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Ordinance No. 15,948
ORDINANCE NO. 15,948 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE A PURCHASE AGREEMENT WITH CENTRAL CHURCH OF CHRIST AT BAYTOWN FOR THE PURCHASE OF PROPERTY DESCRIBED AS 0.270 ACRE (11,761 SQUARE FEET) BEING TRACT 48, SITUATED IN THE HARVEY WHITING SURVEY, ABSTRACT 840, HARRIS COUNTY, TEXAS AND 0.940 ACRE (40,946 SQUARE FEET) BEING TRACT IOZ AND TRACT 53, SITUATED IN THE HARVEY WHITING SURVEY, ABSTRACT 840, HARRIS COUNTY, TEXAS FOR A PUBLIC PURPOSE; AUTHORIZING PAYMENT OF A PURCHASE PRICE FOR SUCH PROPERTY IN THE TOTAL AMOUNT OF ONE MILLION THREE HUNDRED THOUSAND AND NOI100 DOLLARS ($1,300,000.00); MAKING OTHER PROVISIONS RELATED THERETO; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN, TEXAS: Section 1: That the City Council of the City of Baytown, Texas, hereby authorizes the City Manager to execute a Purchase Agreement with Central the purchase of property described as 0.270 acre (11,761 square feet)being tract 48, situated in the Harvey Whiting Survey, Abstract 840, Harris County, Texas and 0.940 acre (40,946 square feet) being Tract IOZ and Tract 53, situated in the Harvey Whiting Survey, Abstract 840, Harris County, Texas, for a public project. A copy of the agreement is attached hereto as Exhibit "A" and is incorporated herein for all intents and purposes. Section 2: That the City Council of the City of Baytown authorizes payment of a purchase price subject to the Purchase Agreement authorized in Section 1 hereof in the amount of ONE MILLION THREE HUNDRED THOUSAND AND NO.'100 ($1,300,000.00). Section 3: That the City Manager is hereby granted general authority to approve any change order involving a decrease or an increase in costs of FIFTY THOUSAND AND NO 100 DOLLARS ($50,000.00) or less, provided that the total amount may not be increased by more than twenty-five percent (25%) or decreased by more than twenty-five percent(251 o) without the consent of the owners to such decrease unless otherwise provided for in the contract authorized in Section 1 hereinabove. Section 4: This ordinance shall take effect immediately from and after its passage by the City Council of the City of Baytown. INTRODUCED, READ and PASSED by the affirmative vote of the City Council of the City of Baytown this the 24th day of October, 2024. BRANDON CAPETILLO,Mayor ��p;fTt}ri•,,, O opVU::rp �✓'� TEST: 4 ANGELA JAC S Iti?�614,4 Jerk�` co \,~ poawi (Z-APP OVED A. TO F RM: 1 - SCOT T LEMON'D,City Attorney EXHIBIT "A" 4) TEXAF orA I TORS COMMERCIAL CONTRACT - IMPROVED PROPERTY U8E OF TNIS FORK 6Y PERSONS WHO ARE NOT hUME 8 OF THE TEXAS ASSOCIATION OF FWAITUM W.18 NOT AU7NOR M. Oiae An=iN6M a7 REA "M%bm am 1. PARTIES: Seller 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: Central Church of Christ at Baytown Address: 1004 Market St, Baytown,TX 77520„ TM Phone: E-mail:steveplW07ohahoo.com Mobile: 281 O.1856 Fax or Other. Buyer. The Cit y of Ba wn Address:2401 Market St Ba wn TX 77520 Phone: 261 04530 E-mail:brIqn.moran@kj&wn.org Mobile:(032)784.2721 Fax or Other 2. PROPERTY: A. 'Property" means that real property situated in Harris County, Texas at 1004&1006 Market St.Baytown_:TX 77520 . (address) and that is legally described on the attached Exhibit A or as follows: B. Seller will sell and convey the Property together with: (1) all buildings,Improvements,and fixtures; (2) all rights, privileges, and appurtenances pertaining to the Property, including Seller's right,title, and interest in any minerals,utilities,adjacent streets,alleys,strips,gores,and rights-of-way; (3) Seller's interest in all leases,rents,and security deposits for all or part of the Property; (4) Seller's interest In all licenses and permits related to the Property; (5) Seller's Interest in all third party warranties or guaranties, If transferable, relating to the Property or any fixtures: (6) Seller's interest in any trade names, if transferable,used in connection with the Property;and (7) all Seller's tangible personal property located on the Property that is used in connection with the Property's operations except: Any personal property not included in the sale must be removed by Seller prior to dosing. (Describe any exceptions, reservations, or restrictions in Paragraph 12 or an addendum.) (lf mineral rights are to be reserved an appmpdate addendum should be attached.) (lf the Properly is a condominium, attach Commercial Contract Condominium Addendum (7XR-1930) or (TXR 1946).) 3. SALES PRICE:At or before dosing.Buyer will pay the following sales price for the Property: A. Cash portion payable by Buyer at dosing . . . . . . . . .. . . . .. . . . . . . . . . . $ 1,300,000.00 B. Sum of all financing described in Paragraph 4. . . . . . . . . . . . . . . . . . . . . $ C. Sales price(sum of 3A and 3B) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 1,300,000.00 (1XR-1801)07-08-22 Initialed for Ider0ftedon by Selle(�, end Buyer Page 1 of 15 CoMm T._Y 1 W49L W S*Uftjn M aNrft2TX 7 77 P1bne:mMusam Fox mn umn I.AO-COS morbM KM F ftmd weal Lam Wdt T manW m OFa,n&ftn)717 N Norwood K SLft Z=DaWs,TX 7=1 WOMIAM Commerdel Contract-Improved P*p xty conceming 1094.if 102 i St.�atrtrovn. 