires:
�+r c«m,��s a�-�s��ooe Y
_ d� -l�-�v�
2
AFFIDAVIT AS TO DEBTS AND LIENS
AND PARTIES IN POSSESSION
GF#: 994769-H045
SUBJECT PROPERTY: 1301 West Parkwood Avenue, Friendswood, TX
SALE/LEASE T0: Heritage Erectors Development, Inc.
STATE OF TEXAS )
) §
COUNTY OF HARRIS )
BEFORE ME, the undersigned authority, on this day personally appeared David Smith, Mayor of City of
Friendswood (SELLER/LESSOR/OWNER) personally known to me to be the person whose name is subscribed
hereto and upon oath deposes and says:
1. THAT, to the best knowledge and belief of Affiant:
a. The charges for all labor and materials that may have been furnished to the subject property or to the
improvements thereon have been fully paid;
b. All contracts for the furnishing of labor or materials to the subject property or improvements thereon
have been completed and fully paid;
c. There are no security agreements or leases affecting any goods or chattels that have become attached,
or that will at any later date become attached, to the subject land or improvements thereon as fixtures
that have not been fully performed and satisfied, except the following:
_
, _ _ .
�ECURED PARTY _
3
APPROXIMATE AMOUNT
� _
,:
� - .
, _ _
d. There are no loans of any kind on the subject property, except the following: -
__ _
`CREDITOR
a APPROXIMATE AMOUNT •
�_ .
g
,_
; _..
_ _ _ _ _
_ ___..__
, _ .
� _
_ _ _
�
2. THAT there are no proceedings, or notices of any proceedings, by any agency or
authority, public or private, that levies taxes or assessments, which may result in taxes
or assessments affecting the subject property and which are not shown by the public
records.
3. There are no Judgments, Federal Tax Liens, or State Tax Liens against Affiant and/or
subject property.
4. a. THAT all ad valorem and personal property taxes (if any), all "use" type business
taxes (if any), and association/maintenance type taxes or assessments (if any) that
are currently due and payable have been paid or will be paid at closing and are
shown on the settlement statements.
b. Any of the above referenced taxes which are the obligation of the Affiant but which
- are not yet due and payable, have been prorated on the settlement statements
based on the best information available at this time. Affiant agrees, within 30 days
of receipt of tax/association/maintenance statements from the various
taxing/association/maintenance authorities, to adjust, in cash, with the purchaser,
any and actual tax/association/maintenance prorations to coincide with actual
taxes/assessments assessed against the subject property.
5. THAT the only occupants of the land are the undersigned Seller/Lessor/Owner. If other
than Seller/Lessor/Owner, explain interest held:
6. THAT there are no unrecorded contracts, deeds, mortgages, mechanic's liens, leases, or
options affecting the subject property or improvements thereon; except as follows:
7. Affiant is not a non-resident alien for purposes of United States Income Taxation and Affiant's United States
taxpayer identifying number if. Affiant understands that the Purchaser/Lessee of the above described
property intends to rely on the foregoing representations in connection with the United States foreign
Investment in Real Property Tax Act (94 Stat. 2682 as amended). Affiant understands this Certification may
be disclosed to the Internal Revenue Service by Purchaser/Lessee, Lender and/or First American Title
Insurance Company and that any false statements contained in this Certification may be punished by fine,
imprisionment or both.
THIS affidavit is made to the Purchaser/Lessee and/or Lender, and to First American Title Insurance
Company, as an inducement to them to complete the above referenced transaction, and Affiant realizes that said
Purchaser/Lessor and/or Lender and First American Title Insurance Company are relying upon the representations
contained herein; and Affiant does hereby swear under the penalties of perjury that the foregoing information is true
and correct in all respects, to the best knowledge and belief of AfFiant.
Executed this ilth day of June, 2007.
City of Friendswood
By: David Smith, Mayor
STATE OF TEXAS )
) §
COUNTY OF HARRIS )
Sworn to and subscribed before me this 11th day of June, 2007, by David Smith, Mayor of and on behalf of City
of Friendswood, a body corporate and politic. . �
� � �.
. . LItdDA K. PARRISH Notary Public, State of Texas
�n P�,s�e a Te�,
. ' � �+y co�n�n;es;o„�o�.�&� Printed Name :
My Commission Expires
STATE OF TEXAS �
) §
COUNIY OF HARRIS )
This instrument was acknowledged before me this ilth day of June, 2007, by David Smith, Mayor of and on
behalf of City of Friendswood, a body corporate and politic. .
Y L �
. . IIMDA K. PARRISH Notary Public, State of Texas
�Y P�c.�ete d Texas Printed Name :
' S���,� AN t:anmissia�E
°; 'x.w:.�,� "D"�0��&� My Commission Expires:
.,:�;?�,:i-�'�.'ti' <
STATE OF TEXAS )
) §
COUNTY OF HARRIS �
SWORN TO AND SUBSCRIBED BEFORE ME on this day of, by of a corporation, on behalf of said corporation.
Notary Public, State of Texas
Printed Name :
My Commission Expires
STATE OF TEXAS ) �
) §
COUNTY OF HARRIS ) '
This instrument was acknowledged before me on this day of, by , of, a Corporation, on behalf of said
corporation.
Notary Public, State of Texas
Printed Name :
My Commission Expires:
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.
WARRANTY DEED
WITH VENDOR'S LIEN IN FAVOR OF MORTGAGEE
THE STATE OF TEXAS §
§ KNOW ALL BY THESE PRESENTS:
COUNTY OF GALVESTON §
THAT THE LJNDERSIGNED, CITY OF FRIENDSWOOD, a body corporate and
politic, hereinafter "Grantor", acting hereunder through its duly authorized Mayor, David Smith,
for and in consideration of the sum of$10.00 cash and other good and valuable consideration to
Grantor in hand paid by HERITAGE ERECTORS DEVELOPMENT, INC., a Texas corporation,
herein called "Grantee, whose address is 1509 Glenwood Drive, Friendswood, Texas 77546, the
receipt of which is hereby acknowledged and confessed, and in further consideration of the
advances, loans, debts and agreements described in that certain Promissory Note dated of even
date herewith in favor of Moody National Bank in the originally stated principal sum of
$2,116,680.22 or so much thereof as may be advanced, the foregoing Promissory Note is herein
called "the Note", and Moody National Bank, hereinafter "Mortgagee", at the special instance
and request of Grantee, having advanced a portion of the sum of the Note as part purchase price
for the Land (as hereinafter defined) herein conveyed, Mortgagee is hereby subrogated to all of
the rights of Grantor herein; the Vendor's Lien and superior title is hereby expressly transferred
to and retained in favor of Mortgagee to secure payment of the Note, the same as if Mortgagee
was Grantor herein; the Note being further and additionally secured by, inter alia, Deed of Trust,
Security Agreement and Financing Statement of even date herewith from Grantee to T. Craig �
Barker, Trustee, in favor of Mortgagee and containing provisions for foreclosure under power of
sale, hereinafter referred to as "Deed of Trust", to which reference is hereby made for all
purposes;
HAS GRANTED, SOLD AND CONVEYED, and by these presents does GRANT, SELL
AND CONVEY, unto Grantee all those certain tracts or parcels of land more particularly
described on Exhibit "A" attached hereto and made a part hereof(the "Land") together with: all
improvements located thereon; all oil, gas and other minerals lying thereunder and not otherwise
expressly reserved to another, and the royalties, bonuses, rentals and all other rights in
connection with same; all rights, privileges and appurtenances pertaining to all of the foregoing,
including Grantor's right, title and interest in any utilities and adjacent strips and gores and
Page 1 of 4
Grantor's interest in all leases, rents, and security deposits for all or part of the foregoing;
Grantor's interest in any claims heretofore arising for, upon or by reason of any damages to the
Land; and Grantor's interest in all licenses and permits related to all or any part of the foregoing;
(collectively herein called "The Land").
This conveyance is made and accepted subject to all of the following matters to the extent
they are in effect at this time and relate to the Land: the lien for current ad valorem taxes and
maintenance assessments (if any) not in default; any outstanding mineral reservations, rights and
royalties shown of record in the above mentioned county and state; and all zoning laws,
regulations and ordinances of municipal and/or other governmental authorities, if any, to which
the Land is subject.
Grantor has further granted, sold and conveyed, and does hereby further grant, sell and
convey, unto Grantee (1) surface water drainage capacity in and to the detention facility in
existence on Restricted Reserve "A", also known as Recreation/Detention Restricted Reserve
"A", and on Restricted Reserve "B", also known as Recreation/Detention Restricted Reserve
"B", both in Friendswood Lakes, Section l, a subdivision in Galveston County, Texas according
to the map or plat thereof recorded at Vol. 11, Page 1176, Map Records of Galveston County,
Texas, said Restricted Reserve "A" being 11.47 acres and said Restricted Reserve "B" being
10.08 acres, said Restricted Reserve "A" and Restricted Reserve "B" being hereinafter referred
to collectively as the "Detention Property," (2) the right and license to use said detention facility
for the purpose of depositing, discharging and draining storm waters from the Land thereinto,
and (3) the right of access thereto,said surface water drainage capacity, right of license and use,
and right of access being sufficient to provide all capacity required, under all regulatory
requirements in existence as of the date hereof and by all governmental entities having
jurisdiction, for all commercial development to be constructed by Grantee on the Land. Grantee
shall be, and is hereby, further authorized to erect, construct, reconstruct, maintain and repair
ditches, pipes, valves, and other facilities or appurtenances, whether above ground or under
ground, to connect into existing City-owned structures for conveyance into said Detention
Property.
The foregoing drainage capacity, rights and licenses shall run with the Land and, as such,
shall exist in perpetuity to the benefit of Grantee and its successors and assigns. '
TO HAVE AND TO HOLD the Land and the foregoing drainage capacity, rights and
licenses, together with all rights and appurtenances thereto in anywise belonging, subject to the
foregoing terms, unto Grantee, its successors and assigns forever, and Grantor does hereby bind
itself and its successors and assigns to warrant and forever defend the Land and the foregoing
drainage capacity, rights and licenses, subject to the foregoing terms, unto Grantee, its successors
and assigns against every person and entity whomsoever lawfully claiming or to claim the same
or any part thereof.
BUT IT IS EXPRESSLY AGREED AND STIPULATED THAT THE Vendor's Lien,
including superior title, is retained against the Land in favor of Mortgagee, its successors and
Page 2 of 4
assigns until the Note and all accrued interest thereon, and all renewals and/or extensions thereof,
together with all interest thereon, are fully paid according to their face and tenor, effect and
reading, and together with all additional sums which may become due and payable by the tertns
of the Note and/or by the terms of the aforesaid Deed of Trust, when this Deed shall become
absolute, and Grantor herein transfers unto Mortgagee, its successors and assigns the Vendor's
Lien and superior title to the Land, in the same manner and to the same extent as if the Note had
been payable to the order of Grantor and by said Grantor assigned to Mortgagee without
recourse.
Whenever used in this document, unless the context clearly indicates a contrary intent or
unless otherwise specifically provided herein, the pronouns of any gender shall include the other
genders, including the neuter, and either the singular or plural shall include the other.