4. FINANCING:Buyer will finance the portion of the sales price under Paragraph 3B as follows: ❑ A. Third Party Fin, ancing:One or more third party loans in the total amount of$ . This contract: ❑ (1)is ft4S contingent upon Buyer obtaining third party financing. (2) is contingent upon Buyer obtaining third party financing in accordance with the attached Commercial Contract Financing Addendum(TXR-1931). ❑ B. Assumoon In accordance with the attached Commercial Contract Financing Addendum (TXR-1931), Buyer will assume the existing promissory note secured by the Property, which balance at dosing will ❑ C. Seller Financing: Buyer will deliver a promissory note and deed of trust to Seller under the terms of the attached Commercial Contract Financing Addendum(TXR-1931)In the amount of$ 5. EARNEST MONEY: A. Not later than 3 days after the effective date, Buyer must deposit$ $25,000.00 as eamest money with Charter Title (title company) at 1717 West Loop South 12th floor,Houston,TX T7027 (address) Wells Brown (closer). If Buyer fails to timely deposit the earnest money, Seller may terminate this contract or exercise any of Seller's other remedies under Paragraph 15 by providing written notice to Buyer before Buyer deposits the earnest money. B. Buyer will deposit an additional amount of$ with the title company to be made art of the earnest money on or before: (I) days after Buyer's right to terminate under Paragraph 713 expires;or Buyer will be in default if Buyer fails to deposit the additional amount required by this Paragraph 5B within 3 days after Seller notifies Buyer that Buyer has not timely deposited the additional amount. C. Buyer may instruct the title company to deposit the earnest money in an interest-bearing account at a federally insured financial institution and to credit any interest to Buyer. 6. TITLE POLICY,SURVEY,AND UCC SEARCH: A. Titre Policy: (1) Seller, at Seller's expense, will furnish Buyer an Owner's Policy of Title Insurance (the title policy) Issued by any underwriter of the title company in the amount of the sales price, dated at or after dosing, insuring Buyer against loss under the title policy,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 exception as to discrepancies, conflicts, or shortages in area and boundary lines,or any encroachments or protrusions,or any overlapping improvements: (a)will not be amended or deleted from the title policy. X (b)will be amended to read"shortages in areas'at the expense of ®Buyer ❑Seller. (3) Within 15 days after the effective date, Seller will furnish Buyer a commitment for title insurance (the commitment)including legible copies of recorded documents evidencing title exceptions. Seller authorizes the title company to deliver the commitment and related documents to Buyer at Buyer's address. (TXR 1801)07-W22 InkWed for Identification by Selier_�a,AYA.and Buyer Page 2 of 15 Comm nnwddLmw Smtk WASMReaften7w PtvmwM US-O N F6cMJ►="1W LAG-COS a Z� Pmduosd WO Lam Wdf TMUNW *Wrr mm EMm)717 N ifswood Sk sVd Z!QO.Oa2151 TX 7=1 va"r*AWAM Commerdal Contract-Improved Property oonceming ION A Ion MarkatRL JMAa=..TX 77520 _---- B. Within 5 days after the effective date: ❑ (1)Buyer will obtain a survey of the Property at Buyers expense and deliver a copy of the survey to Seller. The survey must be made in accordance with the: (1) ALTAMSPS Land Title Survey standards, or(!I)Texas Society of Professional Surveyors'standards for a Category 1A survey under the appropriate condition. Seller will reimburse Buyer (insert amount)of the cost of the survey at dosing, If dosing occurs. ❑ (2)Seller, 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: (1)ALTAMSPS Land Title Survey standards,or(11) Texas Society of Professional Surveyors'standards for a Category 1 A survey under the appropriate condition. ;] (3)Seller will deliver to Buyer and the title company a true and corned copy of Seller's most recent survey of the Property along with an affidavit required by the title company for approval of the existing survey. If the existing survey Is not acceptable to the title company, ❑ Seller [X_J Buyer (updating party), will, at the updating party's expense, obtain a new or updated survey acceptable to the titre company and deliver the acceptable survey to the other party and the We company within 30 days after the title company notifies the parties that the existing survey is not acceptable to the title company. The closing date will be extended daily up to 30 days if necessary for the updating party to deliver an acceptable survey within the time required. The other party will reimburse the updating party 0.00 (insert amount or percentage) of the cost of the new or updated survey at dosing, if dosing occurs. C. UCC Search: ❑ (1)Within days after the effective date, Seller,at Sellers expense,will furnish Buyer a Uniform Commercial Code(UCC)search prepared by a reporting service and dated after the effective date. The search must identify documents that are on file with the Texas Secretary of State and the county where the Property is located that relate to all personal property on the Property and show, as debtor,Seller and all other owners of the personal property in the last 5 years. ® (2)Buyer does not require Seller to furnish a UCC search. D. (1) Within 5 days after Buyer receives the last of the commitment, copies of the documents evidencing the title exceptions, any required survey, and any required UCC search, Buyer may object to matters disclosed in the items if. (a) the matters disclosed are a restriction upon the Property or constitute a defect or encumbrance to titre to the real or personal property described in Paragraph 2 other than those permitted by this contract or liens that Seller will satisfy at dosing 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 the commitment or survey is revised or any new document evidencing a title exception Is delivered, Buyer may object to any new matter revealed in such revision or new document. Buyers objection must be made within the same number of days stated in this paragraph,beginning when the revision or new document Is delivered to Buyer. If Paragraph 66(1)applies, Buyer is deemed to receive the survey on the earlier of. (i)the date Buyer actually receives the survey;or(11)the deadline specified in Paragraph 6B. (2) Seller may, but is not obligated to, cure Buyers timely objections within 15 days after Seller receives the objections. The dosing date will be extended as necessary to provide such time to cure the objections. If Seller fails to cure the objections by the time required, Buyer may terminate (TXR-1801)07-W22 Initialed for Identiflcedon by Seller,6.2wd Buyer Page 3 of 15 QMashAIM Wed LaW Book ftBafBdOmWmTX7W MOW C11At5=4 FMM3)M2118 LAC-COD Bfaed.�LN ft&Md WO Lana Waff TiBPMMM MFam 60 0)717 N 1 INWa008C&ft 7100.Gslsa.TX 7W WELWA m Commerdel Contract-Improved Property conoeming inaa A 1006 Market st ftk�,7X rrnn . this contract by providing written notice to Seller within 5 days after the time by which Seiler must cure the objections. If Buyer terminates, the eamest money, less any independent consideration under Paragraph 713(1),will be refunded to Buyer. (3) Buyer's failure to timely object or terminate under this Paragraph 6D 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 Seller, at Seller's expense, will complete the following before dosing: B. Feasibil Period: Buyer may terminate this contract for any reason within 120 days after the effective date(feasibility period)by providing Seller written notice of termination. (1)Indepandent Consideration. (Check only one box and Insert amounts.) © (a) If Buyer terminates under this Paragraph 7B, the eamest money will be refunded to Buyer less $ 100.00 that Seller will retain as Independent consideration for Buyer's unrestricted right to terminate. Buyer has tendered the Independent consideration to Seller upon payment of the amount specified in Paragraph 5A to the title company. The Independent consideration is to be credited to the sales price only upon dosing of the sale. If no dollar will not have the right to terminate under this PArAgEoRh 76, ❑ (b) Not later than 3 days after the effective date, Buyer must pay $ as independent consideration for Buyer's right to terminate by tendering such amount to the title company. Buyer authorizes escrow agent to release and deliver the independent consideration to Seller at any time upon Sellers request without further notice to or consent from Buyer. If Buyer terminates under this Paragraph 7B, the earnest money will be refunded to Buyer and Seller will retain the independent consideration. The independent consideration will be credited to the sales price only upon dosing of the sale. If ng dollar amount Is stated In this Paragmph terminate linder this aMMUb ❑ (2) Fa is bligy Period Extension: Prior to the expiration of the initial feasibility period, Buyer may extend the feasibility period for a single additional period of days by delivering $ to the title company as additional earnest money. (a) $ of the additional earnest money will be retained by Seller as additional Independent consideration for Buyer's unrestricted right to terminate, but will be credited to the sales price only upon dosing of the sale. If Buyer terminates under this Paragraph 7B, the additional eamest money will be refunded to Buyer and Seller will retain the additional independent consideration. (b) Buyer authorizes escrow agent to release and deliver to Seller the following at any time upon Seller's request without further notice to or consent from Buyer. (i) The additional Independent consideration. (Ii) Check no boxes or only one box.) all or ❑$ of the remaining portion of the additional earnest money, which will be refunded to Buyer if Buyer terminates under this Paragraph 7B or if Seller defaults under this contract. (TXR-1801)07-06-22 Initiated for Identification by Seller , and Buyer Page 4 of 15 47— hWMd bW4 U9 Wed le"ie¢d<Soft M Hmsmo TX 7M Phone:pll US.W74 Fa=(711J61W118 ur,-ppy Borhee Lee ftduoed eM lone WON TftmhM"OWWM Editn)7n M m MI 8L 8idt2200,00%W TX 75MI 111MLkVWL0QID Commercial Contract-Improved Property oonceming C. Insoections.Studies.or Assessments: (1) During the feasibility period, Buyer, at Buyers 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) Seller, at Sellers expense, will turn on all utilities necessary for Buyer to make inspections, studies, or assessments. (3) 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 if altered due to inspections, studies, or assessments that Buyer completes or causes to be completed. (4) Except for time matters that arise from the negligence of Seller or Sellers agents, Buyer is responsible for any claim, liability, encumbrance, cause of action, and expense resulting from Buyers inspections, studies, or assessments, including any property damage or personal Injury. Buyer will indemnify, hold harmless, and defend Seller and Sellers agents against any claim involving a matter for which Buyer is responsible under this paragraph. This paragraph survives termination of this contract. D. Propfy Information: (1) Del very of Proms Information:Within days after the effective date, Seller will deliver to Buyer the fallowing to the extent in Sellers possession:(Check all that apply.) B (a) a current rent roll of all leases affecting the Property oertified by Seller as true and correct; (b) copies of all current leases, including any mineral leases, pertaining to the Property, including any modifications,supplements,or amendments to the leases; ❑X (c) a current inventory of all personal property to be conveyed under this contract and copies of any leases for such personal property; ® (d) 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 dosing; (e) copies of all current service, utility, maintenance, and management agreements