All ad valorem taxes and assessments on The Land have been prorated between the
parties hereto as of the effective date of this Deed set forth below, and Grantee assumes liability
for the payment thereof and for all subsequent years.
EXECUTED THE DAY OF , 2007.
CITY OF FRIENDSWOOD
By:
Name: �AV i� Sw�:-�(,t
Title: �t{4�(02
ATTEST:
Name: -
Title:
Page 3 of 4
THE STATE OF TEXAS
/-�qRR�S
COLTNTY OF �'"r�mo-rn�r
� �
This instrument was acknowledged before me on the �� day of �LLI'1 e , 2007
by �av i e� 5 m�t� , Mayor of and on behalf of City of Friendswood, a body
corporate and politic, to be effective on the date as set forth above.
� � .
. � . LINDA K. PAARISH '
. �. , r�,y P,�u�,s�a Te,�. Notary ublic in and far the State of Texas
� Mr camniseia,Expirea o319-zoo8
AFTER RECORDING RETURN TO:
Page 4 of 4
EXHIBIT 'A'
File No.: 994769-H045 (LKP)
Property: 1301 West Parkwood Avenue, Friendswood,TX
LOT ONE (1), BLOCK ONE (1), LAURENCE CLINE SUBDIVISION,A SUBSIVISION OF
GALVESTON COUNTY,TEXAS,ACCORDING TO THE PLAT THEREOF 2004A/ 174 OF THE
AS FILED IN OFFICIAL RECORDS OF REAL PROPERTY OF GALVESTON COUNTY,TEXAS
A.P.N. 0
994769-H045 1 of 1
AFFIDAVIT
Re: GF No. 994769
Seller: City of Friendswood
Buyer: Heritage Erectors Development, Inc.
There are currently no recorded or un-recorded leases on the following property:
LOT ONE (1), BLOCK ONE (1), LAURENCE CLINE SUBDIVISION,A SUBSIVISION
OF GALVESTON COUNTY,TEXAS,ACCORDING TO THE PLAT THEREOF 2004A/ 174
OF THE AS FILED IN OFFICIAL RECORDS OF REAL PROPERTY OF GALVESTON
COUNTY,TEXAS
CITY OF FRIENDSWOOD
BY:
avid Smith, Mayor
STATE OF TEXAS
COUNTY OF HARRIS �
S WORN TO AND SUBSCRIBED BEFORE ME on this l l th day of June,2007,by DAVID
SMITH, MAYOR of and on behalf of CITY OF FRIENDSWOOD, a body corporate and politic.
. ,
PY V
. ,• LII�DA K. PARRISH -
raiary P„wic,si,�a Te,� Not ry Public - State of Texas
r ' � "'�'�""�"��1&� Not rX's Printed am .
, �
a n �. �r�S
My Commission Expires:
o3-iy-ado�
1
STATE OF TEXAS
COUNTY OF HARRIS
This instrument was acknowledged before me on the l lth day of June, 2007, by DAVID
SMITH, MAYOR of and on behalf of CITY OF FRIENDSWOOD, a body corporate and politic.
. �
Notary Public - State of Texas
aY ,, Not ry's Printed Nam •
. . IINDA K. PARRISH ,�;�,�Q ,� . �a,,-r�s�
'"�' � ����T� M Commission Expires:
�+r c«m,��s a�-�s��ooe Y
_ d� -l�-�v�
2
AFFIDAVIT AS TO DEBTS AND LIENS
AND PARTIES IN POSSESSION
GF#: 994769-H045
SUBJECT PROPERTY: 1301 West Parkwood Avenue, Friendswood, TX
SALE/LEASE T0: Heritage Erectors Development, Inc.
STATE OF TEXAS )
) §
COUNTY OF HARRIS )
BEFORE ME, the undersigned authority, on this day personally appeared David Smith, Mayor of City of
Friendswood (SELLER/LESSOR/OWNER) personally known to me to be the person whose name is subscribed
hereto and upon oath deposes and says:
1. THAT, to the best knowledge and belief of Affiant:
a. The charges for all labor and materials that may have been furnished to the subject property or to the
improvements thereon have been fully paid;
b. All contracts for the furnishing of labor or materials to the subject property or improvements thereon
have been completed and fully paid;
c. There are no security agreements or leases affecting any goods or chattels that have become attached,
or that will at any later date become attached, to the subject land or improvements thereon as fixtures
that have not been fully performed and satisfied, except the following:
_
, _ _ .
�ECURED PARTY _
3
APPROXIMATE AMOUNT
� _
,:
� - .
, _ _
d. There are no loans of any kind on the subject property, except the following: -
__ _
`CREDITOR
a APPROXIMATE AMOUNT •
�_ .
g
,_
; _..
_ _ _ _ _
_ ___..__
, _ .
� _
_ _ _
�
2. THAT there are no proceedings, or notices of any proceedings, by any agency or
authority, public or private, that levies taxes or assessments, which may result in taxes
or assessments affecting the subject property and which are not shown by the public
records.
3. There are no Judgments, Federal Tax Liens, or State Tax Liens against Affiant and/or
subject property.
4. a. THAT all ad valorem and personal property taxes (if any), all "use" type business
taxes (if any), and association/maintenance type taxes or assessments (if any) that
are currently due and payable have been paid or will be paid at closing and are
shown on the settlement statements.
b. Any of the above referenced taxes which are the obligation of the Affiant but which
- are not yet due and payable, have been prorated on the settlement statements
based on the best information available at this time. Affiant agrees, within 30 days
of receipt of tax/association/maintenance statements from the various
taxing/association/maintenance authorities, to adjust, in cash, with the purchaser,
any and actual tax/association/maintenance prorations to coincide with actual
taxes/assessments assessed against the subject property.
5. THAT the only occupants of the land are the undersigned Seller/Lessor/Owner. If other
than Seller/Lessor/Owner, explain interest held:
6. THAT there are no unrecorded contracts, deeds, mortgages, mechanic's liens, leases, or
options affecting the subject property or improvements thereon; except as follows:
7. Affiant is not a non-resident alien for purposes of United States Income Taxation and Affiant's United States
taxpayer identifying number if. Affiant understands that the Purchaser/Lessee of the above described
property intends to rely on the foregoing representations in connection with the United States foreign
Investment in Real Property Tax Act (94 Stat. 2682 as amended). Affiant understands this Certification may
be disclosed to the Internal Revenue Service by Purchaser/Lessee, Lender and/or First American Title
Insurance Company and that any false statements contained in this Certification may be punished by fine,
imprisionment or both.
THIS affidavit is made to the Purchaser/Lessee and/or Lender, and to First American Title Insurance
Company, as an inducement to them to complete the above referenced transaction, and Affiant realizes that said
Purchaser/Lessor and/or Lender and First American Title Insurance Company are relying upon the representations
contained herein; and Affiant does hereby swear under the penalties of perjury that the foregoing information is true
and correct in all respects, to the best knowledge and belief of AfFiant.
Executed this ilth day of June, 2007.
City of Friendswood
By: David Smith, Mayor
STATE OF TEXAS )
) §
COUNTY OF HARRIS )
Sworn to and subscribed before me this 11th day of June, 2007, by David Smith, Mayor of and on behalf of City
of Friendswood, a body corporate and politic. . �
� � �.
. . LItdDA K. PARRISH Notary Public, State of Texas
�n P�,s�e a Te�,
. ' � �+y co�n�n;es;o„�o�.�&� Printed Name :
My Commission Expires
STATE OF TEXAS �
) §
COUNIY OF HARRIS )
This instrument was acknowledged before me this ilth day of June, 2007, by David Smith, Mayor of and on
behalf of City of Friendswood, a body corporate and politic. .
Y L �
. . IIMDA K. PARRISH Notary Public, State of Texas
�Y P�c.�ete d Texas Printed Name :
' S���,� AN t:anmissia�E
°; 'x.w:.�,� "D"�0��&� My Commission Expires:
.,:�;?�,:i-�'�.'ti' <
STATE OF TEXAS )
) §
COUNTY OF HARRIS �
SWORN TO AND SUBSCRIBED BEFORE ME on this day of, by of a corporation, on behalf of said corporation.
Notary Public, State of Texas
Printed Name :
My Commission Expires
STATE OF TEXAS ) �
) §
COUNTY OF HARRIS ) '
This instrument was acknowledged before me on this day of, by , of, a Corporation, on behalf of said
corporation.
Notary Public, State of Texas
Printed Name :
My Commission Expires:
File No. 994769-H045 - LKP
SELLER'S AND/OR PURCHASER'S/BORROWER'S STATEMENT
I have carefully reviewed the HUD-1/Settlement Statement and to the best of my knowledge and belief, it is a
true and accurate statement of all receipts and disbursements made on my account or by me in this transaction.
I further certify that I have received a copy of the HUD-1/Settlement Statement.
The Seller's and Purchaser's/Borrower's signatures hereon acknowledge their approval and signify their
understanding that tax, and insurance prorations and reserves are based on figures for the preceding year or
supplied by others or estimated for the current year, and in the event of any change for the current year, all
necessary adjustments will be made between Purchaser/Borrower and Seller directly. Any deficit in delinquent
taxes or mortgage payoffs will be promptly reimbursed to the Settlement Agent by the Seller.
The following persons, firms or corporations have received a portion of the real estate commission amount shown
above (HUD Line(s) 701-704):
1.
2.
3.
4.
I Mereby authorize the Settlement Agent to make expenditures and disbursements as shown above and approve
same for payment.
Purchaser(s)/Borrower(s) Seller(s)
Heritage Erectors Development, Inc., a Texas City of Friendswood
Corporation
�--
By: David Smith, Mayor
By: Jer Ba ras, President
]une 11, 2007 ]une 11. 2007
Date Date
Borrower(s) Forwarding Address: Seller(s) Forwarding Address:
The HUD-1 Settlement Statement which I have prepared is a true and accurate account of this transaction. I
have caused or will au tl�e fun e disbursed in accordance with this statement.
Settlement Agent: �!���� Date: June 11 2007
WARNING: It is a crime to knowingly make false statements to the United States on this or any other similar �
form. Penalties upon conviction can include a fine and imprisonment. For details, see: Title 18 U.S. Code
Sections 1001 and 1010.
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.
WARRANTY DEED
WITH VENDOR'S LIEN IN FAVOR OF MORTGAGEE
THE STATE OF TEXAS §
§ KNOW ALL BY THESE PRESENTS:
COUNTY OF GALVESTON §
THAT THE UNDERSIGNED, CITY OF FRIENDSWOOD, a body corporate and
politic, hereinafter "Grantor", acting hereunder through its duly authorized Mayor, David Smith,
for and in consideration of the sum of$10.00 cash and other good and valuable consideration to
Grantor in hand paid by HERITAGE ERECTORS DEVELOPMENT, INC., a Texas corporation,
herein called "Grantee, whose address is 1509 Glenwood Drive, Friendswood, Texas 77546, the
receipt of which is hereby acknowledged and confessed, and in further consideration of the
advances, loans, debts and agreements described in that certain Promissory Note dated of even
date herewith in favor of Moody National Bank in the originally stated principal sum of
$2,116,680.22 or so much thereof as may be advanced, the foregoing Promissory Note is herein
called "the Note", and Moody National Bank, hereinafter "Mortgagee", at the special instance
and request of Grantee, having advanced a portion of the sum of the Note as part purchase price
for the Land (as hereinafter defined) herein conveyed, Mortgagee is hereby subrogated to all of
the rights of Grantor herein; the Vendor's Lien and superior title is hereby expressly transferred
to and retained in favor of Mortgagee to secure payment of the Note, the same as if Mortgagee
was Grantor herein; the Note being further and additionally secured by, inter alia, Deed of Trust,
Security Agreement and Financing Statement of even date herewith from Grantee to T. Craig
Barker, Trustee, in favor of Mortgagee and containing provisions for foreclosure under power of
sale, hereinafter referred to as "Deed of Trust", to which reference is hereby made for all
purposes;
HAS GRANTED, SOLD AND CONVEYED, and by these presents does GRANT, SELL
AND CONVEY, unto Grantee all those certain tracts or parcels of land more particularly
described on Exhibit "A" attached hereto and made a part hereof(the "Land") together with: all
improvements located thereon; all oil, gas and other minerals lying thereunder and not otherwise
expressly reserved to another, and the royalties, bonuses, rentals and all other rights in
connection with same; all rights, privileges and appurtenances pertaining to all of the foregoing,
including Grantor's right, title and interest in any utilities and adjacent strips and gores and
Page 1 of 4
Grantor's interest in all leases, rents, and security deposits for all or part of the foregoing;
Grantor's interest in any claims heretofore arising for, upon or by reason of any damages to the
Land; and Grantor's interest in all licenses and permits related to all or any part of the foregoing;
(collectively herein called "The Land").
This conveyance is made and accepted subject to all of the following matters to the extent
they are in effect at this time and relate to the Land: the lien for current ad valorem taxes and
maintenance assessments (if any) not in default; any outstanding mineral reservations, rights and
royalties shown of record in the above mentioned county and state; and all zoning laws,
regulations and ordinances of municipal and/or other governmental authorities, if any, to which
the Land is subject.
Grantor has further granted, sold and conveyed, and does hereby further grant, sell and
convey, unto Grantee (1) surface water drainage capacity in and to the detention facility in
existence on Restricted Reserve "A", also known as Recreation/Detention Restricted Reserve
"A", and on Restricted Reserve `B", also known as Recreation/Detention Restricted Reserve
"B", both in Friendswood Lakes, Section 1, a subdivision in Galveston County, Texas according
to the map or plat thereof recorded at Vol. 11, Page 1176, Map Records of Galveston County,
Texas, said Restricted Reserve "A" being 11.47 acres and said Restricted Reserve `B" being
10.08 acres, said Restricted Reserve "A" and Restricted Reserve "B" being hereinafter referred
to collectively as the "Detention Property," (2) the right and license to use said detention facility
for the purpose of depositing, discharging and draining storm waters from the Land thereinto,
and (3) the right of access thereto said surface water drainage capacity, right of license and use,
and right of access being sufficient to provide all capacity required, under all regulatory
requirements in existence as of the date hereof and by all governmental entities having
jurisdiction, for all commercial development to be constructed by Grantee on the Land. Grantee
shall be, and is hereby, further authorized to erect, construct, reconstruct, maintain and repair
ditches, pipes, valves, and other facilities or appurtenances, whether above ground or under
ground, to connect into existing City-owned structures for conveyance into said Detention
Property.
The foregoing drainage capacity, rights and licenses shall run with the Land and, as such,
shall exist in perpetuity to the benefit of Grantee and its successors and assigns.
TO HAVE AND TO HOLD the Land and the foregoing drainage capacity, rights and
licenses, together with all rights and appurtenances thereto in anywise belonging, subject to the
foregoing terms, unto Grantee, its successors and assigns forever, and Grantor does hereby bind
itself and its successors and assigns to warrant and forever defend the Land and the foregoing
drainage capacity, rights and licenses, subject to the foregoing terms, unto Grantee, its successors
and assigns against every person and entity whomsoever lawfully claiming or to claim the same
or any part thereof.
BUT IT IS EXPRESSLY AGREED AND STIPULATED THAT THE Vendor's Lien,
including superior title, is retained against the Land in favor of Mortgagee, its successors and
Page 2 of 4
assigns until the Note and all accrued interest thereon, and all renewals and/or extensions thereof,
together with all interest thereon, are fully paid according to their face and tenor, effect and
reading, and together with all additional sums which may become due and payable by the terms
of the Note and/or by the terms of the aforesaid Deed of Trust, when this Deed shall become
absolute, and Grantor herein transfers unto Mortgagee, its successors and assigns the Vendor's
Lien and superior title to the Land, in the same manner and to the same extent as if the Note had
been payable to the order of Grantor and by said Grantor assigned to Mortgagee without
recourse.
Whenever used in this document, unless the context clearly indicates a contrary intent or
unless otherwise specifically provided herein, the pronouns of any gender shall include the other
genders, including the neuter, and either the singular or plural shall include the other.
All ad valorem taxes and assessments on The Land have been prorated between the
parties hereto as of the effective date of this Deed set forth below, and Grantee assumes liability
for the payment thereof and for all subsequent years.
EXECUTED THE DAY OF _____ ., 2007.
ATTEST:
Name: ------------Title: -------------
CITY OF FRIENDSWOOD By:@QlYb
Name: "DA\/ \D 5Wt:¼
Title: v'v\A10({.
Page 3 of 4
THE STATE OF TEXAS
HARRIS COUNTY OF GALVESTO �
This instrument was acknowledged before me on the / /-t!J day of JU,.n e. , 2007
by Da.-.,�d.. Sm\\-�, Mayor of and on behalf of City of Friendswood, a body
corporate and politic, to be effective on the date as set forth above.
•LINDA K. PARRISHNolaiy Public, State � Texast.ly Commissl0n Expves 03-19-200!
AFTER RECORDING RETURN TO:
�� 'x_. tfevwAt JNotafyublic in and for the State of Texas
Page 4 of 4
EXHIBIT 'A'
File No.: 994769-HO45 (LKP)
Property: . 1301 West Parkwood Avenue, Friendswood, TX
LOT ONE (1), BLOCK ONE (1), LAURENCE CUNE SUBDIVISION, A SUBSIVISION OF
GALVESTON COUNTY, TEXAS, ACCORDING TO THE PLAT THEREOF 2004A/ 174 OF THE
AS FILED IN OFFICIAL RECORDS OF REAL PROPERTY OF GALVESTON COUNTY, TEXAS
A.P.N. 0
994769-H045 1 of 1
AFFIDAVIT
Re: GF No. 994769
Seller: City of Friendswood
Buyer: Heritage Erectors Development, Inc.
There are currently no recorded or un-recorded leases on the following property:
LOT ONE (1), BLOCK ONE (1), LAURENCE CLINE SUBDIVISION, A SUBSIVISION
OF GALVESTON COUNTY, TEXAS, ACCORDING TO THE PLAT THEREOF 2004A/ 174
OF THE AS FILED IN OFFICIAL RECORDS OF REAL PROPERTY OF GALVESTON
COUNTY, TEXAS
STATE OF TEXAS
COUNTY OF HARRIS
CITY OF FRIENDSWOOD
BY� avid Smith, Mayor
SWORN TO AND SUBSCRIBED BEFORE ME on this 11th day ofJune, 2007, by DAVID SMITH, MAYOR of and on behalf of CITY OF FRIENDSWOOD, a body corporate and politic .
LINDA K. PARRISH Nola1y Publlc, Slate ol Texas
My Commission Expires 03-19-2008
1
. if� Not Public -State of Texas No[}'��r:tedkam�,,l� bMy Commission Expires: 03-11_-cJoot'
STATE OF TEXAS
COUNTY OF HARRIS
This instrument was acknowledged before me on the 11th day of June, 2007, by DAVID
SMITH, MAYOR of and on behalf of CITY OF FRIENDSWOOD, a body corporate and politic.
2
�:-�.� Notary Public -State of Texas
Notyi;y's Printed N� , (/..,,\nJ � -K. u..rns.
My Commission Expires: 63 �fc,-;){Jc)(
GF#: 994769-H045
AFFIDAVIT AS TO DEBTS AND UENS
AND PARTIES IN POSSESSION
SUBJECT PROPERTY: 1301 West Parkwood Avenue, Friendswood, TX
SALE/LEASE TO: Heritage Erectors Development, Inc.
STATE OF TEXAS
COUNTY OF HARRIS
)
) §
)
BEFORE ME, the undersigned authority, on this day personally appeared David Smith, Mayor of City of
Friendswood (SELLER/LESSOR/OWNER) personally known to me to be the person whose name is subscribed
hereto and upon oath deposes and says:
1.THAT, to the best knowledge and belief of Affiant:
a.The charges for all labor and materials that may have been furnished to the subject property or to the
improvements thereon have been fully paid;
b.All contracts for the furnishing of labor or materials to the subject property or improvements thereon
have been completed and fully paid;
c.There are no security agreements or leases affecting any goods or chattels that have become attached,
or that will at any later date become attached, to the subject land or improvements thereon as fixtures
that have not been fully performed and satisfied, except the following:
tECURED PARTY \Q/ I APPROXIMATE AMOUNT '
I \ \,� I
� \ '-' I I \""
d.There are no loans of any kind on the subject property, except the following:
tREDITOR I APPROXIMATE AMOUNT
'\ () / �\. I
'\\Y' �,
2.THAT there are no proceedings, or notices of any proceedings, by any agency or
authority, public or private, that levies taxes or assessments, which may result in taxes
or assessments affecting the subject property and which are not shown by the public
records.
3.·There are no Judgments, Federal Tax Liens, or State Tax Liens against Affiant and/or
subject property.
4.a. THAT all ad valorem and personal property taxes (if any), all "use" type business
taxes (if any), and association/maintenance type taxes or assessments (if any) that
are currently due and payable have been paid or will be paid at closing and are
shown on the settlement statements.
b.Any of the above referenced taxes which are the obligation of the Affiant but which
are not yet due and payable, have been prorated on the settlement statements
based on the best information available at this time. Affiant agrees, within 30 days
of receipt of tax/association/maintenance statements from the various
taxing/association/maintenance authorities, to adjust, in cash, with the purchaser,
any and actual tax/association/maintenance prorations to coincide with actual
taxes/assessments assessed against the subject property.
5.THAT the only occupants of the land are the undersigned Seller/Lessor/Owner. If other
than Seller/Lessor/Owner, explain interest held:
6.THAT there are no unrecorded contracts, deeds, mortgages, mechanic's liens, leases, or
options affecting the subject property or improvements thereon; except as follows:
7.Affiant is not a non-resident alien for purposes of United States Income Taxation and Affiant's United States
taxpayer identifying number if . Affiant understands that the Purchaser/Lessee of the above described
property intends to rely on the foregoing representations in connection with the United States foreign
Investment in Real Property Tax Act (94 Stat. 2682 as amended). Affiant understands this Certification may
be disclosed to the Internal Revenue Service by Purchaser/Lessee, Lender and/or First American Title
Insurance Company and that any false statements contained in this Certification may be punished by fine,
imprisionment or both.