relating to the ownership and operation of the Property; X (f) copies of current utility capacity letters from the Property's water and sewer service provider, X (g) copies of all current warranties and guaranties relating to all or part of the Property; (h) copies of fire, hazard, liability,and other insurance policies that currently relate to the Property; X (i) copies of all leasing or commission agreements that currently relate to the tenants of all or part of the Property; X (j) a copy of the'as-built"plans and specifications and plat of the Property; X (k) copies of all invoices for utilities and repairs incurred by Seller for the Property in the 24 months Immediately preceding the effective date; ❑ (1) a copy of Sellers income and expense statement for the Property from to ; ( a (m)copies of all previous environmental assessments, geotechnical reports, studies, or analyses made on or relating to the Property; M R-1801)07-08-22 initialed for IdentlficaWn by Seller,A&and Buyer Page 5 of 15 Comm b"Madmok=Wed Law Waft Xd0.MUsufteTZTW RWW.(7U)a1M% FmcpU)awlu uc-OW eo,.M ra P=kWW 1f1 Lmr NkM Tmywa r-era C*Fam E DR 1717 N Hrrood 8C&M nW,Ddlw,TX MW Commercial Contract-Improved Property concerning (n) real and personal property tax statements for the Property for the previous 2 calendar years; ❑X (o) Tenant reconciliation statements including, operating expenses, insurance and taxes for the Property from to ;and (2) Return gi ftpft lohmnaton: if this contract terminates for any reason, Buyer will, not later than 10 days after the termination date: (Check all that apply.) ❑Q (a) return to Seller all those items described in Paragraph 7D(1) that Seller delivered to Buyer in other than an electronic format and all copies that Buyer made of those items; ❑ (b) delete or destroy all electronic versions of those items described in Paragraph 7D(1)that Seller delivered to Buyer or Buyer copied in any format;and ❑ (c) deliver to Seller copies of all Inspection and assessment reports related to the Property that Buyer completed or caused to be completed. This Paragraph 7D(2)survives termination of this contract. E. Ggntracts Aftong OpROMMs: Until dosing, Seller. (1)will 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 2B or sold under this contract. After the feasibility period ends, Seller 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 Seiler Is to assign to Buyer under this contract must be In full force and effect according to its terms. Seller may not enter into any new lease, fail to comply with any existing lease, or make any amendment or modification to any existing lease without Buyers written consent. Seller must disclose, in writing, if any of the following exist at the time Seller provides the leases to the Buyer or subsequently occur before closing: (1) any failure by Seller to comply with Sellers 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 non-occupancy of the leased premises by a tenant; (4) any advance sums paid by a tenant under any lease; (5) any concessions, bonuses,free rents, rebates, brokerage commissions, or other matters that affect any lease;and (6) 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. B. Eakg=l Gertiflaft:Within days after the effective date, Seller will deliver to Buyer estoppel certificates signed not earlier than by each tenant that leases space In the Property. The estoppel certificates must include the certifications contained in the current version of TXR Forn 1938-Commercial Tenant Estoppel Certificate and any additional information requested by a third party lender providing financing under Paragraph 4 If the third party lender requests such additional information at least 10 days prior to the earliest date that Seller may deliver the signed estoppel certificates. (TXR-1801)07-M22 Inrdaled for Identification by Seller and Buyer Page a of 15 CMUM Iftwaft"k M3 W4d KAW Soo*&db900Bsm"TX7 7 Ffgne:VM835-M4 FCC M2118 LAG-CM MMM KM ftO=d wM tar YYbM Tft=c w(sV-=m r JM )717 N Mawwd St Bulb ZM.Ds1Y.TX J=J Commerdal Contract-Improved Property concerning 1004 A 10116 Madfilt.SL Boytri1s116 TX ZZs2Q 9. BROKERS: A. The brokers to this sale are: Principal Broker.Colllem Intamational Houston Inc. Cooperating Broker. Agent:aeorge K400jollKane __ Agent: Address:1233 W.MMg South 81h Floor Address: f Houston.TX 77027 Phone&Fax(713)838.0074 _ _ Phone&Fax: E-mail: harrkon.kan@@Mlllers.cvm _._ _ E-mail: . License No.:844073 License No.: Principal Broker. (Check only one box) Cooperating Broker represents Buyer. represents Seller only. represents Buyer only. Is an inlemtediary between Seller and Buyer. B. EmyA: (Check only(1)or(2)below.) (Complete the Agreement Between Brokers on page 15 only if(1)is selected.) ❑ (1) Seller will pay Principal Broker the fee specified by separate written commission agreement between Principal Broker and Seller. Principal Broker will pay Cooperating Broker the fee specified In the Agreement Between Brokers found below the parties'signatures to this contract. ❑ (2) At the closing of this sale,Seller will pay: Principal Broker a total cash fee of. Cooperating Broker a total cash fee of: H %of the sales price. H %of the sales price. The cash fees will be paid in mama County, Texas. Seller authorizes the title company to pay the brokers from the sellers proceeds at dosing. 