THIS affidavit is made to the Purchaser/Lessee and/or Lender, and to First American Title Insurance
Company, as an inducement to them to complete the above referenced transaction, and Affiant realizes that said
Purchaser/Lessor and/or Lender and First American Title Insurance Company are relying upon the representations
contained herein; and Affiant does hereby swear under the penalties of perjury that the foregoing information is true
and correct in all respects, to the best knowledge and belief of Affiant.
Executed this 11th day of June, 2007.
City of Friendswood
QD/t6-----4c::,,L-' � By: David srnlth,Mayor'
STATE OF TEXAS
COUNTY OF HARRIS
)
) §
)
Sworn to and subscribed before me this 11th day of June, 2007, by David Smith, Mayor of and on behalf of City
ofFriendswoo� �
STATE OF TEXAS
COUNTY OF HARRIS
)
) §
)
Notary Public, State of Texas
Printed Name :
My Commission Expires:
This instrument was acknowledged before me this 11th day of June, 2007, by David Smith, Mayor of and on
behalf of City of Friendswood, a body corporate and pol™c.
� �
Notary Public, State of Texas
Printed Name :
STATE OF TEXAS
COUNTY OF HARRIS
)
) §
)
My Commission Expires:
SWORN TO AND SUB SCRIBED BEFORE ME on this day of , by of a corporation, on behalf of said corporation.
STATE OF TEXAS
COUNTY OF HARRIS
)
) §
)
Notary Public, State of Texas
Printed Name :
My Commission Expires:
This instrument was acknowledged before me on this day of, by , of, a Corporation, on behalf of said
corporation.
Notary Public, State of Texas
Printed Name :
My Commission Expires:
·
\.
File No. 994769-HO45 -LKP
SELLER'S AND/OR PURCHASER'S/BORROWER'S STATEMENT ''
I have ca ·refully reviewed the HUD-1/Settlement'Statement and to the best of my knowledge and belief, it is a
true and accurate statement of all receipts and disbursements made on my account or by me in this transaction.
I further certify that I have received a copy of.the _HUD-1/Settlement Statement.
The Seller's and Purchaser's/Borrower's signatures hereon acknowledge their approval and signify their
understanding that tax, and insurance prorations and reserves are based on figures· for the· preceding year or
supplied by others or estimated for the CI.Jrrent year, and in the event of any change for the current year, all
necessary adjustments will be made between Purchaser/Borrower and Seller directly. Any deficit in delinquent
tax�s or mortgage payoffs will be promptly reimbursed to the Settlement Agent by the Seller.
The following persons, firms or corporations have received a portion of the real estate commission amount shown
above (HUD Line(s) 701-704)°:
1.
2.
3.
4.
I hereby authorize the Settlement Agent to make expenditures and disbursements as shown above and approve
same for payment.
Purchaser(s)/Borrower(s)
Heritage Erectors Development, Inc., a Texas
Corporation
&a__
June 11, 2007
Date
Borrower(s) Forwarding Address:
. Settlement Agent: vwrc .()La ✓'--I � � ----· '-'
Seller(s)
·. City of Friendswood
�
By: David Smith, Mayor
June 11, 2007
Date
Seller(s) Forwarding Address:
Date: June 11 2007
'""S
WARNING: It is a crime to -knowingly make false statements to the United States on this or any other similar
form. Penalties upon conviction can include-a fine and imprisonment. For details, see: Title 18 U.S. Code
Sections 1001 and 1010. .· -·
\_
\<. :·1. 1\,.
I
AW ARD OF BID NO. 2007-06 FOR THE SALE OF 2.974 ACRES
AT 1300 BLOCK OF W. PARKWOOD
March 5, 2007
City Council originally authorized the bid for the sale of 2.974 acres out of a 10-acre tract on FM
528 in August 2004. The 10 acres was purchased with the intent to utilize approximately 4.5
acres for the Public Safety Building, 2.5 acres for a future fire station, and to sell the
approximately three acres fronting FM 528. The City prepared the property for sale by providing
water and sewer service to the property, and providing a storm water drainage and detention
infrastructure that will serve the entire 10-acre tract.
The first offer on the property was withdrawn in October 2004. Consequently, a re-bid of the
property was generated in February 2007 and Staff received one bid for the purchase of the
property. The bid was submitted by Heritage Erectors Development, Inc., in the amount of $6.50
per square foot. The City's broker believes it is a fair price, and the bid should be awarded.
Recommendation. Award Bid No. 2007-06 for the sale of 2.974 acres on FM 528 to Heritage
Erectors Development, Inc., for a price of $6.50 per square foot, and authorize the Mayor to sign
the contract and all closing documents necessary for the sale of the property.
Attachments
1.Bid Tabulation Sheet
2.Contract for the Purchase of City Property
Agenda2007 /03. 2/TSY02
BUDGET AMOUNT:$ ___ _ SCHEDULED TO BE AW ARD ED: 03/05/07
BID OPENING
DATE: 02/27/07 TIME: 2:00 PM
BID: SALE OF A 2.974 ACRE RESERVE OUT OF 14.241 ACRES OUT OF BID#: B2007-06
LOT 1, BURGESS SUBDMSION, 1300 BLOCK OF W. P ARKWOOD,
GALVESTON COUNTY, TX, ADJACENT TO NEW PUBLIC SAFETY
BUILDING SITE
COMPANY
1.Heritage Erectors Development, Inc.
2.
Departmental
Representative:
CSO: Sharon Parks
Deloris McKenzie
BID AMOUNT
$849,420.00
THIS BID, RFP OR RFQ TABULATION OF QUOTES RECEIVED BY THE CITY OF
FRIENDSWOOD IS FOR INFORMATIONAL PURPOSES ONLY. STAFF WILL REVIEW AND
ANALYZE THE BIDS FOR ACCURACY, CHECK REFERENCES AS APPROPRIATE, AND MAKE
A RECOMMENDATION FOR COUNCIL DECISION. ANY QUESTIONS REGARDING TIDS
INFORMATION, CONTACT THE CITY MANAGER. !:\Records Clerk Stuft\Agenda Packets\2007\cc070305 Regular\CSO 03-05-07\BID B2007-06 OPEN Sale of2.974 acres.doc
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COMMERCIAL CONTRACT - UNIMPROVED PROPERTY \{;� .. _ <1Gi:t '-'�•,::/·/;/
USE OF ;"HIS FORM B'f PERS(.;NS WHO ARE NOT MEMBERS OF THE TEXAS ASSOCIATION o.c REALTORS® IS NOT Aur,;oRJZED. "•:.;. / / ,�1 ,�- O ; ,;:'/ eiexas Assoct�ion of REAL TORS®, Inc. 2005 � �
1.PARTIES; Setler agrees to sell and convey to Buyer the Property described in Paragraph 2. Buyer agrees to buy the Property from Seller for the sales price stated in Paragraph 3. The parties to this contract are:
Seller: Ci tv of Friendswood Address: 910 s. Friendswood Drive, Friendswood, TX 77546Phone: (281) 996-9 2 9 2 Fax: _______________ _ E-mail: _______________________________ �--------
Bu yer: Heritage Erectors Development Inc., or -ts ass:iSfR:S <--11/ Address: 1509 Glenwood Dr., Friendswood, TX 77546 Phone: ( 2 8 1) 4 82-7 585 Fax: _,(--=2=8=1'"")-'4�8'--"2=---7�5=-8=-6=------------E-ma� ibarri s@hous ton. rr. com
2.PROPERTY:
A."Property" means that real property situated in Galveston County, Texas at
(address) and that is legally described on the attached Exhibit "A" "Al" or as folfows:
Lot 1 Block 1 of the Laurence Cline Subdivision
B.Se!ler will sell and convey the Property together with:(1)alt rights, privileges, and appurtenances pertaining to the Properr;, including Seller's right, title,and interest in any minerals, utilities, adjacent streets, alleys, strips, gores, and rights-of-way; (2) Seller's interest in all leases, rents, and secwity deposits for all or part of the Property; and (3) Seller's interest in all licenses and permits related to the Property.
(Describe any exceptions, reservations, or restrictions in Paragraph 12 or an addendum.}
3.SALES ?RICE;
A.At or before closing, Buyer will pay the following sales price for the Property:
(1)Casi, portion payable by Buyer at closing ......................... $ 169,884 . oo
(2)Sum of all financing described in Paragraph 4 ...................... $ 679,536 . oo
(3)Sales price (sum of 3A(1) and 3A(2)) ............................. $ 849,420. oo
(TAR-1802) 10-18-05 , .. \ (! / Initialed for Identification by Buyer___j_:J, __ and Se/fer ____ _\
Keller Williams Realty iOl 2 Applewcod Friendswood. 7X 77546
f'hone:(281) 648 -3492 Fax: James Gerland
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C::;rnn--:erc:a; Cci:ttact. - L1r?fi?"'!�rov.s-,1 Prop,si-:y S'::,"i:::eroh:;i ---------------------------------
8.Adiustment to Sales Price: (Checi< (1) or (2) only.)□(1) The sales price wi!i not be adjusted based on a survey.
ix! (2) The safes price will be adjusted based on the latest survey obtained under Paragraph 68.
(a)The sales price is calculated on the basis of$ 6. so per:
!xi (i) square foot of ixl total area O net area.□(ii) acre of □ total area □ net area.
(b)''Total area" means all land area within the perimeter boundaries of the Property. "Net area"
means totai area less any area of the Property within:□(i) public roadways;□(ii) rights-of-way and easements other than those that directly provide utility services to the
Property; and
D (iii) ______________________________ _
(c)ff the safes price is adjusted by more than 2. ooo % of the stated sales price, either party
may terminate this contract by providing written notice to the other party within 10 days
after the terminating party receives the survey. If neither party terminates this contract or ff the
variance is fess than the stated percentage, the adjustment to the sales price will be made to the
cash portion of the sales price payable by Buyer.
4.FINANCING: Buyer will finance the portion of the sales price under Paragraph 3A(2) as follows:
Ga A. Third Party Financing: One or more third party loans in the total amount of$ 679,536. oo
This contract: □(1) is not contingent upon Buyer obtaining third party financing.
fx.l (2) is contingent upon Buyer obtaining third party financing in accordance with the attached
Commercial Contract Financing Addendum.
0 B. Assumption: In accordance with the attached Commercial Contract Financing Addendum, Buyer will
assume the existing promissory note secured by the Property, which balance at closing will be
$ ________ _ □C. Seller Financina: The delivery of a promissory note and deed of trust from Buyer to Seller under the
terms of the attached Commercial Contract Financing Addendum in the amount of$ ______ _
5.EARNEST MONEY:
A.Not later than 3 days after the effective date, Buyer must deposit$ 20, coo. 00 as earnest money with Fi rst American Title Linda Parish (escrow agent) at 17225 El Camino Real Suite 100 77058
________________ (addressj. If Buyer fails to timely deposit the earnest money,
Seller may terminate this contract by providing written notice to Buyer before Buyer deposits the
earnest money and may exercise Seller's remedies under Paragraph 15.
B.Buyer will deposit an additional amount of$ _________ with the escrow agent to .be madepart of the earnest money on or before:□ (i) _____ days after Buyer's right to terminate under Paragraph 78 expires; or0 (ii)--::::-:---�-:--:�----------------------.Buyer will be in default if Buyer fails to deposit the additional amount required by this Paragraph 58within 3 days after Seller notifies Buyer that Buyer has not timely deposited the additional amount.
C.Buyer may instruct the escrow agent to deposit the earnest money in an interest-bearing account at a
federally insured financial institution and to credit any interest to Buyer.
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Cornrnercia1 Co;1tract -f.;'nimpro:red ;i;:}rcoerty Ccncsr.r,f��
S.1TifLE POUCY AND SURVEY:
A.Title Policy:
(1 j Seller, at Seller's expense, will furnish Buyer an Owner's Policy of Title Insurance (the title policy)· issued by First American Title (title company)
in the amount of the safes price , dated at or after ciosing, insuring Buyer against loss under the titlepolicy, subject only to:(a)those title exceptions permitted by this contract or as may be approved by Buyer in writing; and
{b) the standard printed exceptions contained in the promulgated form of title policy unless this
contract provides otherwise.
(2)The standard printed excephon as to discrepancies, conflicts, or shortages in area and bounda ry
lines, or any encroachments or protrusions , or any overlapping improvements:□(a) wilf not be amended or deleted from the titie polic y.□(b) will be amended to read "shorta ges in areas" at the expense of O Buyer □ Seifer.
(3)Buyer may object to any restrictive covenants on the Property within the time re quired under
Paragraph 6C.
(4)Within 10 days after the effective date, Se/fer wilf furnish Buyer a commitment for title insurance(the commitment) including legible copies of recorded documents evidencing title exceptions. Seiler
authorizes the title com pany to deliver the commitment and related documents to Buyer at Bu yer's
address.
8.Survey: Within 15 days after the effective date:
□(1) Buyer will obtain a survey of the Propert y at Bu yer's expense and deliver a copy of the sur✓ey to
Seifer. The survey must be made in accordance with the Texas Socie ty of Professional Surve yors'
standards for a Category 1 A surve y under the appropriate condition.
□(2) Seifer, at Seller's expense, will furnish Buyer a survey of the Property dated after the effective date.
The survey must be made in accordance with the Texas Society of Professional Surveyors'
standards for a Cate gory 1A survey under the appropriate condition.
lxl (3) Seifer will deliver to Buyer and the title company a true and correct copy of Seller's existing survey
of the Property dated _____________ along with an affidavit required by the title
company for approval of the survey. If the survey is not acceptable to the title company, Seller, at
Seller's expense, will obtain a survey acceptable to the -title company and deliver the acceptable
survey to the Buyer and the title company within 15 days after Seller receives notice that the
existing suNey is not acceptable to the title company. The closing date will be extended daily up to
15 days if necessary for Seller to deliver an acceptable survey within the time required.
C.Buyer's Obiections to the Commitment and Survey:
(1j Within 14 days after Buyer receives the commitment, copies of the documents evidencing the
title exceptions, and any required survey, Buyer may object in writing to matters disclosed in the
items if (a) the matters disclosed constitute a defect or encumbrance to tWe other than those
permitted by this contract or liens that Seller will satisfy at closing or Buyer will assume at closing; or
(b)the items show that any part of the Property lies in a special flood hazard area (an "A" or "V"
zone as defined by FEMA). If Paragraph 68(1) applies, Buyer is deemed to receive the survey on
the earlier of: (i) the date of Buyer's actual receipt of the survey; or (ii) of the deadline specified inParagraph 6B.
(TAR-1802) 10-18-05 Initialed for Identification by BuyerG.(:l __and Seller __ , __ Page 3of12
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Com_rnerciel Contract -t.inirnprc�red ,0rc,psrfy Concem!.-;� ____________________________ _
(2)Seifer may, but is not obligated to, cure Buyer's timely objections within 15 days after Seifer receives
the objections. The closing date will be extended as necessary to provjde such time to cure the
objections. If Selier fails to cure the objections by the time required, Buyer may terminate this
contract by providing written notice to Seller within 5 days after the time by w/-Jich Seller must cure
the objections. If Buyer terminates, the earnest money, iess any independent consideration under
Paragraph 78(1 ), wiff be refunded to Buyer.
(3)Buyer's failure to timely object or terminate under this Paragraph 6C is a waiver of Buyer's right to
object except that Buyer will not waive the requirements in Schedule C of the commitment.
7.PROPERTY CONDITION:
A.Present Condition: Buyer accepts the Property in its present condition except that Seifer, at Seller's
expense, will complete the following before closing: ___________________ _
B.Feasibility Period: Buyer may terminate this contract for any reason within 45 days after the
effective date (feasibility period) by providing Seller written notice of termination. (Check only one box.)
IXl (1) ff Buyer terminates under this Paragraph 78, the earnest money will be refunded to Buyer fess $ 100. oo that Seller will retain as independent consideration for Buyer's unrestricted
right to terminate. Buyer has tendered the independent consideration to Seifer upon payment of the
amount specified in Paragraph 5A to the escrow agent. The independent consideration is to be
credited to the sales price only upon closing of the sale. If no dollar amount is stated in this
Paragraph 78(1) or if Buyer fails to timelv deposit the earnest money. Buyer will not have the right to
terminate under this Paragraph 7B.
□(2) Not later than 3 days after the effective date, Buyer must pay Seller$__________ as
independent consideration for Buyer's right to terminate by tendering such amount to Seller or
Seller's agent. If Buyer terminates under this Paragraph 78, the earnest money wi!I be refunded to
Buyer and Seller will retain the independent consideration. The independent consideration will be
credited to the sales price only upon closing of the sale. If no dollar amount is stated in this
Paragraph 78(2) or if Buyer fails to timely pay the independent consideration. Buver wifl not have
the right to terminate under this Paragraph 78.
C.Inspections. Studies. or Assessments:
(1)During the feasibility period, Buyer, at Buyer's expense, may complete or cause to be completed
any and all inspections, studies, or assessments of the Property (including all improvements and
fixtures) desired by Buyer.
(2) Buyer must:
(a)employ only trained and qualified inspectors and assessors;
(b)notify Seller, in advance, of when the inspectors or assessors will be on the Property;
(c)abide by any reasonable entry rules or requirements of Seller;( d)not interfere with existing operations or occupants of the Property; and
(e)restore the Property to its original condition 1f altered due to inspections, studies, or
assessments that Buyer completes or causes to be completed.
(3)Except for those matters that arise from the negligence of Seller or Sefler's agents, Buyer is
responsible for any claim, liability, encumbrance, cause of action, and expense resulting from
(TAR-1802) 10-18-05 Initialed for Identification by Buyeo(V, ___ and Seifer ___ , __ _ ' Page 4 of 12
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-::;:;r;1n-·:-$."'=ia:' Cc,rit'raci -l.lnirnprove�.: ?roc--s�i .. l Concerr:ing
Buyer's inspections, studies, or assessments, including any property damage or personal injury
Buyer wiff indemnify, hold harmiess, and defend Sefier and Selier's agents against any cfaim involving a matter for which Buyer is responsibie under this paragraph. This paragraph survives
termination of this contract.
D.Property Information:
(1 j Delivery of Prope,ty Information: Within 15 days after the effective date, Sefler will deliver to
Buyer: !xi ( a) copies of all current !eases pertaining to the Property, including any modifications, supplements,
or amendments to the teases;
lxl (b) copies of all notes and deeds of trust against the Property that Buyer will assume or that Seller
will not pay in full on or before closing;
lxl (c) copies of all previous environmental assessments, geotechnical reports, studies, or analyses
made on or relating to the Property;
iXl (d) copies property tax statements for the Property for the previous 2 calendar years;
lxl (e) plats of the Property;
lxl (f) copies of current utility capacity letters from the Property's water and sewer seNice provider;
and !xi (g) letter from City of Friendswood stating detention has been accounted
for.
(2)Return of Property Information: ff this contract terminates for any reason, Buyer will, not later than
10 days after the termination date: (a) retum to Seller all those items described in Paragraph 70(1)
that Seller delivered to Buyer and all copies that Buyer made of those items; and (b) deHver copies
of all inspection and assessment reports related to the Property that Buyer completed or caused to
be completed. This Paragraph 70(2) survives termination of this contract.
E.Contracts Affecting Operations: Until closing, Seller: (1) wilf operate the Property in the same manner as
on the effective date under reasonably prudent business standards; and (2) will not transfer or dispose
of any part of the Property, any interest or right in the Property, or any of the personal property or other
items described in Paragraph 28 or sold under this contract. After the feasibility period ends, Seifer may
not enter into, amend, or terminate any other contract that affects the operations of the Property without
Buyer's written approval.
8.LEASES:
A.Each written lease Seifer is to assign to Buyer under this contract must be in full force and effect
according to its terms. Seiler may not enter into any new lease, fail to comply with any existing iease, or
make any amendment or modification to any existing lease without Buyer's written consent. Seller must
disclose, in writing, if any of the following exist at the time Se!ler provides the leases to the Buyer or
subsequently occur before closing:(1)any failure by Seller to comply with Seller's obligations under the leases;
(2)any circumstances under any lease that entitle the tenant to terminate the lease or seek any offsets
or damages;(3)any advance sums paid by a tenant under any iease;(4)any concessions, bonuses, free rents, rebates, brokerage commissions, or other matters that affect
any lease; and(5)any amounts payable under the leases that have been assigned or encumbered, except as security
for loan(s) assumed or taken subject to under this contract.
8.Estoppel Certificates: Within n/a days after the effective date, Seller will deliver to Buyer estoppel
certificates signed not earlier than _____________ by each tenant that teases spacein the Property. The estoppel certificates must state:
(TAR-1802) 10-18-05 (l ;' Initialed for Identification by Buyer�'b--and Seifer __ , __Page 5 of 12
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Cornrr,ercial Contrecf -.i)rr?�:!ptoved t�r0psrt.y Conceming -------------------------·----------
(1)i'haf· no default exists under the lease by the landlord e>r tenant as of the date the estoppe! certificateis signed;
(2)the amount of the scheduled rents to be paid through the end of the lease and any rental payments
that have been paid in advance;
(3)the amount of any security deposit;
(4) the amount of any offsets tenant is entitled against rent;(5)the expiration date of the lease;
(6)a description of any renewal options; and<�--------------------------------
9.BROKERS:
A.The brokers to this sale are:
Donald R. Barras S_r. Cooperating Broker
1509 Glenwood Dr.Address Friendswood ,_ TX 77546
Keller Willip.l'O.s_Eealty0206233 License No. Principal Broker
1850 Nasa Parkway Suite 100Address HoustonL TX 77058
License No.
(281)482-7585 (281)482-7586 (281)335-0335 (281)482-9062Phone Fax Phone Fax
E-m ail: jbarras@houston. rr. com
Cooperating Broker represents buyer.
E-maii: jge rlandreal tor@aol.com
Principal Broker: (Check only one box.)
IXl represents Seller only. □represents Buyer only.D is an intermediary between Seller and Buyer.