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 date of the dosing of the sale(closing date)will be on or before the later of: (1) I days after the expiration of the feasibility perm. (specUlc date). (2) 7 days after objections made under Paragraph 6D have been cured or waived. B. If either party fails to dose by the dosing date, the non-defaulting party may exercise the remedies in Paragraph 15. (MR-1801)07-W22 Initialed for Identification by Seller U and Buyer Page 7 of 15 Coma LWWadLwp5M1kHda too Hwy2II"M PhMW.MMO W4 LAG-COB F®t B�d.r Fir PioQuoad WO Low WW DUUWSUM WFam EMM)TIT N Hen�ood HL Hft ZM.oo ft T%MM 211t Commercial Contract-Improved Property concerning 10MA1006 Market St,Heylajm Tx L= C. At dosing,Seller will execute and deliver to Buyer,at Seller's expense,a ©general❑special warranty deed. The deed must Include a vendors lien If any part of the sales price is financed. The 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.Seller must convey the Property: (1) with no liens, assessments, or Uniform Commercial Code or other security Interests against the 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 leases assigned to Buyer under this contract. D. At dosing, Seller,at Seller's expense,will also deliver to Buyer. (1) tax statements showing no delinquent taxes on the Property; (2) a bill of sale with warranties to title conveying title, free and dear of all liens, to any personal property defined as part of the Property in Paragraph 2 or sold under this contract; (3) an assignment of all leases to or on the Property; (4) to the extent that the following items are assignable, an assignment to Buyer of the following items as they relate to the Property or its operations: (a) licenses and permits; (b) service, utility,maintenance, management,and other contracts;and (c) warranties and guaranties: (5) a rent roll current on the day of the dosing certified by Seller as true and correct (6) evidence that the person executing this contract is legally capable and authorized to bind Seller, (7) an affidavit acceptable to the title company stating that Seller is not a foreign person or, if Seller is a foreign person, a written authorization for the title company to: (i)withhold from Sellers proceeds an amount sufficient to comply with applicable tax law; and (il) deliver the amount to the Internal Revenue Service together with appropriate tax forms;and (8) 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 the issuance of the title policy,all of which must be completed and executed by Seller as necessary. E. At dosing, Buyer will: (1) pay the sales price In good funds acceptable to the title company; (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 the Property a written statement that: (a) acknowledges Buyer has received and is responsible for the tenants security deposit;and (b) specifies the exact dollar amount of the security deposit; (4) sign an assumption of all leases then in effect;and (5) execute and deliver any notices, statements, certificates, or other documents required by this contract or law necessary to dose 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 Manual without any additional clauses. 11.POSSESSION: Seller will deliver possession of the Property to Buyer upon dosing and funding of this sale In its present condition with any repairs Seller is obligated to complete under this contract, ordinary wear and tear excepted. Any possession by Buyer before dosing or by Seller after dosing that Is not authorized by a separate written lease agreement is a landlord-tenant at sufferance relationship between the parties. (TXR-1801)07-W22 Initialed for Identification by Seller,W and Buyer Page 8 of 15 C13mlftasft*IM Wee L pSmtkSoft M Fk_,P3vaTX7W Flwrc(71i1ISM4 Fmc(fL' 9"10 wo-cos uEntm Yoe ft&=d wM taro W4N TW=0U rr rs 0 EMM)M N llmwaid st suft"M o.w,U MI M,homppm Commercial ConbW-Improved Property ommming 12.SPECIAL PROVISIONS: The following special provisions apply and will control in the event of a conflict with other provisions of this contract. (If special provisions are contained In an Addendum, identify the Addendum here and reference the Addendum in Paragraph 22D.) 13.SALES EXPENSES: A. :Seller will pay for the following at or before dosing: (1) releases of existing liens, other than those liens assumed by Buyer, including prepayment penalties and recording fees; (2) release of Seller's loan liability,if applicable; (3) tax statements or certificates; (4) preparation of the deed and any bill of sale; (5) one-half of any escrow fee; (6) costs to record any documents to cure title objections that Seiler must cure; and (7) other expenses that Seller will pay under other provisions of this contract. B. Buyers Expenses:Buyer will pay for the following at or before dosing: (1) all loan expenses and fees; (2) preparation fees of any deed of trust; (3) recording fees for the deed and any deed of trust; (4) premiums for flood and hazard Insurance as may be required by Buyer's lender, (5) one-half of any escrow fee;and (6) other expenses that Buyer will pay under other provisions of this contract. 14.PRORATIONS: A. Pons (1) Interest on any assumed loan, taxes, rents, and any expense reimbursements from tenants will be prorated through the dosing date. (2) If the amount of ad valorem taxes for the year in which the sale doses is not available on the dosing 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 doses vary from the amount prorated at dosing,the parties will adjust the proration when the tax statements for the year in which the sale doses become available. This Paragraph 14A(2)survives dosing. (3) If Buyer assumes a loan or Is taking the Property subject to an existing lien, Seiler will transfer all reserve deposits held by the lender for the payment of taxes, insurance premiums, and other charges to Buyer at dosing and Buyer will reimburse such amounts to Seiler by an appropriate adjustment at dosing. B. Rollback Taxes: If Seller's use or change in use of the Property before dosing results in the assessment