B.Fees. (Check only one box.)□(1) Seller will pay Principal Broker the fee specified by separate written comm1ss1on agreement
between Principal Broker and Seifer. Principal Broker will pay Cooperating Broker the fee specified
in the Agreement Between Brokers found below the parties' signatures to this contract.
lxl (2) At the closing of this sale, Se!ler wi!I pay:
Cooperating Broker a total cash fee of: □ 3. ooo % of the sales price.
Principal Broker a total cash fee of:
!XI 3. ooo % of the sales price. □-----------�-'--'----□---------------
The cash fees will be paid in ______________ County, Texas. Seller authorizes
escrow agent to pay the brokers from the Seller's proceeds at closing.
NOTICE: Chapter 62, Texas Property Code, authorizes a broker to secure an eamed commission
with a lien against the Property.
C.The parties may not amend this Paragraph 9 without the written consent of the brokers affected by the
amendment.
10.CLOSING:
A.The closing of the sale will be on or before closing 30 days after feasibility period
------------------------------or within 7 days afterobjections made under Paragraph 6C have been cured or waived, whichever date is later (the closingdate).
B.If either party fails to close by the closing date, the non-defaulting party may exercise the remedies inParagraph 15.\'. (TAR-1802) 10-18-05 Initialed for Identification by BuyeOO. __ and Seller __ , __ ,.
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Commercief Cvr'ltract •· Unirnpro�1se,: Ptops·r{y C-:::n�sl:ting -------------------------------------
C.At closing, Se!ier wi!i execute and deliver, at .Seiters expense, a [XQ general □ special warranty
deed. The deed must inciude a vendor's lien if any part of the saies price is ffnanced. Tbe deed must
convey good and indefeasible title to the Property and show no exceptions other than those permitted
under Paragraph 6 or other provisions of this contract. Seifer must convey the Property:(1)with no liens, assessments, or other security interests against th.e Property which will not be
satisfied out of the sales price, unless securing loans Buyer assumes;
(2) without any assumed loans in default; and
(3) with no persons in possession of any part of the Property as lessees, tenants at sufferance, or
trespassers except tenants under the written teases assigned to Buyer under this contract.
D.At closing, Seifer, at Seller's expense, will also deliver to Buyer:(1)tax statements showing no delinquent taxes on the Property;
(2)an assignment of all /eases to or on the Property;
(3) to the extent assignable, an assignment to Buyer of any Ucenses and permits related to the
Property;
(4)evidence that the person executing this contract is legally capable and authorized to bind Seller;
(5) an affidavit acceptable to the escrow agent stating that Seiter is not a foreign person or, ff Seller is a
foreign person, a written authorization for the escrow agent to: (i) withhold from Seller's proceeds an
amount sufficient to comply applicable tax law; and (H) deliver the amount to the Internal Revenue
Service (IRS) together with appropriate tax forms; and
(6)any notices, statements, certificates, affidavits, releases, and other documents required by this
contract, the commitment, or law necessary for the closing of the sale and issuance of the title
policy, all of which must be completed by Seller as necessary
E.At closing, Buyer will:
(1)pay the sales price in good funds acceptable to the escrow agent;(2)deliver evidence that the person executing this contract is legally capable and authorized to bind
Buyer;(3)sign and send to each tenant in a lease for any part of the Property a written statement that:
(a)acknowledges Buyer has received and is responsible for the tenant's security deposit; and(b) specifies the exact dollar amount of the security deposit;
(4)sign an assumption of a/I leases then in effect; and
(5)execute and deliver any notices, statements, certificates, or other documents required by this
contract or law necessary to close the sale.
F.Unless the parties agree otherwise, the closing documents will be as found in the basic forms in the
current edition of the State Bar of Texas Real Estate Forms Manuai without any additional clauses.
11.POSSESSION: Seller will deliver possession of the Property to Buyer upon closing and funding of this sale
in its present condition with any repairs Seller is obligated to complete, ordinary wear and tear excepted.
Any possession by Buyer before closing or by Seller after closing that is not authorized by a separate
written lease agreement is a landlord-tenant at sufferance relationship between the parties.
12.SPECIAL PROVISIONS: (Identify exhibit if special provisions are contained in an attachment.)
(TAR-1802) 10-18-05 Initialed for Identification by Buyer;::{'/. __ and Seller __ , __
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Barr,:,
Comi·nercf.at Contract - f_infii':t:;r<Y1:g-d Pro
per:.y Conce::-;ft:g -------------------------------------
"i3. SAJ ... ES EXPENSES:
A.Seller's Expenses: Seller will pay for the fo!lowing at or before closing:(1)releases of existing liens, other than those liens assumed by Buyer, inciuding prepayment penalties
and recording fees;
(2)release of Seller's loan liability, if applicable;
(3)tax statements or certmcates;
(4)preparation of the deed;
(5) one-half of any escrow fee;
(6) costs to record any documents to cure title objections that Seifer must cure; and
(7)other expenses that Seifer will pay under other provisions of this contract.
B.Buyer's Expenses: Buyer wH/ pay for the following at or before closing: (1)all loan expenses and fees;
(2)preparation of any deed of trust;
(3)recording fees for.the deed and any deed of trust;
(4)premiums for flood insurance as may be required by Buyer's lender;
(5)one-half of any escrow fee;
(6) other expenses that Buyer will pay under other provisions of this contract.
14.PRORATIONS:
A.Prorations:
(1)Interest on any assumed loan, taxes, rents, and any expense reimbursements from tenants will be
prorated through the ciosing date.
(2)If the amount of ad valorem taxes for the year in which the sale closes is not available on the closing
date, taxes will be prorated on the basis of taxes assessed in the previous year. If the taxes for the
year in which the sale closes vary from the amount prorated at closing, t,'Je parties will adjust the
prorations when the tax statements for the year in which the sale closes become available. This
Paragraph 14A(2) survives closing.
(3)If Buyer assumes a loan or is taking the Property subject to an existing lien, Seller will transfer allreserve deposits held by the fender for the payment of taxes, insurance premiums, and other
charges to Buyer at closing and Buyer will reimburse such amounts to Seller by an appropriate
adjustment at closing.
B.Rollback Taxes: If Seller changes the use of the Property before closing or if a denial of a special
valuation on the Property claimed by Seller results in the assessment of additional taxes, penalties, or
interest (assessments) for periods before closing, the assessments will be the obligat;on ofthe Seller. If
this sale or Buyer's use of the Property after closing results in additional assessments for periods before
closing, the assessments will be the obligation of Buyer. This Paragraph 148 survives closing.
C.Rent and Security Deposits: At closing, Seller will tender to Buyer all security deposits and the following
advance payments received by Seller for periods after closing: prepaid expenses, advance rental
payments, and other advance payments paid by tenants. Rents prorated to one party but received by
the other party will be remitted by the recipient to the party to whom it was prorated within 5 days after
the rent is received. This Paragraph 14C survives closing.
15.DEFAULT:
A.If Buyer fails to comply with this contract, Buyer is in defauit and Seller may:
(1)terminate this contract and receive the earnest money as liquidated damages, thereby releasing the
parties from this contract; or(2)enforce specific performance, or seek other relief as may be provided by law, or both.
(TAR-1802) 10-18-05 Initialed for Identification by Buye�, __ and Seller __ • __ Page 8of 12
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1::;�:irnrner,;ia! C0ntrac�· ... 'J.�i.�pro11ed F'rc_c,e;1:_, C0."?cer;;fng
B.l� without fauit, Seller is unable within the time allowed to deliver the estoppe! certificates, survey, or
commitment, Buyer may:(1)terminate this contract and receive the earnest money, /ess any independent consideration under
Paragraph 78(1}, as the sole remedy; or
(2)extend the time for performance up to 15 days and the closing will be extended as necessary.
C.Except as provided in Paragraph 158, if Seifer fails to comply with this contract, Sef!er is in default andBuyer may:
(1)terminate this contract and receive the earnest money, less any independent consideration under
Paragraph 78(1), as liquidated damages, thereby releasing the parties from this contract; or
(2)enforce specific performance, or seek such other relief as may be provided by law, or both.
16.CONDEMNATION: ff before closing, condemnation proceedings are commenced against any part of theProperty, Buyer may:
A.terminate this contract by providing written notice to Seller within 15 days after Buyer is advised of the
condemnation proceedings and the earnest money, less any independent consideration paid under
Paragraph 78(1 ), will be refunded to Buyer; or
B.appear and defend in the condemnation proceedings and any award will, at Buyer's election, belong to:
(1)Seller and the sales price will be reduced by the same amount; or
(2) Buyer and the sales price will not be reduced.
17.ATTORNEY'S FEES: If Buyer, Seller, any broker, or any escrow agent is a prevailing party in any legal
proceeding brought under or with relation to this contract or this transaction, such party is entitled to recover
from the non-prevailing parties all costs of such proceeding and reasonable attorney's fees. This Paragraph
17 survives termination of this contract.
18.ESCROW:
A.At closing, the earnest money wilf be applied first to any cash down payment, then to Buyer's closing
costs, and any excess will be refunded to Buyer.
8.if both parties make written demand for the earnest money, escrow agent may require payment of
unpaid expenses incurred on behalf of the parties and a written release of liability of escrow agent from
all parties.
C.If one party makes written demand for the earnest money, escrow agent will give notice of the demand
by providing to the other party a copy of the demand. ff escrow agent does not receive written objection
to the demand from the other party within 15 days after the date escrow agent sent the demand to the
other party, escrow agent may disburse the earnest money to the party making demand, reduced by the
amount of unpaid expenses incurred on behalf of the party receiving the earnest money and escrow
agent may pay the same to the creditors.
D.Escrow agent will deduct any independent consideration under Paragraph 78(1) before disbursing any
earnest money to Buyer and will pay the independent consideration to Seller.
E.If escrow agent complies with this Paragraph 18, each party hereby releases escrow agent from all
claims related to the disbursal of the earnest money.
F.Notices under this Paragraph 18 must be sent by certified mail, return receipt requested. Notices to
escrow agent are effective upon receipt by escrow agent.
19.MATERIAL FACTS: To the best of Seller's knowledge and belief: (Check only one box.)
□A. Seller is not aware of any material defects to the Property excep t as stated in the attached Properly
Condition Statement.
(TAR-1802) 10-18-05 Initialed for Identification by Buyer CJ..�/ __ and Seller__ , __ Page 9 of12
Produced with ZipForm ™ by RE FormsNet, LLC 18025 Fifteen Mile Road, Clinton Township, Michigan 48035 www.zipform com Barris
-Sc,m1ner;;/a.f Cor.traci:-Unh?'?prc·le,;· P· ..... cpsrty Conceming --------------------------------------
iXl B. Except as oUwrntise provided in this contract, Sef/er is not aware of:
(1)any subsurface: structures, pits, waste, springs, or improvements;
(2)any pending or threatened litigation, condemnation, or assessment affecting the Property;
(3) any environmental hazards or conditions that materially affect the Property;
(4)whether the Property is or has been used for the storage or disposal of hazardous materials or toxic
waste, a dump site or landfill, or any underground tanks or containers;
(5) whether radon, asbestos .containing materials, urea-formaldehyde foam insulation, lead-based
paint, toxic mold (to the extent that it adversely affects the health of ordinary occupants), or other
pollutants or contaminants of any nature now exist or ever existed on the Property;
(6)any wetlands, as defined by federal or state law or regulation, on the Property;
(7)any threatened or endangered species or their habitat on the Property;
(8)any present or past infestation of wood-destroying insects in the Property's improvements;
(9)any contemplated material changes to the Property or surrounding area that would materially and
detrimentally affect the ordinary use of the Property;(10)any condition on the Property that violates any law or ordinance.
(Describe any exceptions to (1)-(10) in Paragraph 12 or an addendum.)
20.NOTICES: All notices between the parties under this contract must be in writing and are effective when
hand-delivered, mailed by certffied mail retum receipt requested, or sent by facsimile transmission to the
parties addresses or facsimile numbers stated in Paragraph 1. The parties will send copies of any notices
to the broker representing the party to whom the notices are sent.□A. Seller also consents to receive any notices by e-mail at Seller's e-mail address stated in Paragraph 1.IX! 8. Buyer also consents to receive any notices by e-mail at Buyer's e-mail address stated in Paragraph 1.
21.DISPUTE RESOLUTION: The parties agree to negotiate in good faith in an effort to resolve any dispute
related to this contract that may arise. ff the dispute cannot be resolved by negotiation, the parties will
submit the dispute to mediation before resorting to arbitration or litigation and will equally share the costs of
a mutually acceptable mediator. This paragraph survives termination of this contract. This paragraph does
not preclude a party from seeking equitable relief from a court of competent jurisdiction.
22.AGREEMENT OF THE PARTIES:
A.This contract is binding on the parties, their heirs, executors, representatives, successors, andpermitted assigns.
8.This contract is to be construed in accordance with the laws of the State of Texas.
C.This contract contains the entire agreement of the parties and may not be changed except in writing.
D.If this contract is executed in a number of identical counterparts, each counterpart is an original and all
counterparts, co!lectively, constitute one agreement.
E.Addenda which are part of this contract are: (Check all that apply.)□(1) Property Description Exhibit identified in Paragraph 2;
lxJ (2) Commercial Contract Financing Addendum;□(3) Commercial Property Condition Statement;□ (4)Notice to Purchaser of Real Property in a Water District (MUD);□(5) Addendum for Coastal Area Property;□(6) Addendum for Property Located Seaward of the Gulf lntracoastal Waterway; andIx) (� Environmental Assessment, Species, and Wetlands Addenda
(Note: Counsel for the Texas Association of REALTORS® (TAR) has determined that any of the foregoing addenda which are promulgated by
the Texas Real Estate Commission (TREC) or published by TAR are appropriate for use with this form.) I
(TAR-1802) 10-18-05 Initialed for Identification by BuyerC:::f 1/, __ and Seller __ , __ Page 10 of 12
Produced with ZipForm ""' by RE FormsNet, LLC 18025 Fifteen Mile Road. Clinton Township, Michigan 48035 www zioform com Rorris
C.>:.:-th:�'S·r�fe: C(:rtfreci" -i..inim prove.-:: .::::r�p3;��j .. C:or�c-9_,;;fng ------------------------------------
F.Buyer □ may !xl may not assign this contract. If Buyer assigns this contract, Buyer wit! be ret;eved
of any future liability under this contract only if the assignee assumes, in writing, all obligations and
liability of Buyer under this contract.
23.TIME: Time is of the essence in this contract. The parties require strict compNance with the times for
performance. If the last day to perform under a provision of this contract falls on a Saturday, Sunday, or
legal holiday, the time for performance is extended until the end of the next day which is not a. Saturday,
Sunday, or legal holiday.
24.EFFECTIVE DATE: The effective date of this contract for the purpose of performance of all obligations is
the date the escrow agent receipts this contract after all parties execute this contract.
25.ADDITIONAL NOTICES:
A.Buyer should have an abstract covering the Property examined by an attorney of Buyer's selection, or
Buyer should be furnished with or obtain a title policy.
B.If the Property is situated in a utility or other statutorily created district providing water, sewer, drainage,
or flood control facilities and services, Chapter 49, Texas Water Code, requires Seller to deliver and
Buyer to sign the statutory notice relating to the tax rate, bonded indebtedness, or standby fees of the
district before final execution of this contract.
C.Notice Required by §13.257, Water Code: uThe real property described below, that you are about to
purchase may be located in a certificated water or sewer service area, which is authorized by law toprovide water or sewer service to the properties in the certificated area. If your propert'y is located in acertificated area there may be special costs or charges that you will be required to pay before you can
receive water or sewer service. There may be a period required to construct lines or other facilities
necessary to provide water or sewer service to your property. You are advised to determine if the
property is in a certificated area and contact the utility service provider to determine the cost that you
will be required to pay and the period, if any, that is required to provide water or sewer service to your
property. The undersigned purchaser hereby acknowledges receipt of the foregoing notice at or before
the execution of a binding contract for the purchase of the real property described in the notice or at
closing of purchase of the real property." The real property is described in Paragraph 2 of this contract.
D.If the Property adjoins or shares a common boundary with the tidally influenced submerged lands of the
state, §33. 135 of the Texas Natural Resources Code requires a notice regarding coastal area property
to be included as part of this contract.
E.If the Property is located seaward of the Gulf fntracoastal Waterway, §61.025, Texas Natural Resources
Code, requires a notice regarding the seaward location of the Property to be included as part of this
contract.
F.If the Property is located outside the limits of a municipality, the Property may now or later be included
in the extra-territorial jurisdiction (ET J) of a municipality and may now or later be subject to annexation
by the municipality. Each municipality maintains a map that depicts its boundaries and ET J. Todetermine if the Property is located within a municipality's ET J, Buyer should contact all municipalities
located in the general proximity of the Property for further information.
G.Brokers are not qualified to perform property inspections, surveys, engineering studies, environmental
assessments, or inspections to determine compli ance with zoning, governmental regulations, or laws.
Buyer should seek experts to perform such services. Selection of inspectors and repairmen is the
responsibility of Buyer and not the brokers.
26.CONTRACT AS OFFER: The execution of this contract by the first party constitutes an offer to buy or sell
the Property. Unless the other party accepts the offer by 5:00 p.m., in the time zone in which the Property is
located, on ___________ , the offer will lapse and become null and void.
(TAR-1802) 10-18-05 r----{'; ,-' Initialed for Identification by Buyer�-- and Seller __ , __,. Page 11 of 12
Produced with ZipForm'" by RI:. FormsNet, LLC 18025 Fifteen Mile Road. Clinton Township, Michigan 48035 www zipform.com Barri.,:;
Com.-,;0rci�/ s�r:trc-c-f •· Uryfmprf:>ved Pro,i:.!;rty Concernf::g -------------------------------------
READ THBS CONTRJ..CT GAREFUU .. Y. The brokers anti agents make no represer.fation or recommendation as to the legal sufficiency, iegai effect, or tax consequences of this document or
transaction. CONSULT your attorney BEFORE signing.
Buyer: H\� ta�e �tors Development
By: \ l ,, \ ,AA , r ')
f I Printed Name: Jerry B. Barras
Title: President
Buye�-----------------
By: _______________ _
Printed Name: _____________ _
Title: ________________ _
Se ll er: City of Friendswood
By: _______________ _
Printed Name:David Smith
Title: Mayor
Seller: ________________ _
By: _______________ _
Printed Name: _____________ _
Title: ________________ _
AGREEMENT BETWEEN BROKERS
Principal Broker agrees to pay
fee of$ or
Donald R. Barras Sr. (Cooperating Broker) a
3.000 % of the sales price when the Principal Broker's fee is
received. Escrow agent is authorized and directed to pay Cooperating Broker from Principal Broker's fee at
closing. This Agreement Between Brokers supersedes any prior offers and agreements for compensation
between brokers.
Donald R. Barras Sr. Cooperating Broker
By: Donald R. Barras Sr.
Buyer's attorney is:
Name:
Address:
Phone & Fax:
E-mail:
Kelle� Williams Realtv Prin,91p�/�er f )Ot✓a �✓ BY,Y� , ?1t,; ,.. . 0--//'
/"J,:�esE. Gerland :' /
ATTORNEYS
Seller's attorney is:
Name:
Address:
Phone & Fax:
E-mail:
Buyer's attorney requests copies of documents, Se/ier's attorney requests copies of documents, notices, and other information: notices, and other information: □the title company sends to Buyer.□the title company sends to Seifer.□Seller sends to Buyer.□Buyer sends to Seifer.
ESCROW RECEIPT
Escrow agent acknowledges receipt of: □A. the contract on this day (effective date); □B. earnest money in the amount of $20, ooo. oo in the form of on
Escrow Agent: First American T< tle Address:
Phone & Fax: (281) so4-1900
By: Linda Parish E-mail:
(TAR-1802) 10-18-05
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{281)280-9785
Page 12 of 12
Borris
"
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TEXAS ASSOCIATION OF REALTORS®
COMMERCIAL CONTRACT FINANCING ADDENDUM
USE OF 'ml$ FORM BY PERSONS WHO ARE NOT MEMBERS OF THE TEXAS ASSOCIATION OF REALTORS® IS NOT AUTHORIZED.
@Texas Association of REALTORS®, Inc 2005
ADDENDUM TO COMMERCIAL CONTRACT BETWEEN THE UNDERSIGNED PARTiES CONCERNING
THE PROPERTY AT
Lot 1 b1ock_l of the Lawrence Cline Subdivision
The portion of the Sales Price not payable in cash will be paid as follows: (Check all that apply.)
� A. THIRD PARTY FINANCING:
(1)The contract is contingent upon Buyer obtaining a third party loan(s) secured by the Property in the
·amount of$ 679,536. oo for not fess than 1.5 years with the initial interest rate
not to exceed 8. 250 % per annum.
(2)Buyer will apply for the third party loan(s) described in Paragraph A(1) promptly after the effective
date. If Buyer cannot obtain the loan(s), Buyer may give Seller written notice within 7 5 days
after the effective date and the contract will terminate and the earnest money, less any independent
consideration under Paragraph 78(1) of the contract, wilt be refunded to Buyer. !f Buyer does not
give such notice within the time required, this contract will no longer be subject to the
contingency described in this Paragraph A.
(3)Each note to be executed under this addendum is to be secured by vendor's and deed of trust liens.
0 B. AS SUMPTION:
(1)Buyer will assume the unpaid principal balance of the existing promissory note secured by the
Property payable to __________________________ _dated ___________ which balance at closing will be$ _________ _
(2)Buyer's initial payment will be the first payment due after closing. Buyer's assumption of the existing
note includes all obligations imposed by the deed of trust securing the note, recorded in
______________________________ (recording reference)in the reai property records of the county where the Property is located.
(3) If the unpaid principal balance of the assumed loan as of the date of closing varies from the loan balance stated in Paragraph 8(1 ), the cash payable at closing will be adjusted by the net amount of
any variance; provided, if the total principal balance of the assumed loan varies in an amount
greater than $ _______ at closing, either party may terminate this contract and the earnest
money will be refunded to Buyer unless either party elects to eliminate the excess in the variance by
an appropriate adjustment at closing.