of additional taxes, penalties, or interest (assessments) for periods before dosing, the assessments will be the obligation of Seller. If this sale or Buyer's use of the Property after dosing results in additional assessments for periods before closing, the assessments will be the obligation of Buyer. This Paragraph 14B survives dosing. (TXR-1801)07.08-22 Inrdaled for Identlflc adw by Seller,5,0 and Buyer Page 9 of 15 COMM hftfflM10Wk I=Wat Lp 8011N Sdb"O Henan W MW PhM*:MM U&W4 Famc M M4112 LAG-CM Badno low Auk=d with La WhS Twa"m W wm 64dlon)717 N 1lawood St 8kft 22M.Dalsk TX 75201 10071VLbmAcm Commercial Contract-Improved Property concerning C. Bent and Sawdty Degolts:At dosing, Seller will tender to Buyer all security deposits and the following advance payments received by Seller for periods after dosing: 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 dosing. 15.DEFAULT: A. If Buyer fails to comply with this contract, Buyer is in default and Seller, as Seller's sole remedy(iss), may terminate this contract and receive the earnest money, as liquidated damages for Buyer's failure except for any damages resulting from Buyer's inspections, studies or assessments in accordance with Paragraph 7C(4)which Seller may pursue,or (Check if applicable) B. If,without fault, Seller is unable within the time allowed to deliver the estoppel certificates,survey or the commitment, Buyer may: (1) terminate this contract and receive the earnest money, less any independent consideration under Paragraph 7B(1),as liquidated damages and as Buyer's sole remedy;or (2) extend the time for performance up to 15 days and the dosing will be extended as necessary. C. Except as provided in Paragraph 15B, if Seller fails to comply with this contract, Seller is in default and Buyer may: (1) terminate this contract and receive the earnest money, less any independent consideration under Paragraph 7B(1),as liquidated damages and as Buyer's sole remedy;or (2) enforce specific performance, or seek such other relief as may be provided by law,or both. 16.CASUALTY LOSS AND CONDEMNATION: A. If any part of the Property is damaged or destroyed by fire or other casualty after the effective date, Seller must restore the Property to its previous condition as soon as reasonably possible and not later than the dosing date. If,without fault, Seller Is unable to do so,Buyer may: (1) terminate this contract and the earnest money, less any independent consideration under Paragraph 7B(1),will be refunded to Buyer; (2) extend the time for performance up to 15 days and dosing will be extended as necessary;or (3) accept at closing: (1) the Property In Its damaged condition; (11) an assignment of any insurance proceeds Seller is entitled to receive along with the insurer's consent to the assignment; and (111)a credit to the sales price in the amount of any unpaid deductible under the policy for the loss. B. If before dosing, condemnation proceedings are commenced against any part of the Property, Buyer may: (1) terminate this contract by providing written notice to Seller within 15 days after Buyer Is advised of the condemnation proceedings and the eamest money, less any Independent consideration under Paragraph 7B(1),will be refunded to Buyer,or (2) appear and defend the condemnation proceedings and any award will, at Buyer's election, belong to: (a) Seller and the sales price will be reduced by the same amount; or(b) Buyer and the sates price will not be reduced. 17.ATTORNEY'S FEES: If Buyer, Seller, any broker, or the title company 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 attorneys fees. This Paragraph 17 survives termination of this contract. (rXR-1801)07-M22 Initialed for Identification by Seller SL,AAand Buyer Page 10 of 15 cwtbm ImWea awS=tkft&*WawUE1rX7W rhmw.UM80o74 FscM3)8"1s uc-cos 9iufboo iamm Pm&md wkh law WDNTmm bm(wwm Eom)717 N l/erwood 8t SO*2=.Ddm TX 7001 wmWmff a= Commerdal Contract-Improved Property oonoeming i 1QK Mmchd St Bay rn,rx 7752Q -- 18.ESCROW: A. At dosing, the earnest money will be applied first to any cash down payment, then to Buyers dosing costs, and any excess will be refunded to Buyer. if no dosing occurs, the title company may require payment of unpaid expenses incurred on behalf of the parties and a written release of liability of the title company from all parties. B. If one party makes written demand for the earnest money, the title company will give notice of the demand by providing to the other party a copy of the demand. If the title company does not receive written objection to the demand from the other party within 15 days after the date the title company sent the demand to the other party, the title company 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 the title company may pay the same to the creditors. C. The title company will deduct any independent consideration under Paragraph 7B(1)before disbursing any earnest money to Buyer and will pay the Independent consideration to Seller. D. If the title company complies with this Paragraph 18,each party hereby releases the title company from all claims related to the disbursal of the earnest money. E. Notices under this Paragraph 18 must be sent by certified mail, return receipt requested. Notices to the title company are effective upon receipt by the title company. F. Any party who wrongfully fails or refuses to sign a release acceptable to the title company within 7 days after receipt of the request will be liable to the other party for: (i)damages; (11)the earnest money; (111) reasonable attorney's fees;and(iv)all costs of suit. G. ❑Seller❑Buyer Intend(s)to complete this transaction as a part of an exchange of like-kind properties in accordance with Section 1031 of the Internal Revenue Code, as amended. All expenses in connection with the contemplated exchange will be paid by the exchanging party. The other party will not incur any expense or liability with respect to the exchange. The parties agree to cooperate fully and in good faith to arrange and consummate the exchange so as to comply to the maximum extent feasible with the provisions of Section 1031 of the Internal Revenue Code.The other provisions of this contract will not be affected in the event the contemplated exchange fails to occur. 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 except as stated in the attached Commercial Property Condition Statement(TXR-1408). 3_ B. Except as otherwise provided in this contract, Seller 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-forrnakiehyde foam insulation, lead-based paint, toxic mold (to the extent that it adversely effects 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; (TXR-1801)07-08-22 Inflialed for ideni flmdon by Seller,b .and Buyer Page 11 of 15 CoMen MUM0004W3WedLoopSWMf Odb 900 MWOM TX 771W -rnmasam F®crfli=W119 L.AG-cos 9bnba zm ft0& d WIC Lma WW Tim ftft Edition)717 N F_.rrc d 8<SLft 2200.Oa-NA TX 7=1 Js7mltA%d= Commercial Contract-Improved Property concerning 14HAAM Market St-SMda 4 Tx 77520 (10)any material physical defects in the Improvements on the Property;or (11)any condition on the Property that violates any law or ordinance. (Describe any excepSons to(1)-(11)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 oertified mail return receipt requested, sent by a national or regional overnight delivery service that provides a delivery receipt, or sent by confirmed 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. X A. Seller also consents to receive any notices by e-mail at Seller's e-mail address stated in Paragraph 1. X B. 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. If 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, and permitted assigns. This contract is to be construed in accordance with the laws of the State of Texas. If any term or condition of this contract shall be held to be invalid or unenforceable, the remainder of this contract shall not be affected thereby. All individuals signing represent that they have the authority to sign on behalf of and bind the party for whom they are signing. B. This contract contains the entire agreement of the parties and may not be changed except in writing. C. If this contract is executed in a number of identical counterparts,each counterpart is an original and all counterparts,collectively,constitute one agreement. D. Addenda which are part of this contract are: (Check all that apply.) (1) Property Description Exhibit identified in Paragraph 2; (2) Commercial Contract Condominium Addendum(TXR-1930)or(TXR-1946); (3) Commercial Contract Financing Addendum(TXR-1931); X (4) Commercial Property Condition Statement(TXR-1408); (5) Commercial Contract Addendum for Special Provisions(TXR-1940); (6) Addendum for Seller's Disclosure of Information on Lead-Based Paint and Lead-Based Paint Hazards(7XR-1906); (7) Notice to Purchaser of Real Property in a Water District(MUD), (8) Addendum for Coastal Area Property(TXR-1915); (9) Addendum for Property Located Seaward of the Gulf Intracoastal Waterway(TXR-1916); (10) Information About Brokerage Services(TXR-2501); (11) Information About Mineral Clauses in Contract Forms(TXR-2509); (12) Notice of Obligation to Pay Improvement District Assessment(TXR-1955, PID); (13) (Note: Counsel for Texas REALTORS®has determined that any of the fbnegaing addenda whkh are promulgated by Me Texas Real Estate Commkss/on(TREC)or published by Texas REALTORS@ are approprtete for use with thls tom►.) (TXR-1801)074W22 Initiated for Identiflcation by Seller�, prtd Buyer Page 12 of 15 cam hwMaue.4 Lm Wen Lap ON0.OEM no 86"No lrx rwm Pl aac M40SOM FaC MM It 0a11t RAG-Cal suftn rim Pt &Md WM Lena W W TMMIM"WFam EMM)717 N&bo Wmd 84&&e 2200,Ddae TX 76201 mwhmftn Commercial Conb d-Improved Property mnoeming E. Buyer ❑X may ❑may not assign this contract. If Buyer assigns this contract, Buyer will be relieved of any future liability under this contract only If the assignee assumes, in writing, all of Buyers obligations under this contract. 23.TIME: Time is of the essence in this contract. The parties require strict compliance with the times for performance. if the last day to perform under a provision of this contract falls on a Saturday, Sunday, or Federal Reserve Bank holiday, the time for performance is extended until the end of the next day which is not a Saturday,Sunday,or Federal Reserve Bank holiday. 24.EFFECTIVE DATE: The effective date of this contract for the purpose of performance of all obligations is the date the title company receipts this contract after all parties execute this contract. 25.ADOMONAL NOTICES: A. Buyer should have an abstract covering the Property examined by an attorney of Buyers 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: 'The 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 to provide water or sewer service to the properties in the certificated area. If your property is located in a certificated 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 dosing 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, Texas Natural Resources Code, requires a notice regarding coastal area property to be included as part of this contract(tile Addendum for Coastal Area Property(7)(R 1915)maybe used). E. If the Property Is located seaward of the Gulf Intracoastal Waterway, §61.025, Texas Natural Resources Code, requires a notice regarding the seaward location of the Party to be included as part of this contra the Addendum thr Property Located Seaward of the Gulf Intracoastal Waterway (TXR-1916)maybe used). 