(4)Buyer may terminate the contract and the earnest money, less any independent consideration underParagraph 78(1) of the contract, will be refunded to Buyer if the note holder on assumption requires:
(a)Buyer to pay an assumption fee in excess of$ _________ and Seller declines to paysuch excess;
(b)an increase in the interest rate to more than ____ %; or
(c)any other modification of the loan documents.
(5)Unless Seller is released of liability on any assumed note, Seller requires a vendor's lien and deed oftrust to secure assumption, which will be automatically released on execution and delivery of arelease by the note holder.
(TAR-1931) 10-18-05
Keller W@ams Realry !012 Applewood Friendswood. TX 77546 Phone:(281) 648 · 3492 Fax: James Gerland
Produced V✓ffh ZipForm ™ by RE FormsNet, LLC 18025 Fifteen Mlle Road, Clinton Township, Michigan 48035 www.zipform com
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Borr·is
Corr;rne:ci.�J �(')nf.:re.,�· F.ir:an::..:/1g 1�rJd.9;y:}u:r: CO!Y;en;ing i:c:·� 1 ::::-1.::ick ... ::��f ·the :.'..:at�-�'":::\'.!."lce C' .:.ne Sv.bd:� ;;·i .. Bi .. o;r,
(8)if assumptfon approval is required by the note holder, Buyer will apply for assumption approval
within ____ days after the effective date of the contract and will make ever; reasonable effort toobtain assumption approval. If Buyer cannot obtain assumption approval, Buyer may give Seller
written notice within _____ days after the effective date and the contract will terminate and theearnest money, less any independent consideration under Paragraph 78(1) of the contract, will be
refunded to Buyer. If Buyer does not give such notice within the time required and Buyer does
not close because Buyer is not able to assume the.existing note, Buyer will be in default.
0 C. SELLER FINANCING:
(1)At closing, Buyer will execute and deliver a promissory note (the note) from Buyer to Seller in theamount of$ ____________ , bearing _____ % interest per annum. Matured,
unpaid amounts wilf bear interest at the maximum rate of interest allowed by law.
(2)The note will be payable as follows:□(a) In one payment, due _____________________ after the date
of the note, with interest payable: D (i) monthly □ (ii) _____________ _□(b) in installments of$ ______________ □ including interest □ pius interest
beginning _______________________ after the date of the note
and continuing at □ monthly □ _______________ intervals thereafter for
_____________ when the entire balance of the note will be due and payable. □(c) Interest only in □ monthly □ ____________ installments for the first __ _
years and thereafter in installments of$ _______ □ including interest □ plus interest
beginning ________________ after the date of the note and continuing at 0 monthly □ __________ intervals thereafter for _________ _when the entire balance of the note will be due and payabie.
(3)The note will be secured by vendor's and deed of trust liens and an assignment of ieases payable at
the placed designated by Seller.
(4)The note will provide that if Buyer fails to timely pay an installment within 10 days after the
installment is due, Buyer will pay a fate fee equal to 5% of the installment not paid.
(5)The note O will □ will not provide for liability (personal or corporate) against the maker in the
event of default.
(6)The note may be prepaid in whole or in part at any time without penalty. Any prepayments are to be
applied to the payment of the installments of principal fast maturing and interest will immediately
cease on the prepaid principal.
(7)The lien securing payment of the note will be inferior to any lien securing any superior note described
in this addendum. If an owner's policy of title insurance is furnished, Buyer, at Buyer's expense, will
furnish Seller with a mortgagee title policy in the amount of the note at closing.
(8)If all or any part of the Property is sold or conveyed without Seller's prior written consent, Seller, at
Seller's option, may declare the outstanding principal balance of the note, plus accrued interest,
immediately due and payable. Any of the following is not a sale or conveyance of the Property:(a)the creation of a subordinate lien;
(b)a sale under a subordinate lien;
(c)a deed under threat or order of condemnation;
(d) a conveyance solely between the parties; or
( e)the passage of title by reason of death of a maker or operation of law.
(TAR-1931) 10-18-05
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Barris
Comr;;ercfal c;cni-ract Ffr:snt:ing Ac}?enr-Jur,: •X•ncernfr1g LGvi:: 1 1)1c·ci: c,:f ·t:.-?.<='� ::s .. *·re1�.1.ce Cli:ne SiiliC..:� visir.:�l1
(9)Deposits for Taxes and Insurance: Together with the principai and interest installments, Buyer□will □ will not deposit with Seifer a pro rata part of the estimated annual ad valorem taxes
on the Property and a pro rata part of the estimated annual insurance premiums for the
improvements on the Property.
(a)ff Buyer deposits taxes and insurance deposits with Seller, Buyer agrees that the taxes and
insurance deposits are only estimates and may be insufficient to pay total taxes and insurance
premiums. Buyer agrees ·to pay any deficiency within 30 days after Seller notifies Buyer of any
deficiency. Buyer's failure to pay the deficiency is a default under the deed of trust.
(b) If any superior lien holder on the Property collects payments for taxes and insurance, any
requirement to deposit taxes and insurance deposits with Seller under this addendum is inoperative so long as payments are being made to the superior lien holder.
(10)Any event that constitutes a default under any superior lien constitutes a default under the deed of
trust securing the note.
(11)The note will include a provision for reasonable attorney's fees for any collection action.
(12)Unless the parties agree otherwise, the form of the note and loan documents will be found in the
current edition of the State Bar of Texas Real Estate Forms Manual without any additional clauses.
0 0. CREDIT APPROVAL ON ASSUMPTION OR SELLER FINANCING:
(1)To establish Buyer's creditworthiness for assumption approval or seller financing, Buyer will deliver
to Seller the following informaUon (Buyer's documentation) within ____days after the effective
date of the contract:□(a) verification of employment, including salary;□(b) verification of funds on deposit in financial institutions;□(c) current financial statement;□(d) credit report;□(e) tax returns for the following years ______________________ _□(f)
(2)If Buyer does not timely deliver Buyer's documentation or Seller determines, in Seller's sole
discretion, that Buyer's creditworthiness is not acceptable, Seller may terminate the contract by
giving written notice to Buyer not later than ____days after the date Buyer must deliver Buyer's
documentation under Paragraph 0(1) and the earnest money, less any independent considerationunder Paragraph 78(1) of the contract, will be refunded to Buyer. If Seller does not timely terminate
the contract under this paragraph, Seller will be deemed to have accepted Buyer's credit.□E. SPECIAL PROVISIONS:
Z.-( o ·07
evelopment -Date
Buyer Date
(TAR-1931) 10-18-05
Seller City of Friendswood
Seller
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Date
Date
Page 3of3
Ban·is
EXHIBIT "A"
Being a 10.000 acre (435,588 square foot) tract of land situated in the George W. Patterson Survey, Abstract No.
645, Galveston County, Texas, and being all of that certain called 10.00 acre tract conveyed to Middle East
Equipment Company, Inc., described in Warranty Deed with Vendor's Lien filed under County Cierk's File No.
9637849, Film Code No. 011-53-2478 of the Official Pubfic Records of Rea! Property of Galveston County, Texas,
and being more particularly described by metes and bounds as follows, with the basis of bearings being the deed
calls of said 10.00 acre tract:
BEGIN NING at a 1-1/2-inch iron pipe found marking the northernmost corner of said 10-00 acre tract, the
westernmost corner of that certain cailed 1.212 acre tract conveyed to the Ga!veston County Consolidated
Drainage District, described in Special Warranty Deed filed under County Clerk's File No. 2005018923, Film Code
No. 018-24-1714 of said Official Public Records, and being on the southeast right-of-way line of South Parkwood
Avenue (F.M. 528), a 180 foot wide right-of-way;
THENCE South 44 deg. 48 min. 00 sec. East, with the northeast line of said 10.00 acre tract, same being the
southwest line cf said 1.212 acre tract, at a distance of 660.06 feet, pass a 5/8-inch iron rod with cop (stamped
"C.L. Davis") marking the southernmost corner of said 1.212 acre tract, and a west corner of the residue of that
certain called 115.586 acre tract conveyed to George A. Bofysil, Jr., described in Quitclaim Deed filed under
County Clerk's File No. 8537569, Film Code No. 004-10-2007 of said Official Pubfic Records, continuing with the
said northeast line of the 10.00 acre tract, some being a southwest interior line of said Bofysil residue tract, for a
total distance of 1000.00 feet to a 1-inch iron pipe found marking the easternmost corner of said 10.00 acre tract
and a west interior corner of said Bofysil residue tract;
THENCE South 44 deg. 46 min. 15 sec. West, with the southeast line of said 10.00 acre tract, same being a
northwest line of said Bofysil residue tract, a distance of 435.60 feet to the southernmost comer of said 10.00
acre tract, the easternmost corner of the residue of that certain called 21.8110 acre tract conveyed to
Friendswood Lakes, Inc., described in Special Warranty Deed with Vendor's Lien filed under County Clerk's File
No. 2000031706, Film Code No. 0,14-67-1552 of said Official Public Records, and from which a 1/2-inch iron rod
found bears South 20 deg. 37 min. East, 0.36 feet;
THENCE North 44 deg. 48 min, 00 sec. West, with the southwest line of said 10.00 acre tract, same being the
northeast line of said residue of the 21.8110 acre tract, at a distance of 332.24 feet, pass the northernmost
corner of said residue of the 21.8110 acre tract, same being the easternmost corner of that certain collective
called 6.6778 acre tract conveyed to Eagle Creek Investments, Ltd., described in General Warranty Deeds filed
under County Clerk's File Nos. 2001042793 and 2002025802, Film Code Nos. 015-94-1379 and 016-89-0053 of
said Official Public Records, and from which a 5/8-inch iron rod with cap found bears South 27 deg. 23 min. East,
0.36 feet, continuing with the said southwest line of the 10.00 acre tract, same being the northeast line of said
6.6778 acre tract, at a distance of 671.86 feet, pass a 5/8-inch ircin rod with cop (stamped "Tritech") found which
bears South 45 deg. 12 min. West, 0.10 feet, continuing at 691.56 feet, pass a 5/8-inch iron rod with cap
(stamped ''Tritech") found which bears North 45 deg. 12 min. East, 0.31 feet, continuing for a total distance of
1000.00 feet to the westernmost corner of said 10.00 acre tract, the northernmost corner of said 6.6778 acre
tract, being on the said southeast right-of-way line of South Parkwood Avenue (F.M. 528), and from which a 1-
inch iron pipe found bears South 22 deg. 21 min. East. 0.31 feet, and aiso from which a 5/8-inch iron rod with
cap (stamped "Tritech") found bears South 70 deg. 01 min. East, 0.82 feet;
THENCE North 44 deg. 46 min. 15 sec. East, with the northwest line of said 10.00 acre tract, same being the said
southeast right-of-way line of South Parkwood Avenue (F.M. 528), at a distance of 402.48 feet, pass a Texas
Department of Transportation (TxDOT) brass disk in concrete, continuing at 408.13 feet, pass a 1 1/2-inch iron
pipe, continuing for a total distance of 435.60 feet to the POINT OF BEGINNING and containing 10.000 acres
(435,588 square feet) of land.
First American Title Insurance Company First .&.merican Title Insurance Company
Texas CommitmentT-7 (Rev. 6-27-02) Valid Only if Schedule A, B, C, D and Cover are attached