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 (ETJ)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 ETJ. To determine if the Property is located within a municipality's ETJ, Buyer should contact all municipalities located in the general proximity of the Property for further information. G. If apartments or other residential units are on the Property and the units were built before 1978,federal law requires a lead-based paint and hazard disclosure statement to be made part of this contract (the Addendum for Seller's Disclosure of Information on Lead-Based Paint and Lead-Based Paint Hazards (TXR 1906)maybe used).(TXR-1801)07.08-22 Initialed for Identification by Selhnf,,Aarw Buyer Page 13 of 15 cook.Laaadom UU ww LmI ewdk Gd%9W aaaaha n[Mf7 P W*:M C*-WN Fmk M3)0"118 uv-CM Hmbw m ms Pi &Md WM LOW Wd1T==d WU OW-a m F71--wt)717 N YL.^"A St SLOa 2M.pebik TX 7=1 MM"M Commercial Co.rb -Improved Property oonoeming 1929 g 1 g AGREEMENT BETWEEN BROKERS (use onty HPaiamph 8B(1)/s efRectw) Principal Broker agrees to pay nla (Cooperating Broker) a fee when the Principal Broker's fee is received.The fee to be paid to Cooperating Broker will be: $ ,or %of the sales price,or %of the Principal Brokers fee. The title company is authorized and directed to pay Cooperating Broker from Principal Broker's fee at dosing. This Agreement Between Brokers supersedes any prior offers and agreements for compensation between brokers. Principal Broker.Colllers Intennatlonal Houston, Cooperating Broker: By: By: ATTORNEYS Seller's attorney: Buyers attorney. Address: Address: Phone&Fax Phone S Fax E-mall: E-mall: Sellers attomey requests copies of documents, Buyer's attorney requests copies of documents, notices, and other information: notices,and other information: Hthe title company sends to Seller. the title company sends to Buyer. Buyer sends to Seller. HSeller sends to Buyer. ESCROW RECEIPT The title company acknowledges receipt of: HA. the contract on this day (effective date); B. earnest money in the amount of$ in the form of on Title company:Cha_L_Tft Address: 1717 West Loop South,12th Floor Houston,TX 77027 By: Phone&Fax Assigned file number(GF#): E-mail: (TXR-1801)07-W22 Page 15 of 15 Comm Ioweldu N,an Wirt Low ewn►e.s 9w erww.ra"W Rene:(7Lt)OMM F■c M3)UU11e LAG-Oft son6 m Yoe Reduced weh lane Wad Twmaeaq(4Fmm )TIT N NNWood sk sub 20.Oee k TX T m i VAWLkWIAM Commerdal Contract-Improved Property oonceming H. Section 1958.154, Occupations Code requires Seiler to provide Buyer a copy of any mold remediation certificate issued for the Property during the 5 years preceding the date the Seller sells the Property. I. Brokers are not qualified to perform property Inspections, surveys, engineering studies, environmental assessments, or inspections to determine compliance with zoning, governmental regulations, or laws. Buyer should seek experts to perform such services. Buyer should review local building codes, ordinances and other applicable laws to determine their effect on the Property. Selection of experts, inspectors,and repairmen is the responsibility of Buyer and not the brokers. Brokers are not qualified to determine the credit worthiness of the parties. NOTICE OF WATER LEVEL FLUCTUATIONS: if the Property adjoins an Impoundment of water, including a reservoir or lake, constructed and maintained under Chapter 11, Water Code, that has a storage capacity of at least 5,000 ace-feet at the impoundment's normal operating level, Seller hereby notifies Buyer. "The water level of the Impoundment of water adjoining the Property fluctuates for various reasons, Including as a result of: (1) an entity lawfully exercising its right to use the water stored in the impoundment; or(2)drought or flood conditions: J. PUBLIC IMPROVEMENT DISTRICTS: If the Property Is in a public improvement district, Seller is required by §5.014, Property Code to give Buyer a written notice concerning the obligation to pay assessments. The form of the required notice Is available as a part of the Notice of Obligation to Pay Improvement District Assessment(TXR-1955). K. LICENSE HOLDER DISCLOSURE: Texas law requires a real estate license holder who is a party to a transaction or acting on behalf of a spouse, parent, child, business entity In which the license holder owns more than 10%, or a trust for which the license holder ads as a trustee or of which the license holder or the license holder's spouse, parent or child is a beneficiary, to notify the other party in writing before entering into a contract of sale. Disclose if applicable: 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 October 21,2024 ,the offer will lapse and become null and void. READ THIS CONTRACT CAREFULLY.The brokers and agents make no representation or recommendation as to the legal sufficiency, legal effect, or tax consequences of this document or transaction.CONSULT your attorney BEFORE signing. Seller. Central Church at Christ at Rgtrlewn _ Buyer. Cltsr of anytom_ By: Stave Pttrucha By(signature): By(signature): PrintedTNa ;:*ve!MR1tn=&ha .. Printed Name:_- -f Title By: By: By(signature): By(signature): Printed Name: Printed Name: Title: Title: (TXR-1801)07-08-22 Page 14 of 15 cdmftW=dmduuw«cr**89c 63dit=2 ftTX7at PhM Cubs FWcM3)M31U uc-cos ambn Ksm Pmdu=d wM Lana Wb f WFam Fdf J 717 N Newwd 8L 8uft Z .uaW TX 7=1 !plpl Maff wm Mn 1004&1006 i 1.21 acres - - `• -0�^ A inuustratiori rt - � � .V � .( Clfli 1, O'S-•J�. '•r3Sr�Le 1 orkforce �� -• aril ��- �(onvnunNy 17i•vclolirtxv,t O.' 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